Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 27, 2018 | Jun. 25, 2017 | |
Document And Entity Information [Abstract] [Abstract] | |||
Entity Registrant Name | PINNACLE FOODS INC. | ||
Entity Central Index Key | 1,564,822 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 119,032,551 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 7,290 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2017 | Aug. 31, 2017 | Jun. 25, 2017 | Feb. 28, 2017 | Dec. 25, 2016 | Aug. 31, 2016 | Jun. 30, 2016 | Feb. 29, 2016 | Dec. 27, 2015 | Sep. 27, 2015 | Jun. 30, 2015 | Feb. 28, 2015 | Dec. 31, 2017 | Sep. 24, 2017 | [1] | Jun. 25, 2017 | [1] | Mar. 26, 2017 | [1] | Dec. 25, 2016 | Sep. 25, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |||||||||||
Income Statement [Abstract] | |||||||||||||||||||||||||||||||||||||||
Net sales | $ 883,506 | $ 858,481 | $ 749,814 | $ 744,608 | $ 766,074 | $ 758,821 | $ 756,381 | $ 754,255 | $ 3,144,002 | $ 3,127,938 | $ 2,655,792 | ||||||||||||||||||||||||||||
Cost of products sold | 610,131 | 590,870 | 530,523 | 580,190 | 555,010 | 530,117 | 535,189 | 555,688 | 2,275,854 | 2,211,864 | 1,915,286 | ||||||||||||||||||||||||||||
Gross profit | 273,375 | 267,611 | 219,291 | 164,418 | 211,064 | 228,704 | 221,192 | 198,567 | 868,148 | 916,074 | 740,506 | ||||||||||||||||||||||||||||
Operating expenses | |||||||||||||||||||||||||||||||||||||||
Marketing and selling expenses | 193,119 | 218,260 | 176,702 | ||||||||||||||||||||||||||||||||||||
Administrative expenses | 130,884 | 163,056 | 107,004 | ||||||||||||||||||||||||||||||||||||
Research and development expenses | 16,070 | 18,113 | 12,992 | ||||||||||||||||||||||||||||||||||||
Tradename impairment charges | 0 | [1] | $ 39,100 | $ 27,430 | $ 0 | 0 | [1] | 11,200 | [1] | 0 | [1] | 0 | [1] | 66,530 | [1] | 11,200 | [1] | 0 | |||||||||||||||||||||
Other expense, net | 12,889 | 25,800 | 19,106 | ||||||||||||||||||||||||||||||||||||
Total operating expenses | 419,492 | 436,429 | 315,804 | ||||||||||||||||||||||||||||||||||||
Earnings before interest and taxes | 448,656 | 479,645 | 424,702 | ||||||||||||||||||||||||||||||||||||
Interest expense | 169,587 | 139,243 | 88,513 | ||||||||||||||||||||||||||||||||||||
Interest income | 153 | 145 | 198 | ||||||||||||||||||||||||||||||||||||
Earnings before income taxes | 279,222 | 340,547 | 336,387 | ||||||||||||||||||||||||||||||||||||
(Benefit)/Provision for income taxes | (252,999) | 129,430 | 123,879 | ||||||||||||||||||||||||||||||||||||
Net earnings | $ 443,873 | $ 88,144 | $ 46,581 | $ 18,618 | $ 23,149 | $ 52,353 | $ 45,783 | $ 24,837 | 532,221 | 211,117 | 212,508 | ||||||||||||||||||||||||||||
Less: Net earnings attributable to non-controlling interest | 172 | 0 | 0 | ||||||||||||||||||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | $ 532,049 | $ 211,117 | $ 212,508 | ||||||||||||||||||||||||||||||||||||
Net earnings per share: | |||||||||||||||||||||||||||||||||||||||
Basic (in dollars per share) | $ 3.75 | [2] | $ 0.75 | [2] | $ 0.39 | [2] | $ 0.16 | [2] | $ 0.20 | [2] | $ 0.45 | [2] | $ 0.39 | [2] | $ 0.21 | [2] | $ 4.50 | [2] | $ 1.81 | [2] | $ 1.83 | ||||||||||||||||||
Weighted average shares outstanding-basic (in shares) | 118,497,000 | [2],[3] | 117,489,000 | [2],[3] | 118,329,000 | [2],[3] | 118,114,000 | [2],[3] | 117,624,000 | [2],[3] | 117,224,000 | [2],[3] | 116,657,000 | [2],[3] | 116,117,000 | [2],[3] | 118,140,957 | [3] | 116,871,948 | [2],[3] | 116,031,648 | ||||||||||||||||||
Diluted (in dollars per share) | $ 3.71 | [2] | $ 0.74 | [2] | $ 0.39 | [2] | $ 0.16 | [2] | $ 0.19 | [2] | $ 0.44 | [2] | $ 0.39 | [2] | $ 0.21 | [2] | $ 4.45 | [2] | $ 1.79 | [2] | $ 1.81 | ||||||||||||||||||
Weighted average shares outstanding- diluted (in shares) | 119,580,000 | [2],[3] | 118,874,000 | [2],[3] | 119,690,000 | [2],[3] | 119,607,000 | [2],[3] | 119,332,000 | [2],[3] | 118,390,000 | [2],[3] | 117,766,000 | [2],[3] | 117,613,000 | [2],[3] | 119,552,072 | [3] | 118,160,704 | [2],[3] | 117,322,526 | ||||||||||||||||||
Dividends declared (in dollars per share) | $ 0.325 | $ 0.325 | $ 0.285 | $ 0.285 | $ 0.285 | $ 0.285 | $ 0.255 | $ 0.255 | $ 0.255 | $ 0.255 | $ 0.235 | $ 0.235 | $ 0.325 | [2] | $ 0.285 | [2] | $ 0.325 | [2] | $ 0.285 | [2] | $ 0.285 | [2] | $ 0.285 | [2] | $ 0.255 | [2] | $ 0.255 | [2] | $ 1.22 | [2] | $ 1.08 | [2] | $ 0.98 | ||||||
[1] | The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. | ||||||||||||||||||||||||||||||||||||||
[2] | The sum of the individual per share amounts may not add due to rounding. | ||||||||||||||||||||||||||||||||||||||
[3] | Shares presented in thousands. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Earnings - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings | $ 532,221 | $ 211,117 | $ 212,508 |
Foreign currency translation: | |||
Foreign currency translation adjustments, Pre-tax amount | 6,084 | 2,429 | (4,364) |
Foreign currency translation adjustments, Tax (expense) benefit | 0 | 0 | 0 |
Foreign currency translation adjustments, After-tax amount | 6,084 | 2,429 | (4,364) |
Cash-flow hedges: | |||
Unrealized gains (losses) arising during the period, Pre-tax amount | 4,444 | (6,573) | (22,078) |
Unrealized gains (losses) arising during the period, Tax (expense) benefit | (1,920) | 2,496 | 8,519 |
Unrealized gains (losses) arising during the period, After-tax amount | 2,524 | (4,077) | (13,559) |
Reclassification adjustment for (gains) losses included in net earnings, Pre-tax amount | 19,766 | 8,219 | 526 |
Reclassification adjustment for (gains) losses included in net earnings, Tax (expense) benefit | (7,485) | (3,144) | (323) |
Reclassification adjustment for (gains) losses included in net earnings, After-tax amount | 12,281 | 5,075 | 203 |
Pension: | |||
Net actuarial gain (loss) arising during the period, Pre-tax amount | (372) | 6,023 | (7,305) |
Net actuarial gain (loss) arising during the period, Tax (expense) benefit | 140 | (2,295) | 2,763 |
Net actuarial gain (loss) arising during the period, After-tax amount | (232) | 3,728 | (4,542) |
Reclassification of net actuarial loss included in net earnings, Pre-tax amount | 1,068 | 1,071 | 981 |
Reclassification of net actuarial loss included in net earnings, Tax (expense) benefit | (406) | (407) | (373) |
Reclassification of net actuarial loss included in net earnings, After-tax amount | 662 | 664 | 608 |
Other comprehensive earnings (loss), Pre-tax amount | 30,990 | 11,169 | (32,240) |
Other comprehensive earnings (loss), Tax (expense) benefit | (9,671) | (3,350) | 10,586 |
Net current period other comprehensive gain | 21,319 | 7,819 | (21,654) |
Total comprehensive earnings | 553,540 | 218,936 | 190,854 |
Less: Net earnings attributable to non-controlling interest | 172 | 0 | 0 |
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | $ 553,368 | $ 218,936 | $ 190,854 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 249,828 | $ 353,076 |
Accounts receivable, net of allowances of $10,036 and $12,335, respectively | 281,622 | 289,582 |
Inventories | 489,806 | 445,491 |
Other current assets | 11,061 | 10,687 |
Total current assets | 1,032,317 | 1,098,836 |
Plant assets, net of accumulated depreciation of $566,202 and $491,397, respectively | 739,713 | 723,345 |
Tradenames | 2,463,374 | 2,529,558 |
Other assets, net | 164,899 | 173,071 |
Goodwill | 2,177,961 | 2,163,156 |
Total assets | 6,578,264 | 6,687,966 |
Current liabilities: | ||
Short-term borrowings | 2,739 | 2,389 |
Current portion of long-term obligations | 33,934 | 23,801 |
Accounts payable | 323,062 | 292,478 |
Accrued trade marketing expense | 38,975 | 51,054 |
Accrued liabilities | 122,131 | 166,741 |
Dividends payable | 40,470 | 35,233 |
Total current liabilities | 561,311 | 571,696 |
Long-term debt | 2,925,594 | 3,140,496 |
Pension and other postretirement benefits | 53,251 | 56,323 |
Other long-term liabilities | 34,037 | 47,529 |
Deferred tax liabilities | 623,833 | 922,980 |
Total liabilities | 4,198,026 | 4,739,024 |
Commitments and contingencies (Note 14) | ||
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 120,018,215 and 119,127,269, respectively | 1,200 | 1,191 |
Additional paid-in-capital | 1,453,054 | 1,429,447 |
Retained earnings | 987,238 | 601,049 |
Accumulated other comprehensive loss | (30,250) | (51,569) |
Capital stock in treasury, at cost, 1,000,000 common shares | (32,110) | (32,110) |
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 2,379,132 | 1,948,008 |
Noncontrolling interest | 1,106 | 934 |
Total Equity | 2,380,238 | 1,948,942 |
Total liabilities and shareholders' equity | $ 6,578,264 | $ 6,687,966 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net of allowances of $10,036 and $12,335, respectively | $ 10,036 | $ 12,335 |
Plant assets, net of accumulated depreciation of $566,202 and $491,397, respectively | $ 566,202 | $ 491,397 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 120,018,215 | 119,127,269 |
Treasury shares | 1,000,000 | 1,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | Dec. 27, 2015USD ($) | |||
Cash flows from operating activities | |||||
Net earnings | $ 532,221 | $ 211,117 | $ 212,508 | ||
Non-cash charges (credits) to net earnings | |||||
Depreciation and amortization | 132,887 | 105,772 | 89,660 | ||
Intangible asset impairment charge | 66,530 | [1] | 11,200 | [1] | 0 |
Charges resulting from the wind down of Boulder Brands United Kingdom operations | 0 | 4,265 | 0 | ||
Amortization of debt acquisition costs and discount on term loan | 4,734 | 9,554 | 6,353 | ||
Recognition of deferred costs related to refinancing | 28,494 | 600 | 0 | ||
Change in value of financial instruments, including amounts reclassified from Accumulated Other Comprehensive Loss from settlement of hedges | 20,949 | (12,511) | (1,942) | ||
Equity based compensation expense | 18,728 | 14,016 | 15,122 | ||
Pension expense, net of contributions | (2,372) | (37) | (4,700) | ||
Other long-term liabilities | (4,680) | (3,007) | 4,506 | ||
Other long-term assets | 0 | (283) | 0 | ||
Foreign exchange (gains) losses | (1,484) | (486) | 4,731 | ||
Excess tax benefits on equity-based compensation | 0 | (11,577) | (1,442) | ||
Deferred income taxes | (305,425) | 48,182 | 115,584 | ||
Changes in working capital (net of effects of acquisition) | |||||
Other liabilities - cash settlement of hedges related to refinancing | (20,723) | 0 | 0 | ||
Accounts receivable | 8,603 | (29,417) | (30,882) | ||
Inventories | (43,106) | 23,530 | (49,210) | ||
Accrued trade marketing expense | (11,910) | 4,771 | 10,534 | ||
Accounts payable | 26,772 | 61,016 | 15,050 | ||
Accrued liabilities | (41,291) | 36,443 | (6,609) | ||
Other current assets | 7,026 | 14,356 | (6,352) | ||
Net cash provided by operating activities | 415,953 | 487,504 | 372,911 | ||
Cash flows from investing activities | |||||
Business acquisition activity (net of cash acquired) | (37,487) | (985,365) | 1,102 | ||
Capital expenditures | (94,226) | (101,050) | (108,477) | ||
Proceeds from sale of plant assets | 1,947 | 0 | 1,618 | ||
Net cash used in investing activities | (129,766) | (1,086,415) | (105,757) | ||
Cash flows from financing activities | |||||
Net proceeds from issuance of common stock | 15,097 | 26,436 | 1,231 | ||
Dividends paid | (140,738) | (122,850) | (111,758) | ||
Proceeds from bank term loans | 2,262,000 | 547,250 | 0 | ||
Proceeds from notes offerings | 0 | 350,000 | 0 | ||
Repayments of long-term obligations | (2,491,529) | (13,741) | (8,870) | ||
Proceeds from short-term borrowings | 0 | 4,452 | 4,261 | ||
Repayments of short-term borrowings | (4,785) | (4,259) | (4,480) | ||
Repayment of capital lease obligations | (7,124) | (3,950) | (3,585) | ||
Excess tax benefits on stock-based compensation | 0 | 11,577 | 1,442 | ||
Taxes paid related to net share settlement of equity awards | (10,238) | (1,087) | (2,401) | ||
Debt acquisition costs | (12,937) | (22,564) | 0 | ||
Net cash (used in) provided by by financing activities | (390,254) | 771,264 | (124,160) | ||
Effect of exchange rate changes on cash | 819 | 174 | (922) | ||
Net change in cash and cash equivalents | (103,248) | 172,527 | 142,072 | ||
Cash and cash equivalents - beginning of period | 353,076 | 180,549 | 38,477 | ||
Cash and cash equivalents - end of period | 249,828 | 353,076 | 180,549 | ||
Supplemental disclosures of cash flow information: | |||||
Interest paid | 119,501 | 109,029 | 78,926 | ||
Interest received | 153 | 145 | 145 | ||
Income taxes paid | 57,290 | 31,645 | 18,885 | ||
Non-cash investing and financing activities: | |||||
New capital leases | 12,116 | 18,014 | 0 | ||
New short-term financing | 5,135 | 0 | 0 | ||
Dividends payable | 40,470 | 35,233 | 30,798 | ||
Accrued additions to plant assets | $ 26,508 | $ 27,183 | $ 23,878 | ||
[1] | The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Parent | Common Stock | Treasury Stock | Additional Paid In Capital | Retained earnings | Accumulated Other Comprehensive Loss | Non-controlling interest | |
Beginning balance (in shares) at Dec. 28, 2014 | 117,293,745 | (1,000,000) | |||||||
Beginning balance at Dec. 28, 2014 | $ 1,713,989 | $ 1,713,989 | $ 1,173 | $ (32,110) | $ 1,363,129 | $ 419,531 | $ (37,734) | $ 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Equity based compensation plans (shares) | 325,950 | ||||||||
Equity based compensation plans | 15,395 | 15,395 | $ 3 | 15,392 | |||||
Treasury stock purchased (shares) | |||||||||
Treasury stock purchased | 0 | 0 | |||||||
Dividends | [1] | (114,709) | (114,709) | (114,709) | |||||
Comprehensive earnings | 190,854 | 190,854 | 212,508 | (21,654) | |||||
Ending balance (in shares) at Dec. 27, 2015 | 117,619,695 | (1,000,000) | |||||||
Ending balance at Dec. 27, 2015 | $ 1,805,529 | 1,805,529 | $ 1,176 | $ (32,110) | 1,378,521 | 517,330 | (59,388) | 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Dividends declared (in dollars per share) | $ 0.98 | ||||||||
Equity based compensation plans (shares) | 1,507,574 | ||||||||
Equity based compensation plans | $ 50,941 | 50,941 | $ 15 | 50,926 | |||||
Dividends | [2] | (127,398) | (127,398) | (127,398) | |||||
Non-controlling interest in acquisition | 934 | 934 | |||||||
Comprehensive earnings | 218,936 | 218,936 | 211,117 | 7,819 | |||||
Ending balance (in shares) at Dec. 25, 2016 | 119,127,269 | (1,000,000) | |||||||
Ending balance at Dec. 25, 2016 | $ 1,948,942 | 1,948,008 | $ 1,191 | $ (32,110) | 1,429,447 | 601,049 | (51,569) | 934 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Dividends declared (in dollars per share) | [3] | $ 1.08 | |||||||
Equity based compensation plans (shares) | 890,946 | ||||||||
Equity based compensation plans | $ 23,616 | 23,616 | $ 9 | 23,607 | |||||
Dividends | [4] | (146,032) | (146,032) | (146,032) | |||||
Non-controlling interest in acquisition | 172 | 172 | |||||||
Comprehensive earnings | 553,540 | 553,540 | 532,221 | 21,319 | |||||
Ending balance (in shares) at Dec. 31, 2017 | 120,018,215 | (1,000,000) | |||||||
Ending balance at Dec. 31, 2017 | $ 2,380,238 | $ 2,379,132 | $ 1,200 | $ (32,110) | $ 1,453,054 | $ 987,238 | $ (30,250) | $ 1,106 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Dividends declared (in dollars per share) | [3] | $ 1.22 | |||||||
[1] | $0.235 per share declared February 2015 and June 2015, $0.255 per share declared September 2015 and December 2015. | ||||||||
[2] | $0.255 per share declared February 2016 and June 2016, $0.285 per share declared August 2016 and December 2016. | ||||||||
[3] | The sum of the individual per share amounts may not add due to rounding. | ||||||||
[4] | $0.285 per share declared February 2017 and June 2017, $0.325 per share declared August 2017 and December 2017 |
Consolidated Statements of Sha8
Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||
Dec. 31, 2017 | Aug. 31, 2017 | Jun. 25, 2017 | Feb. 28, 2017 | Dec. 25, 2016 | Aug. 31, 2016 | Jun. 30, 2016 | Feb. 29, 2016 | Dec. 27, 2015 | Sep. 27, 2015 | Jun. 30, 2015 | Feb. 28, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Sep. 25, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |||||||||||
Statement of Stockholders' Equity [Abstract] | |||||||||||||||||||||||||||||||||
Dividends declared (in dollars per share) | $ 0.325 | $ 0.325 | $ 0.285 | $ 0.285 | $ 0.285 | $ 0.285 | $ 0.255 | $ 0.255 | $ 0.255 | $ 0.255 | $ 0.235 | $ 0.235 | $ 0.325 | [1] | $ 0.285 | [1] | $ 0.325 | [1] | $ 0.285 | [1] | $ 0.285 | [1] | $ 0.285 | [1] | $ 0.255 | [1] | $ 0.255 | [1] | $ 1.22 | [1] | $ 1.08 | [1] | $ 0.98 |
[1] | The sum of the individual per share amounts may not add due to rounding. |
Summary of Business Activities
Summary of Business Activities | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Business Activities | Summary of Business Activities Business Overview Pinnacle Foods Inc. ("Pinnacle" or the "Company") is a leading manufacturer, marketer and distributor of high quality, branded convenience food products, the products and operations of which are managed and reported in four operating segments: (i) Frozen, (ii) Grocery, (iii) Boulder and (iv) Specialty. The Frozen segment is comprised of the retail businesses of the Company’s frozen brands, including vegetables ( Birds Eye ), complete bagged meals ( Birds Eye Voila! and Birds Eye Signature Skillets ), full-calorie single-serve frozen dinners and entrées ( Hungry-Man ), prepared seafood ( Van de Kamp's and Mrs. Paul's ), frozen and refrigerated bagels ( Lender's ) and pizza for one ( Celeste ). The Frozen segment also includes all of the Company’s business in Canada, including those of the Garden Protein International and Boulder Brands acquisitions. The Grocery segment is comprised of the retail businesses of the Company’s grocery brands, including cake/brownie mixes and frostings ( Duncan Hines ), shelf-stable pickles ( Vlasic ), shelf-stable salad dressings ( Wish-Bone , Western and Bernstein’s ), table syrups ( Log Cabin and Mrs. Butterworth's ), premium margarine/spreads ( Smart Balance), canned meat ( Armour, Nalley and Brooks ), pie and pastry fillings ( Duncan Hines, Comstock and Wilderness ) and barbecue sauces ( Open Pit ). The Boulder segment is comprised of the retail businesses of the Company’s health and wellness lifestyle brands, including gluten-free products ( Udi's and Glutino) , natural frozen meal offerings ( EVOL) , plant-based refrigerated and shelf-stable spreads ( Earth Balance ) and plant-based protein frozen products ( gardein ). The Specialty segment includes the Company’s snack products ( Tim's Cascade and Snyder of Berlin ) and all of its U.S. foodservice and private label businesses, including those of the Garden Protein International and Boulder Brands acquisitions. 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. 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 and subsequently resigned from the Company's Board of Directors. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation. The Consolidated Financial Statements include the accounts of Pinnacle and its subsidiaries. The results of companies acquired during the year are included in the Consolidated Financial Statements from the effective date of the acquisition. Intercompany transactions have been eliminated in consolidation. Foreign Currency Translation. Foreign-currency-denominated assets and liabilities are translated into U.S. dollars at exchange rates existing at the respective balance sheet dates. Translation adjustments resulting from fluctuations in exchange rates are recorded as a separate component of Accumulated other comprehensive loss within shareholders' equity. The Company translates the results of operations of its foreign subsidiaries at the average exchange rates during the respective periods. Gains and losses resulting from foreign currency transactions are normally included in Cost of products sold on the Consolidated Statements of Operations and include the mark to market and realized gains and losses on our foreign currency swaps as discussed in Note 13 to our Consolidated Financial Statements, Financial Instruments. Additionally, the Company recorded $1.5 million and $ 0.5 million of foreign exchange gains in fiscal years 2017 and 2016, respectively. In fiscal 2015, the Company recorded a $4.7 million foreign exchange loss. These amounts represent foreign exchange gains/losses from intra-entity loans resulting from the Garden Protein acquisition that are anticipated to be settled in the foreseeable future and are recorded in Other expense (income), net on the Consolidated Statements of Operations. Fiscal Year. The Company's fiscal year ends on the last Sunday in December resulting in a fifty-three-week fiscal year for 2017 and a fifty-two-week fiscal year for 2016 and 2015. Cash and Cash Equivalents. The Company considers investments in all highly liquid instruments with an initial maturity of three months or less to be cash equivalents. Cash equivalents are measured at fair value and are Level 1 assets. Inventories. Substantially all inventories are valued at the lower of average cost or net realizable value. The type of costs included in inventory are ingredients, containers, packaging, other raw materials, direct manufacturing labor and fully absorbed manufacturing overheads. When necessary, the Company adjusts the carrying value of its inventories to the lower of cost or net realizable value, including any costs to sell or dispose and consideration for obsolescence, excessive inventory levels, product deterioration and other factors in evaluating net realizable value. Plant Assets. Plant assets are stated at historical cost, and depreciation is computed using the straight-line method over the lives of the assets. Buildings and machinery and equipment are depreciated over periods not exceeding 45 years and 15 years, respectively. The weighted average estimated remaining useful lives are approximately 15 years for buildings and 8 years for machinery and equipment. When assets are retired, sold, or otherwise disposed of, their gross carrying value and related accumulated depreciation are removed from the accounts and included in determining gain or loss on such disposals. Costs of assets acquired in a business combination are based on the estimated fair value at the date of acquisition. Goodwill and Indefinite-lived Intangible Assets. The Company evaluates the carrying amount of goodwill and indefinite-lived tradenames for impairment on at least an annual basis in the third quarter and when events occur or circumstances change suggesting that an impairment might exist. The Company performs goodwill impairment testing for each business which constitutes a component of the Company's operating segments, known as reporting units. The Company performs quantitative testing by calculating the fair value of each reporting unit. The Company compares the fair value of these reporting units with their carrying values inclusive of goodwill. If the carrying amount of the reporting unit exceeds its fair value, the Company compares the implied fair value of the reporting unit's goodwill to its carrying amount and any shortfall is charged to earnings. In estimating the implied fair value of the goodwill, the Company estimates the fair value of the reporting unit's tangible and intangible assets (other than goodwill). In estimating the fair value of its reporting units, the Company primarily uses the income approach, which utilizes forecasted discounted cash flows to estimate the fair value for each reporting unit. The income approach utilizes management's business plans and projections as the basis for expected future cash flows for five years plus a terminal year. It requires significant assumptions including projected sales growth rates and operating margins and the weighted average cost of capital. In the most recent impairment tests, the Company forecasted cash flows for five years plus a terminal year and assumed a weighted average cost of capital of 6.75% . These projections assume sales growth rates for the next five years and the terminal year that generally average between 1.0% and 3.0% and operating margins, which increase moderately from historical levels over time as a result of planned capital improvements in the Company's plants and manufacturing efficiency projects. These assumptions are determined based upon management's expectations for each of the individual reporting units. For indefinite-lived tradename intangible assets, the Company determines recoverability by comparing the carrying value to its fair value estimated based on discounted cash flows attributable to the tradename and charges the shortfall, if any, to earnings. In estimating the fair value of trade names, the Company primarily uses the relief from royalty method. The relief from royalty method involves discounted net sales, which require management to make significant assumptions regarding the weighted average cost of capital, sales growth trends and representative royalty rates. Assumptions underlying fair value estimates referred to above are subject to risks and uncertainties. These measurements are considered level 3 under the fair value hierarchy as described in Note 4 to the Consolidated Financial Statements, Fair Value Measurements. For more information on goodwill and indefinite-lived intangible assets, please refer to Note 9 to the Consolidated Financial Statements, Goodwill, Tradenames and Other Assets. Valuation of Long-Lived Assets. The carrying value of long-lived assets held and used, other than goodwill and indefinite-lived intangibles are evaluated at the asset group level when events or changes in circumstances indicate the carrying value may not be recoverable. The carrying value of a long-lived asset group is considered impaired when the total projected undiscounted cash flows from such asset group are less than the carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset group. Fair market value is determined primarily using the projected cash flows from the asset group discounted at a rate commensurate with the risk involved. Losses on long-lived asset groups held for sale, other than goodwill, are determined in a similar manner, except that fair market values are reduced for disposal costs. Revenue Recognition and Trade Marketing. Revenue from product sales is recognized upon shipment to the customers as terms are free on board ("FOB") shipping point, at which point title and risk of loss is transferred and the selling price is fixed or determinable. This completes the revenue-earning process, specifically that an arrangement exists, delivery has occurred, ownership has transferred, the price is fixed and collectability is reasonably assured. A provision for payment discounts and product return allowances, which is estimated based upon the Company's historical performance, management's experience and current economic trends, is recorded as a reduction of sales in the same period that the revenue is recognized. Trade promotions, consisting primarily of customer pricing allowances and merchandising funds, and consumer coupons are offered through various programs to customers and consumers. Sales are recorded net of estimated trade promotion spending, which is recognized as incurred at the time of sale. Certain retailers require the payment of slotting fees in order to obtain space for the Company's products on the retailer's store shelves. The fees are recognized as reductions of revenue on the date a liability to the retailer is created. These amounts are included in the determination of net sales. Accruals for expected payouts under these programs are included as accrued trade marketing expense in the Consolidated Balance Sheet. Coupon redemption costs are also recognized as reductions of net sales when the coupons are issued. Estimates of trade promotion expense and coupon redemption costs are based upon programs offered, timing of those offers, estimated redemption/usage rates from historical performance, management's experience and current economic trends. Trade marketing expense is comprised of amounts paid to retailers for programs designed to promote our products. These costs include standard introductory allowances for new products (slotting fees). They also include the cost of in-store product displays, feature pricing in retailers' advertisements and other temporary price reductions. These programs are offered to our customers both in fixed and variable (rate per case) amounts. The ultimate cost of these programs depends on retailer performance and is the subject of significant management estimates. The Company records as expense the estimated ultimate cost of the program in the period during which the program occurs. In accordance with the authoritative guidance for revenue recognition, these trade marketing expenses are classified in the Consolidated Statements of Operations as a reduction of net sales. Also, in accordance with the guidance, coupon redemption costs are also recognized as reductions of net sales when issued. Advertising. Advertising costs include the cost of working media (advertising on television, radio or in print), the cost of producing advertising, and the cost of coupon insertion and distribution. Working media and coupon insertion and distribution costs are expensed in the period the advertising is run or the coupons are distributed. The cost of producing advertising is expensed as of the first date the advertisement takes place. Advertising included in the Company's marketing and selling expenses were $29.3 million for fiscal year ended December 31, 2017 , $33.0 million for fiscal year ended December 25, 2016 and $28.2 million for fiscal year ended December 27, 2015 . Shipping and Handling Costs . Costs related to shipping and handling of products shipped to customers are classified as Cost of products sold. Pension benefits. The Company had provided pension benefits to certain employees and retirees. Pension benefits are no longer offered to salaried employees. All pension plans are frozen for future benefits. Determining the cost associated with such benefits is dependent on various actuarial assumptions, including discount rates, expected return on plan assets and mortality rates. Independent actuaries, in accordance with generally accepted accounting principles in the U.S. ("GAAP"), perform the required calculations to determine pension expense. Actual results that differ from the actuarial assumptions are generally accumulated and amortized over future periods. Equity Based Compensation expense . Grant-date fair value of performance share units ("PSU's") and performance shares ("PS's") are estimated using a Monte Carlo simulation. Grant-date fair value of stock options are estimated using the Black-Scholes option-pricing model, which includes using the simplified method to estimate the number of periods to exercise date. While we had equity compensation plans in place as a private company, our broader post-IPO equity compensation plans have not been in place for a sufficient amount of time to understand their post vesting behavior. As such, we will continue to use this methodology until such time we have sufficient history to provide a reasonable basis on which to estimate the expected term. Compensation expense is reduced based on estimated forfeitures with adjustments to actual expense recorded at the time of vesting. Forfeitures are estimated based on historical experience. The majority of our equity options have a three -year cliff vesting period. For those awards that have a performance condition, compensation expense is based upon the number of shares expected to vest after assessing the probability that the performance criteria will be met. We recognize compensation cost for awards over the vesting period, adjusted for any changes in our probability assessment. Insurance reserves . The Company is self-insured under its worker's compensation insurance policy. The Company utilizes a stop loss policy issued by an insurance company to fund claims in excess of $0.4 million . The Company estimates the outstanding retained-insurance liabilities by projecting incurred losses to their ultimate liability and subtracting amounts paid-to-date to obtain the remaining liabilities. The Company bases actuarial estimates of ultimate liability on actual incurred losses, estimates of incurred but not yet reported losses and the projected costs to resolve these losses. Income Taxes. 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 the financial statement and tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company continually reviews its deferred tax assets for recovery. 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. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. Among other provisions, the Act reduces the federal statutory corporate income tax rate from 35% to 21%. The effect of this rate reduction and other pronouncements of the Act on our deferred tax asset and liability and current tax payable balances has been factored into our 2017 income tax provision. Financial Instruments. The Company uses financial instruments to manage its exposure to movements in interest rates, foreign currencies and certain commodity prices. The use of these financial instruments modifies the exposure of these risks with the intent to reduce the risk or cost to the Company. The Company does not use derivatives for trading purposes and is not a party to leveraged derivatives. The authoritative guidance for derivative and hedge accounting requires that all derivatives be recognized as either assets or liabilities at fair value. Changes in the fair value of derivatives not designated as hedging instruments are recognized in earnings. The cash flows associated with the financial instruments are included in the cash flow from operating activities. Deferred financing costs . Deferred financing costs are amortized over the life of the related debt using the effective interest rate method. If debt is prepaid or retired early, the related unamortized deferred financing costs are written off in the period the debt is retired. Capitalized Internal Use Software Costs. The Company capitalizes the cost of internal-use software that has a useful life in excess of one year. These costs consist of payments made to third parties and the salaries of employees working on such software development. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they allow the software to perform a task it previously did not perform. Capitalized internal use software costs are amortized using the straight-line method over their estimated useful lives, generally 2 ½ to 3 years. The Company amortized $11.6 million for fiscal year ended December 31, 2017 , $10.4 million for fiscal year ended December 25, 2016 and $9.6 million for fiscal year ended December 27, 2015 . Additionally, as of December 31, 2017 and December 25, 2016 , the net book value of capitalized internal use software totaled $26.8 million and $25.1 million, respectively and is included in Plant assets, net on the Consolidated Balance Sheets. Accumulated other comprehensive loss ("AOCL"). Accumulated other comprehensive loss includes loss on financial instruments, foreign currency translation adjustments, net gains or (losses) on pension actuarial assumptions and the related tax provisions or benefits that are currently presented as a component of shareholder's equity. For more information on accumulated other comprehensive loss, please refer to Note 6 to the Consolidated Financial Statements, Accumulated Other Comprehensive Loss. Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Recently Adopted Accounting Pronouncements In March 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-09, "Improvements to Employee Share-Based Payment Accounting". The areas for simplification in this ASU involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The updated guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. The amendments related to the timing of when excess tax benefits are recognized are to be applied using a modified retrospective approach. The amendments related to the presentation of employee taxes paid on the statement of cash flows are to be applied retrospectively. The amendments requiring recognition of excess tax benefits and tax deficiencies in the income statement are to be applied prospectively. The Company has adopted this new guidance in the first quarter of 2017. As a result of this adoption: • We recognized discrete tax benefits of $14.1 million in the income taxes line item of our consolidated income statement for the fiscal year ended December 31, 2017 related to excess tax benefits upon vesting or settlement in that period. • We elected to adopt the cash flow presentation of the excess tax benefits prospectively, commencing with our cash flow statement for the fiscal year ended December 31, 2017 , where these benefits are classified along with other income tax cash flows as an operating activity. • We have elected to continue to estimate the number of stock-based awards expected to vest, rather than electing to account for forfeitures as they occur to determine the amount of compensation cost to be recognized in each period. • At this time, we have not changed our policy on statutory withholding requirements and will continue to allow an employee to withhold at the minimum statutory withholding requirements. Amounts paid by us to taxing authorities when directly withholding shares associated with employees' income tax withholding obligations are classified as a financing activity in our cash flow statement. • We excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of our diluted earnings per share for the fiscal year ended December 31, 2017 . In November 2015, the FASB issued ASU No. 2015-17, "Balance Sheet Classification of Deferred Taxes". The new guidance eliminates the requirement to separate deferred income tax liabilities and assets into current and noncurrent amounts. The amendments require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The updated guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within those annual periods. The Company has adopted this new guidance in the first quarter of 2017 with the changes in presentation applied retrospectively to all periods presented. As of December 25, 2016 the cumulative effect of these changes on the balance sheet were decreases of $51.7 million in Deferred tax assets as well as in Deferred tax liabilities. 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 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. The Company has adopted this new guidance in the first quarter of 2017 without material effect on the consolidated financial statements. Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, guidance based on the principle that revenue is recognized in an amount expected to be collected and to which the entity expects to be entitled in exchange for the transfer of goods or services. In August 2015, the FASB deferred the effective date by one year while providing the option to early adopt the standard on the original effective date. Accordingly, the Company will adopt the standard in the first quarter of fiscal 2018. We analyzed the expected impact that the new guidance will have on our policies, processes, controls, and disclosures. This assessment required, among other things, a review of the contracts we have with our customers. Substantially all of our revenue is earned pursuant to agreements under which we have one performance obligation, which is satisfied at a point-in-time. Based on our analysis, we do not expect that this ASU will have a material effect on the timing or amount of revenue recognition, our results of operations, our financial position or our control environment. Our disclosures will change as appropriate to comply with the new guidance. The guidance allows for both retrospective and modified retrospective methods of adoption. Based on our analysis to date, we will apply the modified retrospective method of adoption. In February 2016, the FASB issued ASU No. 2016-02, “Leases”. The FASB is amending the FASB Accounting Standards Codification ("ASC") and creating Topic 842, Leases, which will supersede Topic 840, Leases. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. Under the new guidance, lessees will be required to recognize the assets and liabilities arising from leases on the balance sheet. The updated guidance will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. In transition to the new guidance, entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company is in the process of evaluating this guidance. In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” which eliminates the requirement to determine the fair value of individual assets and liabilities of a reporting unit to measure goodwill impairment. Under the amendments in the new ASU, goodwill impairment testing will be performed by comparing the fair value of the reporting unit with its carrying amount and recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The new standard is effective for annual and interim goodwill impairment tests in fiscal years beginning after December 15, 2019, and should be applied on a prospective basis. Early adoption is permitted for annual or interim goodwill impairment testing performed after January 1, 2017. The Company is currently evaluating the impact of adopting this guidance. In March 2017, the FASB issued ASU 2017-07, "Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost". ASU 2017-07 requires the service cost component of net periodic benefit cost be presented in the same income statement line item as other employee compensation costs arising from services rendered during the period and other components of the net periodic benefit cost be presented separately from the line item that includes the service cost and outside of any subtotal of operating income. For public entities, the amendments in ASU 2017-07 are effective for interim and annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact of adopting this guidance. In May 2017, the FASB issued ASU 2017-09, "Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting". ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The amendments in the update are effective for all annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoptions is permitted, including adoption in any interim period for which financial statements have not yet been issued. The amendments will be applied prospectively to an award modified on or after the adoption date. The Company is currently evaluating the impact of adopting this guidance. In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities". ASU 2017-12 provides guidance that amends hedge accounting. Under the new guidance, more hedging strategies will be eligible for hedge accounting and the application of hedge accounting is simplified. The new guidance amends presentation and disclosure requirements, and how effectiveness is assessed. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted. The Company plans on early adopting this guidance in the first quarter of 2018. Currently all of the Company's commodity risk derivatives are not designated as hedges and thus do not qualify for hedge accounting. Upon implementation of this guidance, the Company expects a portion of these commodity risk derivatives to qualify for hedge accounting and its disclosures to be updated accordingly. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of a frozen warehouse and vegetable packaging business (the "Beaver Dam acquisition") On December 15, 2017, the Company acquired a frozen warehouse and vegetable packaging business located in Beaver Dam, Wisconsin from Ryder Integrated Logistics, Inc. The cost of the acquisition was $37.5 million , which was paid in cash. Goodwill, which is not subject to amortization, has a book value of $10.7 million , all of which is deductible for tax purposes. The entire acquisition was allocated to the Frozen segment. Transaction costs of approximately $0.1 million incurred in connection with the acquisition were expensed as incurred and recorded in Other expense (income) in the Consolidated Statements of Operations. These costs primarily relate to legal and other professional fees. The following table summarizes the allocation of the total cost of the acquisition to the assets acquired: Assets acquired Land $ 700 Buildings 22,043 Plant assets 4,091 Goodwill 10,653 Total cost of acquisition $ 37,487 Unaudited pro forma revenue and net earnings related to the acquisition are not presented because the pro forma impact is not material. Acquisition of Boulder Brands Inc. (the "Boulder Brands acquisition") On January 15, 2016, the Company acquired 100% of the capital stock of Boulder Brands Inc. ("Boulder") which manufactures a portfolio of health and wellness brands, including Udi's and Glutino gluten-free products, EVOL natural frozen meal offerings, Smart Balance refrigerated and shelf-stable spreads and Earth Balance plant-based refrigerated and shelf-stable spreads. The Boulder Brands acquisition expands the Company's presence in growing and complementary health and wellness categories and in the natural and organic retail channels. The cost of the Boulder Brands acquisition was $1,001.4 million, which included the repayment of debt. The following table summarizes the allocation of the total cost of the acquisition to the assets acquired and liabilities assumed: Assets acquired: Cash $ 16,054 Accounts receivable 41,064 Inventories 66,893 Other current assets 12,043 Deferred tax assets 27,955 Property and equipment 59,405 Tradenames 539,600 Distributor relationships 40,600 Customer relationships 11,400 Other assets 12,298 Goodwill 445,954 Fair value of assets acquired 1,273,266 Liabilities assumed: Accounts payable 16,022 Accrued liabilities 41,555 Capital lease obligations 7,486 Long term deferred tax liabilities 201,358 Other long-term liabilities 4,504 Non-controlling interest 922 Total cost of acquisition $ 1,001,419 Based upon the allocation, the value assigned to intangible assets and goodwill totaled $1,037.7 million . The goodwill was generated primarily as a result of expected synergies to be achieved because of the Boulder Brands acquisition. Distributor relationships and customer relationships are being amortized on an accelerated basis over 30 and 10 years, respectively. 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 $539.6 million to the value of the tradenames acquired, which is not subject to amortization but is reviewed annually for impairment. Goodwill, which is also not subject to amortization, totaled $446.0 million (tax deductible goodwill of $85.5 million resulted from the Boulder Brands acquisition). Goodwill was allocated to the Frozen, Grocery, Boulder, and Specialty segments, as is illustrated in Note 9 to the Consolidated Financial Statements, Goodwill, Tradenames and Other Assets. During the year ended December 25, 2016, the Boulder Brands acquisition resulted in an additional $469.7 million of net sales and a net loss of $19.3 million , related to Boulder operations from January 15, 2016 to December 25, 2016, which included a $10.4 million charge related to the fair value step-up of inventories acquired and sold during the period, $19.2 million of restructuring costs, primarily severance, $6.8 million of acquisition costs described below and additional interest expense incurred on debt issued to finance the acquisition. The Boulder Brands acquisition was financed through borrowings of $550.0 million in incremental term loans (the "Tranche I Term Loans") due 2023, $350.0 million of 5.875% Senior Notes (the " 5.875% Senior Notes) due 2024, $118.3 million of cash on hand, prior to transaction costs of $6.8 million and $1.7 million in the twelve months ended December 25, 2016 and December 27, 2015, respectively, and debt acquisition costs of $24.0 million and $0.4 million in the twelve months ended December 25, 2016 and December 27, 2015, respectively. The debt acquisition costs, which included original issue discount are being amortized over the life of the associated debt using the effective interest method and are recorded in Long-Term debt on the Consolidated Balance Sheet. For more information, see Note 11 to the Consolidated Financial Statements, Debt and Interest Expense. Included in the acquisition costs of $6.8 million for the year ended December 25, 2016 are $6.1 million of merger, acquisition and advisory fees and $0.7 million of other costs. The $1.7 million of transaction costs incurred in fiscal 2015 primarily relate to legal, accounting and other professional fees. The transaction costs are recorded in Other expense (income), net in the Consolidated Statements of Operations. Pro forma Information The following unaudited pro forma summary presents the Company's consolidated results of operations as if Boulder had been acquired on December 29, 2014, which was the first day of fiscal 2015. These amounts adjusted Boulder's historical results to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to plant assets and intangible assets had been applied from December 29, 2014, together with the consequential tax effects. These adjustments also reflect the additional interest expense incurred on the debt to finance the purchase. The year ended December 25, 2016 pro forma earnings were adjusted to exclude the acquisition related and restructuring costs incurred and the nonrecurring expense related to the fair value inventory step-up adjustment. The year ended December 27, 2015 pro forma earnings were adjusted to include these charges. The pro forma financial information presented below is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition and borrowings undertaken to finance the acquisition had taken place at the beginning of 2015. Amounts in millions: Year ended December 25, 2016 (unaudited) Year ended December 27, 2015 (unaudited) Net sales $ 3,145.5 $ 3,162.8 Net earnings $ 235.2 $ 167.3 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
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 $ 8,194 $ — $ 8,194 $ — $ — $ — $ — $ — Foreign currency derivatives — — — — 86 — 86 — Commodity derivatives 2,615 — 2,615 — 2,833 — 2,833 — Total assets at fair value $ 10,809 $ — $ 10,809 $ — $ 2,919 $ — $ 2,919 $ — Liabilities Interest rate derivatives $ — $ — $ — $ — $ 16,852 $ — $ 16,852 $ — Foreign currency derivatives 750 — 750 — — — — — Commodity derivatives 336 — 336 — 327 — 327 — Total liabilities at fair value $ 1,086 $ — $ 1,086 $ — $ 17,179 $ — $ 17,179 $ — 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 recurring fair value measurements based upon significant unobservable inputs (Level 3) as of December 31, 2017 or December 25, 2016 . In addition to the instruments named above, the Company also makes fair value measurements in connection with its annual goodwill and tradename impairment testing. These measurements fall into Level 3 of the fair value hierarchy. See Note 9 to the Consolidated Financial Statements, Goodwill, Tradenames and Other Assets , for further details. |
Shareholders' Equity, Equity Ba
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments and Earnings Per Share [Abstract] | |
Shareholder's Equity, Equity Based Compensation Expense and Earnings Per Share | Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share Equity based Compensation Expense The Company has a long-term incentive program: The 2013 Omnibus Incentive Plan (as defined below). 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 Company estimates forfeitures at the time of grant and revises, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates the annual forfeiture rates to be approximately 11% under its long-term incentive plans. Expense Information The following table summarizes equity based compensation expense which was allocated as follows: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Cost of products sold $ 1,419 $ 1,556 $ 3,647 Marketing and selling expenses 5,348 5,501 3,642 Administrative expenses 11,357 6,417 7,461 Research and development expenses 604 542 372 Pre-Tax Equity Based Compensation Expense 18,728 14,016 15,122 Income Tax Benefit 7,126 5,268 5,638 Net Equity Based Compensation Expense $ 11,602 $ 8,748 $ 9,484 As of December 31, 2017 , cumulative unrecognized equity compensation expense of the unvested portion of shares and options for the Company's long-term incentive program was $33.7 million . The weighted average period over which vesting will occur is approximately 1.3 years. 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 common stock. On May 25, 2016, the Company’ shareholders approved the Company’s Amended and Restated 2013 Omnibus Incentive Plan (the “Amended and Restated Omnibus Incentive Plan”). Awards granted under this plan include equity options, non-vested shares and restricted stock units ("RSU's"). 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. Under the program, awards of PS's and PSU's will be earned by comparing the company's total shareholder return during a three -year period to the respective total shareholder returns of companies in a performance peer group. Based upon the company's ranking in the performance peer group, a recipient of PS's or PSU's may earn a total award ranging from 0% to 200% of the initial grant. Stock Options: During 2017, the Company granted 376,849 options. The options vest in full after three years . The exercise price of all options granted is equal to the market value of the shares on the date of grant. Options under the plans have a termination date of 10 years from the date of issuance. The following table summarizes the equity option transactions in 2017 : Number of Options Weighted Average Exercise Price Weighted Average Fair Value at Grant Date Weighted Average Remaining Life Aggregate Intrinsic Value (000's) Outstanding, December 25, 2016 2,055,070 $ 31.44 $ 7.39 7.64 $ 44,821 Granted 376,849 57.87 12.46 Exercised (611,483 ) 23.57 6.10 Forfeitures (31,924 ) 55.06 11.82 Outstanding, December 31, 2017 1,788,512 $ 39.28 $ 8.82 7.48 $ 36,112 Exercisable and expected to vest, December 31, 2017 1,493,964 $ 37.56 $ 8.53 7.26 $ 32,897 Exercisable, December 31, 2017 634,210 $ 24.23 $ 6.38 5.66 $ 22,350 The Company currently uses the Black-Scholes pricing model as its method of valuation for equity option awards. The fair value of the options granted during the fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 was estimated on the date of the grant with the following weighted average assumptions: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Risk-free interest rate 2.15 % 1.53 % 1.57 % Expected time to option exercise 6.50 years 6.50 years 6.50 years Expected volatility 24 % 27 % 27 % Expected dividend yield on Pinnacle Foods Inc. stock 2.0 % 2.4 % 2.3 % Volatility for 2017 was based on the Company's historical experience. Volatility for fiscal 2016 and 2015 was based on the average volatility of a group of publicly traded food companies. Cash received from option exercises for the fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 was $15.1 million, $26.4 million and $1.2 million, respectively. RSU's: During 2017, the Company granted 180,060 RSU's. The awards vest in full over a period of one to three years . The following table summarizes the 2017 changes in non-vested shares and Restricted Stock Units ("RSU's"). Number of Shares Weighted Average Fair Value at Grant Date Aggregate Intrinsic Value (000's) Outstanding, December 25, 2016 618,485 $ 39.63 $ 32,303 Granted 180,060 58.04 Forfeitures (72,296 ) 47.65 Vested (195,609 ) 31.46 Outstanding, December 31, 2017 530,640 $ 47.80 $ 31,557 Expected to Vest, December 31, 2017 446,012 $ 47.09 $ 26,524 PSU's: During 2017, the Company granted 157,375 PSU's. The awards vest in full over a period of two and a half to three years . The following table summarizes the 2017 changes in non-vested Performance Shares ("PS's") and Performance Share Units ("PSU's"). Number of Weighted Average Fair Value at Grant Date Aggregate Intrinsic Value (000's) Outstanding, December 25, 2016 471,349 $ 45.88 $ 24,619 Granted 157,375 67.01 Forfeitures (31,860 ) 56.44 Vested (135,008 ) 37.65 Outstanding, December 31, 2017 461,856 $ 54.76 $ 27,467 Expected to Vest, December 31, 2017 355,929 $ 54.26 $ 21,167 The Company estimated the fair value of PSU's at the date of grant using a Monte Carlo simulation. The fair value of the PSU's granted during the fiscal years ended December 31, 2017 , December 25, 2016 , and December 27, 2015 were estimated on the date of the grant with the following assumptions: December 31, 2017 December 25, 2016 December 27, 2015 Risk-free interest rate 1.5 % 1.3 % 1.3 % Expected term 2.98 years 2.91 years 3.00 years Expected volatility 19 % 17 % 22 % Expected dividend yield 2.0 % 2.3 % 2.3 % 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: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Weighted-average common shares 118,140,957 116,871,948 116,031,648 Effect of dilutive securities 1,411,115 1,288,756 1,290,878 Dilutive potential common shares 119,552,072 118,160,704 117,322,526 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 fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 , conversion of securities totaling 406,637 , 501,014 and 267,565 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 | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components of Accumulated Other Comprehensive Loss ("AOCL") consist of the following: Currency translation adjustments Gains (Losses) on cash flow hedges Change in pensions Total Balance at December 27, 2015 $ (6,418 ) $ (9,232 ) $ (43,738 ) $ (59,388 ) Other comprehensive gain (loss) before reclassification 2,429 (4,077 ) 3,728 2,080 Amounts reclassified from accumulated other comprehensive loss — 5,075 664 5,739 Net current period other comprehensive gain 2,429 998 4,392 7,819 Balance at December 25, 2016 $ (3,989 ) $ (8,234 ) $ (39,346 ) $ (51,569 ) Other comprehensive gain (loss) before reclassification 6,084 2,524 (232 ) 8,376 Amounts reclassified from accumulated other comprehensive loss — 12,281 662 12,943 Net current period other comprehensive gain 6,084 14,805 430 21,319 Balance at December 31, 2017 $ 2,095 $ 6,571 $ (38,916 ) $ (30,250 ) Other Comprehensive Earnings The following table presents amounts reclassified out of AOCL and into Net earnings for the Fiscal year ended December 31, 2017 , December 25, 2016 and December 27, 2015 . Gain/(Loss) Amounts Reclassified from AOCL Fiscal year ended Details about Accumulated Other Comprehensive Earnings Components December 31, 2017 December 25, 2016 December 27, 2015 Reclassified from AOCL to: Gains and losses on financial instrument contracts Interest rate contracts $ (19,412 ) $ (8,539 ) $ (3,737 ) Interest expense Foreign exchange contracts (354 ) 320 3,211 Cost of products sold Total before tax (19,766 ) (8,219 ) (526 ) Tax benefit 7,485 3,144 323 Provision for income taxes Net of tax (12,281 ) (5,075 ) (203 ) Pension actuarial assumption adjustments Amortization of actuarial loss (1,068 ) (1,071 ) (981 ) (a) Cost of products sold Tax (expense) benefit 406 407 373 Provision for income taxes Net of tax (662 ) (664 ) (608 ) Net reclassifications into net earnings $ (12,943 ) $ (5,739 ) $ (811 ) (a) This is included in the computation of net periodic pension cost (see Note 12 to the Consolidated Financial Statements, Pension and Retirement Plans, for additional details). |
Other Expense (Income), net
Other Expense (Income), net | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Expense (Income), net | Other Expense (Income), net Other Expense (Income), net Fiscal year December 31, December 25, December 27, Other expense (income), net consists of: Amortization of intangibles/other assets $ 15,847 $ 16,965 $ 13,554 Boulder Brands acquisition costs (Note 3) — 6,781 1,713 Foreign exchange (gains) losses (1,484 ) (486 ) 4,731 Wind down of the Boulder Brands United Kingdom operations (771 ) 4,265 — Royalty income and other (703 ) (1,725 ) (892 ) Total other expense (income), net $ 12,889 $ 25,800 $ 19,106 Foreign exchange (gains) losses. Represents foreign exchange (gains) losses from intra-entity loans resulting from the Garden Protein acquisition that are anticipated to be settled in the foreseeable future. Wind down of Boulder Brands United Kingdom operations. In October 2016, the Company voluntarily ceased production at Boulder Brands private-label gluten-free bakery operation which is based in the United Kingdom. As such, the Company adopted a plan in the fourth quarter of 2016 to wind down operations and dispose of all associated assets such as land, buildings, machinery and equipment and inventory. In connection with the plan of disposal, the Company determined that the carrying values of some of the underlying assets exceeded their fair values. Consequently, the above 2016 charges are primarily comprised of impairment losses, which represent the estimated excess of the carrying values of the assets over their fair values. The 2016 charges also include employee termination benefits and professional fees resulting from the closing and disposition. The final sale and disposal of the assets is substantially complete as of December 31, 2017, with final settlement of certain immaterial liabilities expected in early 2018. |
Balance Sheet Information
Balance Sheet Information | 12 Months Ended |
Dec. 31, 2017 | |
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: December 31, 2017 December 25, 2016 Customers $ 280,086 $ 292,029 Allowances for cash discounts, bad debts and returns (10,036 ) (12,335 ) Subtotal 270,050 279,694 Other receivables 11,572 9,888 Total $ 281,622 $ 289,582 Following are the changes in the allowance for cash discounts, bad debts, and returns: Beginning Ending Balance Revenue Reductions Deductions Balance Fiscal 2017 $ 12,335 $ 111,862 $ (114,161 ) $ 10,036 Fiscal 2016 7,902 106,103 (101,670 ) 12,335 Fiscal 2015 6,801 98,374 (97,273 ) 7,902 Inventories. Inventories are as follows: December 31, December 25, Raw materials, containers and supplies $ 78,567 $ 81,660 Work in progress (1) 65,800 55,068 Finished product 345,439 308,763 Total $ 489,806 $ 445,491 (1) Included in work in progress is primarily agricultural inventory. 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 at current market prices. Plant Assets. Plant assets are as follows: December 31, 2017 December 25, 2016 Land $ 15,648 $ 15,720 Buildings 327,501 272,510 Machinery and equipment 898,728 826,344 Projects in progress (a) 64,038 100,168 Subtotal 1,305,915 1,214,742 Accumulated depreciation (566,202 ) (491,397 ) Total $ 739,713 $ 723,345 Depreciation was $117.0 million, $88.8 million and $76.1 million during the fiscal year ended December 31, 2017 , December 25, 2016 and December 27, 2015 , respectively. As of December 31, 2017 and December 25, 2016 , Plant Assets included assets under capital lease with a book value of $44.6 million and $38.1 million (net of accumulated depreciation of $18.6 million and $14.3 million), respectively. (a) The significant decrease in Projects in process as of December 31, 2017 as compared to December 25, 2016 primarily relates to the Hagerstown, Maryland facility becoming operational in 2017. Accrued Liabilities. Accrued liabilities are as follows: December 31, December 25, Employee compensation and benefits $ 39,699 $ 65,402 Interest payable 19,254 23,854 Consumer coupons 2,400 5,048 Accrued restructuring charges (see Note 10) 1,414 7,587 Accrued financial instrument contracts (see Note 13) 988 4,940 Accrued broker commissions 6,994 7,982 Accrued income taxes 26,805 29,173 Other 24,577 22,755 Total $ 122,131 $ 166,741 Other Long-Term Liabilities. Other long-term liabilities are as follows: December 31, December 25, Employee compensation and benefits $ 14,197 $ 12,630 Long-term rent liability and deferred rent allowances 6,217 6,794 Liability for uncertain tax positions 11,140 9,786 Accrued financial instrument contracts (see Note 13) 98 12,239 Other 2,385 6,080 Total $ 34,037 $ 47,529 |
Goodwill, Tradename and Other A
Goodwill, Tradename and Other Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Tradenames and Other Assets | Goodwill, Tradenames and Other Assets Goodwill Goodwill by segment is as follows: Frozen Grocery Boulder Specialty Total Balance, December 27, 2015 $ 737,695 $ 746,565 $ 71,301 $ 158,447 $ 1,714,008 Boulder Brands acquisition (Note 3) 9,130 114,407 293,582 28,835 445,954 Foreign currency adjustment 3,194 — — — 3,194 Balance, December 25, 2016 $ 750,019 $ 860,972 $ 364,883 $ 187,282 $ 2,163,156 Beaver Dam acquisition (Note 3) 10,653 — — — 10,653 Foreign currency adjustment 4,152 — — — 4,152 Balance, December 31, 2017 $ 764,824 $ 860,972 $ 364,883 $ 187,282 $ 2,177,961 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 2017, resulting in no impairment and the fair value of each of our reporting units was found to be substantially in excess of its carrying value. All of the Company's acquisitions are accounted for in accordance with the authoritative guidance for business combinations. The Beaver Dam acquisition resulted in $10.7 million of goodwill being recorded in 2017. The Boulder Brands acquisition resulted in $446.0 million of goodwill being recorded in 2016. Tradenames Tradenames by segment are as follows: Frozen Grocery Boulder Specialty Total Balance, December 27, 2015 $ 800,928 $ 1,118,712 $ 45,408 $ 36,000 $ 2,001,048 Boulder Brands acquisition (Note 3) — 142,200 397,400 — 539,600 Foreign currency adjustment 110 — — — 110 Impairments (10,300 ) — — (900 ) (11,200 ) Balance, December 25, 2016 $ 790,738 $ 1,260,912 $ 442,808 $ 35,100 $ 2,529,558 Foreign currency adjustment 346 — — — 346 Impairments (52,740 ) (7,290 ) — (6,500 ) (66,530 ) Balance, December 31, 2017 $ 738,344 $ 1,253,622 $ 442,808 $ 28,600 $ 2,463,374 The allocation of the Boulder Brands acquisition purchase price resulted in $539.6 million of indefinite-lived tradename intangible assets being recorded in 2016. 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. Upon completion of the annual testing in the third quarter of 2017, the Company recorded tradename impairments of $24.8 million on Celeste , $6.5 million on Snyder of Berlin , $4.2 million on Nalley , $3.1 million on Bernstein and $0.5 million on Swanson . Celeste and Swanson are reported in the Frozen segment, Nalley and Bernstein are reported in the Grocery segment, and Snyder of Berlin is reported in the Specialty segment. Upon completion of the annual testing in the third quarter of 2016, the Company recorded tradename impairments of $7.3 million on Celeste , $3.0 million on Aunt Jemima and $0.9 million on Snyder of Berlin . Celeste and Aunt Jemima are reported in our Frozen segment and Snyder of Berlin is reported in the Specialty segment. These charges were the result of the Company's reassessment of the long-term sales projections for the brands during our annual planning cycle which occurs during the third quarter each year. The total carrying value of the five tradenames as of December 31, 2017 is $25.4 million . Additionally, as a result of the Exit (as defined in Note 10 to the Consolidated Financial Statements, Restructuring Charges) in the second quarter of 2017, the Company recorded a tradename impairment charge of $27.4 million on the Aunt Jemima tradename, which resulted in a carrying value of $0 . The charge is reported in the Frozen segment. To estimate the fair value of our Tradenames we use the relief from royalty method, which utilizes forecasted discounted cash flows to estimate the fair value. The utilization of this method requires us to make significant assumptions including sales growth rates, implied royalty rates and discount rates. As of December 31, 2017 , we identified an additional three tradenames which do not have a fair value that exceeded their carrying value by at least 15% . The total carrying value of these tradenames as of December 31, 2017 is $359.3 million . Other Assets December 31, 2017 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net Amortizable intangibles Recipes 10 $ 51,514 $ (46,458 ) $ 5,056 Customer relationships - Distributors 34 176,376 (59,681 ) 116,695 Customer relationships - Food Service 10 11,400 (4,004 ) 7,396 Customer relationships - Private Label 7 1,290 (1,290 ) — Total amortizable intangibles $ 240,580 $ (111,433 ) $ 129,147 Financial instruments (see Note 13) 8,160 — 8,160 Other (1) 32,607 (5,015 ) 27,592 Total other assets, net $ 164,899 Amortizable intangibles by segment Frozen $ 39,229 Grocery 46,888 Boulder 33,057 Specialty 9,973 $ 129,147 December 25, 2016 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net Amortizable intangibles Recipes 10 $ 60,109 $ (53,130 ) $ 6,979 Customer relationships - Distributors 34 182,733 (54,678 ) 128,055 Customer relationships - Private Label 7 1,290 (611 ) 679 License 7 6,175 (6,175 ) — Total amortizable intangibles $ 261,707 $ (116,749 ) $ 144,958 Financial instruments (see Note 12) 2,288 — 2,288 Other (1) 30,646 (4,821 ) 25,825 Total other assets, net $ 173,071 Amortizable intangibles by segment Frozen $ 46,158 Grocery 50,405 Boulder (2) 35,710 Specialty (2) 12,685 $ 144,958 (1) As of December 31, 2017 and December 25, 2016 , Other primarily consists of security deposits and supplemental savings plan investments. (2) The amounts previously reported as amortizable intangible assets as of December 25, 2016 have been revised in the table above to correct the allocation amongst the segments. This resulted in the reclassification of approximately $9.2 million of amortizable intangible assets from the Boulder segment to the Specialty segment as of December 25, 2016 . Amortization of intangible assets was $15.8 million, $17.0 million and $13.6 million during the fiscal year ended December 31, 2017 , December 25, 2016 and December 27, 2015 , respectively. Estimated amortization expense for each of the next five years and thereafter is as follows: 2018 - $9.3 million; 2019 - $8.6 million; 2020 - $7.9 million; 2021 - $6.6 million; 2022 - $6.4 million and thereafter - $90.3 million. |
Debt and Interest Expense
Debt and Interest Expense | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt and Interest Expense | Debt and Interest Expense December 31, December 25, Short-term borrowings - Notes payable $ 2,739 $ 2,389 Total short-term borrowings $ 2,739 $ 2,389 Long-term debt - Tranche B Term Loans due 2024 $ 2,239,380 $ — - Tranche G Term Loans due 2020 — 1,409,625 - Tranche H Term Loans due 2020 — 509,250 - Tranche I Term Loans due 2023 — 545,875 - 4.875% Senior Notes due 2021 350,000 350,000 - 5.875% Senior Notes due 2024 350,000 350,000 - 3.0% Note payable to Gilster Mary Lee Corporation 982 5,176 - Unamortized discount on long term debt and deferred financing costs (21,846 ) (41,954 ) - Capital lease obligations 41,012 36,325 2,959,528 3,164,297 Less: current portion of long-term obligations 33,934 23,801 Total long-term debt $ 2,925,594 $ 3,140,496 Interest expense Fiscal year December 31, December 25, December 27, Interest expense, third party $ 116,947 $ 120,550 $ 78,423 Amortization of debt acquisition costs and original issue discount 4,734 9,554 6,353 Non-cash recognition of deferred costs related to refinancing 28,494 600 — Settlement of hedges related to refinancing 20,722 — — Interest rate swap (gains)/losses (1,310 ) 8,539 3,737 Total interest expense $ 169,587 $ 139,243 $ 88,513 Third Amended and Restated Credit Agreement On February 3, 2017, Pinnacle Foods Finance LLC, (1) entered into the fifth amendment to the Second Amended and Restated Credit Agreement, which provided for a seven year term loan facility in the amount of $2,262.0 million (the "Tranche B Term Loans"), (2) replaced the existing revolving credit facility with a new five year $225.0 million revolving credit facility, and (3) amended and restated the existing credit agreement (the "Third Amended and Restated Credit Agreement") in its entirety to make certain other amendments and modifications (the "Refinancing"). As a result of the Refinancing, Pinnacle Foods Finance LLC used the proceeds from the Tranche B Term Loans and $213.1 million of cash on hand to repay all existing indebtedness outstanding under the then existing credit agreement, consisting of (a) $1,409.6 million of Tranche G Term Loans, (b) $507.9 million of Tranche H Term Loans and (c) $544.5 million of Tranche I Term Loans. In connection with the Refinancing, Pinnacle Foods Finance LLC incurred $12.9 million of debt acquisition costs and original issue discounts, which were recorded as a reduction of the carrying value of debt and are detailed below. Pinnacle Foods Finance LLC also incurred a non-cash charge of $28.5 million related to existing debt acquisition costs and original issue discounts. The Tranche B Term Loans bear interest at a floating rate and are maintained as base rate loans or as eurocurrency rate loans. Base rate loans bear interest at the base rate plus the applicable base rate margin, as described in the Third Amended and Restated Credit Agreement. The base rate is defined as the highest of (i) the administrative agent's prime rate, (ii) the federal funds effective rate plus 1/2 of 1.00% and (iii) the eurocurrency rate that would be payable on such day for a eurocurrency rate loan with a one-month interest period plus 1.00% . Eurocurrency rate loans bear interest at the adjusted eurocurrency rate plus the applicable eurocurrency rate margin, as described in the Third Amended and Restated Credit Agreement. The eurocurrency rate is determined by reference to the British Bankers Association "BBA" LIBOR rate for the interest period relevant to such borrowing. With respect to Tranche B Term Loans , the eurocurrency rate shall be no less than 0.00% per annum and the base rate shall be no less than 1.00% per annum. The interest rate margin for Tranche B Term Loans under the Third Amended and Restated Credit Agreement is 1.00% , in the case of the base rate loans and 2.00% , in the case of Eurocurrency rate loans. The obligations under the Third Amended and Restated Credit Agreement are unconditionally and irrevocably guaranteed by Peak Finance Holdings LLC, any subsidiary of Peak Finance Holdings LLC that directly or indirectly owns 100% of the issued and outstanding equity interests of Pinnacle Foods Finance LLC, subject to certain exceptions, each of Pinnacle Foods Finance LLC's direct or indirect material wholly-owned domestic subsidiaries (collectively, the "Guarantors") and by the Company effective with the 2013 Refinancing. In addition, subject to certain exceptions and qualifications, borrowings under the Third Amended and Restated Credit Agreement are secured by first priority or equivalent security interests in (i) all the capital stock of, or other equity interests in, each direct or indirect domestic material subsidiary of Pinnacle Foods Finance LLC and 65% of the capital stock of, or other equity interests in, each direct material "first tier" foreign subsidiary of Pinnacle Foods Finance LLC and (ii) certain tangible and intangible assets of Pinnacle Foods Finance LLC and those of the Guarantors (subject to certain exceptions and qualifications). A commitment fee of 0.30% per annum is applied to the unused portion of the revolving credit facility. There were no revolver borrowings outstanding as of December 31, 2017 . There were no revolver borrowings made during the fiscal 2017 , however, the weighted average interest rate on the revolving credit facility would have been 3.1% calculated on the Eurocurrency rate or 5.1% calculated on the base rate. There were no revolver borrowings made during the fiscal 2016 , however, the weighted average interest rate on the revolving credit facility would have been 2.9% calculated on the Eurocurrency rate or 4.7% calculated on the base rate. There were no revolver borrowings made during the fiscal 2015 , however, the weighted average interest rate on the revolving credit facility would have been 2.5% calculated on the Eurocurrency rate or 4.5% calculated on the base rate. For the fiscal years ended December 31, 2017 , December 25, 2016 , and December 27, 2015 , the weighted average interest rate on the term loan components of the Senior Secured Credit Facility were 3.14% , 3.26% and 3.00% , respectively. As of December 31, 2017 , December 25, 2016 , and December 27, 2015 the Eurocurrency interest rate on the term loan facilities was 3.37% , 3.26% , and 3.00% , respectively. Pinnacle Foods Finance LLC pays a fee for all outstanding letters of credit drawn against the revolving credit facility at an annual rate equivalent to the applicable eurocurrency rate margin then in effect under the revolving credit facility, plus the fronting fee payable in respect of the applicable letter of credit. The fronting fee is equal to 0.125% per annum of the daily maximum amount then available to be drawn under such letter of credit. The fronting fees are computed on a quarterly basis in arrears. Total letters of credit issued under the revolving credit facility cannot exceed $50.0 million . As of December 31, 2017 and December 25, 2016 , Pinnacle Foods Finance had utilized $24.9 million and $24.3 million , respectively of the revolving credit facility for letters of credit. As of December 31, 2017 and December 25, 2016 , respectively, there was $200.1 million and $125.7 million of borrowing capacity under the revolving credit facility, of which $25.1 million and $25.7 million was available to be used for letters of credit. Under the terms of the Third Amended and Restated Credit Agreement, Pinnacle Foods Finance LLC is required to use 50% of its “Excess Cash Flow” to prepay the term loans under the Senior Secured Credit Facility (which percentage will be reduced to 25% at a total net leverage ratio of between 4.50 and 5.49 and to 0% at a total net leverage ratio below 4.50 ). As of December 31, 2017 , Pinnacle Foods Finance LLC had a total net leverage ratio of 3.92 :1.0. Excess Cash Flow is defined as consolidated net income (as defined), as adjusted for certain items, including (1) all non-cash charges and credits included in arriving at consolidated net income, (2) changes in working capital, (3) capital expenditures (to the extent they were not financed with debt), (4) the aggregate amount of principal payments on indebtedness and (5) certain other items defined in the Senior Secured Credit Facility. For the 2017 reporting year, Pinnacle Foods Finance LLC determined that there were no amounts due under the Excess Cash Flow requirements of the Senior Secured Credit Facility. The term loans under the Senior Secured Credit Facility amortize in quarterly installments of 0.25% of their aggregate funded total principal amount. The scheduled principal payments of the Tranche B Term Loans outstanding as of December 31, 2017 are $17.0 million in 2018, $22.6 million in 2019, $22.6 million in 2020, $22.6 million in 2021, $22.6 million in 2022, $28.3 million in 2023 and $2,103.7 million thereafter. Pursuant to the terms of the Senior Secured Credit Facility, Pinnacle Foods Finance LLC is required to maintain a ratio of Net First Lien Secured Debt to Adjusted EBITDA of no greater than 5.75 to 1.00. Net First Lien Secured Debt is defined as aggregate consolidated secured indebtedness, less the aggregate amount of all unrestricted cash and cash equivalents. In addition, under the Senior Secured Credit Facility and the indenture governing the Senior Notes, Pinnacle Foods Finance LLC's ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is tied to the Senior Secured Leverage Ratio (which is currently the same as the ratio of Net First Lien Secured Debt to Adjusted EBITDA described above), in the case of the Senior Secured Credit Facility, or to the ratio of Adjusted EBITDA to fixed charges for the most recently concluded four consecutive fiscal quarters, in the case of the Senior Notes. The Senior Secured Credit Facility also permits restricted payments up to an aggregate amount of (together with certain other amounts) the greater of $75 million and 2% of Pinnacle Foods Finance LLC's consolidated total assets, so long as no default has occurred and is continuing and its pro forma Senior Secured Leverage Ratio would be no greater than 4.25 to 1.00. As of December 31, 2017 , the Company is in compliance with all covenants and other obligations under the Senior Secured Credit Facility and the indenture governing the Senior Notes. Senior Notes To partially fund the Boulder Brands acquisition, on January 15, 2016 as described in Note 3 to the Consolidated Financial Statements, Acquisitions, Pinnacle Foods LLC issued $350.0 million aggregate principal amount of 5.875% Senior Notes (the “5.875% Senior Notes”) due January 15, 2024. The Company's 4.875% Senior Notes due 2021 (the "4.875% Senior Notes") and 5.875% Senior Notes (together the "Senior Notes") are general senior unsecured obligations of Pinnacle Foods Finance LLC, effectively subordinated to all existing and future senior secured indebtedness of Pinnacle Foods Finance LLC to the extent of the value of the assets securing that indebtedness and guaranteed on a full, unconditional, joint and several basis by Pinnacle Foods Finance LLC’s wholly-owned domestic subsidiaries that guarantee other indebtedness of Pinnacle Foods Finance LLC and by the Company. See Note 18 to the Consolidated Financial Statements, Guarantor and Nonguarantor Financial Statements, for further details. Pinnacle Foods Finance LLC may redeem some or all of the 5.875% Senior Notes at any time prior to January 15, 2019, at a price equal to 100% of the principal amount of notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the redemption date, subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date. The “Applicable Premium” is defined as the greater of (1) 1.0% of the principal amount of such 5.875% Senior Notes and (2) the excess, if any, of (a) the present value at such redemption date of (i) the redemption price of such 5.875% Senior Notes at January 15, 2019, plus (ii) all required interest payments due on such 5.875% Senior Notes through January 15, 2019 (excluding accrued but unpaid interest to the redemption date), computed using a discount rate equal to the treasury rate plus 50 basis points over (b) the principal amount of such 5.875% Senior Notes. Pinnacle Foods Finance LLC may redeem the 4.875% Senior Notes at the redemption prices listed below, if redeemed during the twelve-month period beginning on May 1 st of each of the years indicated below: 4.875% Senior Notes Year Percentage 2018 101.219% 2019 and thereafter 100.000% Pinnacle Foods Finance LLC may redeem the 5.875% Senior Notes at the redemption prices listed below, if redeemed during the twelve-month period beginning on January 15 th of each of the years indicated below: 5.875% Senior Notes Year Percentage 2019 104.406% 2020 102.938% 2021 101.469% 2022 and thereafter 100.000% In addition, until January 15, 2019 for the 5.875% Senior Notes, Pinnacle Foods Finance LLC may redeem up to 35% of the aggregate principal amount of the 5.875% Senior Notes at a redemption price equal to 100% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, subject to the right of holders of the 5.875% Senior Notes of record on the relevant record date to receive interest due on the relevant interest payment date, with the net cash proceeds received by Pinnacle Foods Finance LLC from one or more equity offerings; provided that (i) at least 50% of the aggregate principal amount of the 5.875% Senior Notes originally issued under the indenture remains outstanding immediately after the occurrence of each such redemption and (ii) each such redemption occurs within 120 days of the date of closing of each such equity offering. Debt Acquisition Costs and Original Issue Discounts As part of the Refinancing, debt acquisition costs and original issue discounts of $12.9 million were incurred and recorded as a reduction of the carrying value of debt during the twelve months ended December 31, 2017 while non-cash charges of $28.5 million related to existing debt acquisition costs and original issue discounts were recognized in the period. All debt acquisition costs and original issue discounts are amortized into interest expense over the life of the related debt using the effective interest method. Amortization of these costs were $4.6 million , $9.0 million , and $5.9 million during the fiscal years ended December 31, 2017 , December 25, 2016 , and December 27, 2015 respectively. The following summarizes debt acquisition cost and original issue discount activity during the twelve months ended December 31, 2017 . Gross Carrying Amount Accumulated Amortization Net Balance, December 25, 2016 $ 82,750 $ (40,796 ) $ 41,954 Additions 12,937 — 12,937 Amortization — (4,551 ) (4,551 ) Recognition of deferred costs related to the Refinancing (65,998 ) 37,504 (28,494 ) Balance, December 31, 2017 $ 29,689 $ (7,843 ) $ 21,846 The estimated fair value of the Company’s long-term debt, including the current portion, as of December 31, 2017 , is as follows: December 31, 2017 Issue Face Value Fair Value Tranche B Term Loans $ 2,239,380 $ 2,259,534 3.0% Note payable to Gilster Mary Lee Corporation 982 982 4.875% Senior Notes 350,000 353,938 5.875% Senior Notes 350,000 370,125 $ 2,940,362 $ 2,984,579 The estimated fair value of the Company’s long-term debt, including the current portion, as of December 25, 2016 , is as follows: December 25, 2016 Issue Face Value Fair Value Tranche G Term Loans $ 1,409,625 $ 1,423,721 Tranche H Term Loans 509,250 514,343 Tranche I Term Loans 545,875 554,745 3.0% Note payable to Gilster Mary Lee Corporation 5,176 5,176 4.875% Senior Notes 350,000 359,625 5.875% Senior Notes 350,000 369,250 $ 3,169,926 $ 3,226,860 The estimated fair values of the Company's long-term debt are classified as Level 2 in the fair value hierarchy. The fair value is based on the quoted market price for such notes and borrowing rates currently available to the Company for loans with similar terms and maturities. |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges Aunt Jemima retail and foodservice frozen breakfast products exit (the "Exit") On May 8, 2017, in connection with the Company's ongoing portfolio strategic assessment and margin roadmap, it exited certain low-margin and non-strategic Aunt Jemima retail and foodservice frozen breakfast products following the Company's voluntary Recall (as defined in Note 14 to the Consolidated Financial Statements, Commitments and Contingencies). This decision resulted in restructuring charges primarily related to accelerated depreciation, asset impairment, charges to adjust inventory to net realizable value, workforce reductions and other charges. These actions and the associated charges detailed below are substantially complete as of December 31, 2017 . In the second quarter of 2017, the Company recorded $63.2 million of charges related to the Exit which consisted of intangible asset impairment charges $31.2 million , accelerated depreciation charges of $22.6 million , charges to adjust inventory to net realizable value of $4.6 million and employee termination costs of $1.5 million . In addition, the Company also recorded $3.3 million of contract termination and other fees during the same time period. The net impact on 2017 pre-tax earnings of $63.2 million is included in the various lines of the Consolidated Statement of Operations as follows: $32.0 million in Cost of products sold, $27.4 million of Tradename impairment charges and accelerated amortization charges of $3.8 million in Other expense related to frozen breakfast products customer relationships. Of the total charges, $48.8 million is recorded in the Frozen segment and $14.4 million in the Specialty segment. The following table summarizes charges accrued as of December 31, 2017 related to the Exit. These amounts are recorded in our Consolidated Balance Sheet in Accrued Liabilities. Balance Balance Description December 25, 2016 Expense Payments December 31, 2017 Accrued restructuring charges $ — $ 4,324 $ (3,198 ) $ 1,126 Boulder Brands Restructuring As a result of the Boulder Brands acquisition, the Company incurred $19.2 million of restructuring charges in 2016, primarily related to employee termination and retention benefits which were recorded in Administrative expenses in the Consolidated Statements of Operations. The following table summarizes charges accrued as of December 31, 2017 . These amounts are recorded in our Consolidated Balance Sheet in Accrued Liabilities. Balance Balance Description December 25, 2016 Expense Payments December 31, 2017 Accrued restructuring charges $ 7,587 $ — $ (7,299 ) $ 288 |
Pension and Retirement Plans
Pension and Retirement Plans | 12 Months Ended |
Dec. 31, 2017 | |
Retirement 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. On December 31, 2013, the Pinnacle Foods Pension Plan merged into the Birds Eye Foods Pension Plan in order to achieve administrative, operational and cost efficiencies. The merged plan was renamed the Pinnacle Foods Group LLC Pension Plan (the "Plan"). The Plan is frozen for future benefit accruals. The Company also has two qualified 401(k) plans, three non-qualified supplemental savings plans and participates in a multi-employer defined benefit plan. Pinnacle Foods Group LLC Pension Plan The Plan covers eligible union employees and provides benefits generally based on years of service and employees’ compensation. The Plan is frozen for future benefits. The Plan is funded in conformity with the funding requirements of applicable government regulations. The Plan assets consist principally of cash equivalents, equity and fixed income common collective trusts. The Plan assets do not include any of the Company’s own equity or debt securities. The following table reconciles the changes in our benefit obligation: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Change in Benefit Obligation Net benefit obligation at beginning of the period $ 245,513 $ 258,284 $ 277,253 Interest cost 7,828 10,404 10,474 Actuarial loss (gain) 16,382 (3,660 ) (12,264 ) Gross benefits paid (18,504 ) (19,515 ) (17,179 ) Net benefit obligation at end of the period 251,219 245,513 258,284 Change in Plan Assets Fair value of plan assets at beginning of the period 190,951 197,022 218,127 Employer contributions 272 272 3,123 Actual return on plan assets 27,029 13,172 (7,049 ) Gross benefits paid (18,504 ) (19,515 ) (17,179 ) Fair value of plan assets at end of the period 199,748 190,951 197,022 Funded status at end of the year $ (51,471 ) $ (54,562 ) $ (61,262 ) Amounts recognized in the Consolidated Balance Sheets Accrued pension benefits $ (51,206 ) $ (54,297 ) $ (60,996 ) Accrued pension benefits (part of accrued liabilities) (265 ) (265 ) (266 ) Net amount recognized at end of the period $ (51,471 ) $ (54,562 ) $ (61,262 ) Amounts recognized in Accumulated Other Comprehensive Loss Net loss $ 49,374 $ 50,171 $ 56,762 Net amount recognized at end of the period $ 49,374 $ 50,171 $ 56,762 Accumulated benefit obligation 251,219 245,513 258,284 Weighted average assumptions Discount rate 3.50 % 3.99 % 4.20 % The following represents the components of net periodic expense (benefit): Pension Expense (Benefit) Fiscal year December 31, December 25, December 27, Interest cost 7,828 10,404 10,474 Expected return on assets (11,008 ) (11,393 ) (13,233 ) Amortization of actuarial loss 1,157 1,152 1,005 Net periodic (benefit) expense $ (2,023 ) $ 163 $ (1,754 ) Weighted average assumptions: Discount rate 3.99 % 4.20 % 3.85 % Expected return on plan assets 6.00 % 6.00 % 6.25 % To develop the expected long-term rate of return on assets assumption, the Company considered the current level of expected returns on risk-free investments (primarily government bonds), the historical level of the risk premium associated with the other asset classes in which the portfolio is invested and the expectations for future returns of each asset class. The expected return for each asset class was then weighted based on the target asset allocation to develop the expected long-term rate of return on assets assumption. Plan Assets The following table sets forth the weighted-average asset allocations of the Company's pension plans by asset category: December 31, 2017 December 25, 2016 Asset category Equity securities 37 % 36 % Debt securities 62 % 63 % Cash 1 % 1 % Total 100 % 100 % The Plan's investments in equity or debt securities is based on a glide path strategy where the investment in debt securities increases as the Plan's funded status becomes smaller. Based on the current funded status, the policy is to invest approximately 37% of plan assets in equity securities and 63% in fixed income securities. Periodically, the plan assets are rebalanced to maintain these allocation percentages and the investment policy is reviewed. Within each investment category, assets are allocated to various investment styles. Professional managers manage all assets and a consultant is engaged to assist in evaluating these activities. The expected long-term rate of return on assets was determined by assessing the rates of return on each targeted asset class, return premiums generated by portfolio management and by comparison of rates utilized by other companies. The following table summarizes the Pinnacle Foods Group LLC Pension Plan's investments measured at fair value on a recurring basis: 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. There are no Level 3 assets. Fair Value Fair Value Measurements Using Fair Value Hierarchy Level 1 Level 2 Level 3 Short-term investments: Short-term Investment Fund $ 1,980 $ — $ 1,980 $ — Equity Common/collective trusts: Small/ Mid Capitalization Fund 6,099 — 6,099 — Large Capitalization Equity Fund 22,864 — 22,864 — International Fund 44,076 — 44,076 — Fixed Income Common/collective trusts: Fixed Income Fund 124,729 — 124,729 — Total assets at fair value $ 199,748 $ — $ 199,748 $ — Fair Value Fair Value Measurements Using Fair Value Hierarchy Level 1 Level 2 Level 3 Short-term investments: Short-term Investment Fund $ 1,503 $ — $ 1,503 $ — Equity Common/collective trusts: Small/ Mid Capitalization Fund 5,753 — 5,753 — Large Capitalization Equity Fund 21,802 — 21,802 — International Fund 41,670 — 41,670 — Fixed Income Common/collective trusts: Fixed Income Fund 120,223 — 120,223 — Total assets at fair value $ 190,951 $ — $ 190,951 $ — Cash Flows Contributions. The Company made contributions to the Plan totaling $0.3 million in fiscal 2017 , $0.3 million in fiscal 2016 and $3.1 million in fiscal 2015 . In fiscal 2018, the Company plans to make contributions of $7.0 million . Estimated Future Benefit Payments for all Plans The following benefit payments are expected to be paid: Year Benefit Payment ($) 2018 15,088 2019 15,024 2020 14,940 2021 14,980 2022 14,983 2023-2026 74,563 Savings Plans The Company's employees participated in two 401(k) plans in 2017. Pinnacle matches 50% of employee contributions up to six percent of compensation for salaried employees and the Company also matches 50% of employee contributions up to six percent of compensation for the majority of union employees. As of July 1, 2018, the Company will increase the match to 66% of employee contributions up to six percent of compensation for salaried and non-union hourly employees. Boulder Brands had a 401(k) plan which matched 100% of employee contributions up to 5 percent of compensation. The plan was liquidated on January 3, 2017, with all employees now participating in Pinnacle's 401(k) plans. Employer contributions made by the Company relating to these plans were $7.1 million for fiscal 2017 , $6.9 million for fiscal 2016 and $5.6 million for fiscal 2015 . In addition, the Company sponsors three non-qualified Plans. One is the Birds Eye Foods non-qualified plan which was closed to new contributions on April 1, 2010. The second plan is the Pinnacle Foods Supplemental Savings Plan which was approved by the Compensation Committee of the Board of Directors on September 11, 2012 to become effective in 2013 and was adopted for the purpose of allowing certain employees the opportunity to receive the same 3% match on total compensation (base salary plus bonus). The third plan is the Boulder Brands Deferred Compensation Plan, which had three participants at the time of the Boulder Brands acquisition. The Board of Directors approved the termination of this plan effective August 16, 2016. All of the assets were liquidated and paid to the remaining participants in January 2017. Multi-employer Plan Pinnacle 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 fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 contributions to the UFCW Plan were $0.6 million , $0.7 million and $0.8 million , respectively. The contributions to this plan are paid monthly based upon the number of employees. They represent less than 5% of the total contributions received by this plan 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, 2017. 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 | 12 Months Ended |
Dec. 31, 2017 | |
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 fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. The Refinancing (discussed in Note 11 to the Consolidated Financial Statements, Debt and Interest Expense) resulted in significant changes to the Company's debt obligations. For the interest rate swaps in place at the time that were scheduled to mature between April 2017 and April 2020, it became probable that the associated original forecasted transactions would not occur. As such, the Company discontinued hedge accounting, accelerated the reclassification of amounts in Accumulated other comprehensive loss ("AOCL") and settled the interest rate swaps with the various counter parties. In the first quarter of 2017, these accelerated amounts resulted in a $20.7 million charge to interest expense ( $13.2 million , net of tax benefits). Subsequent to the Refinancing, the Company entered into new interest rate swap agreements with various financial institutions. As a result, $1.5 billion of debt is hedged in 2017 at a rate of 0.96% , $1.0 billion in 2018 at a rate of 1.48% , and $750 million in 2019 at a rate of 1.81% . In the second quarter of 2017, the Company entered into additional interest rate swap agreements and as a result an additional $250 million of debt is hedged in 2019 at a rate of 1.76% , $500 million in 2020 at 2.04% and $500 million in 2021 at a rate of 2.17% . As of December 31, 2017 , 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 Hedged Fixed Rate Range Index Trade Dates Maturity Dates Interest Rate Swaps 12 $ 1,500,000 0.96% - 2.17% USD-LIBOR-BBA Feb 2017 - May 2017 Jan 2018 - Feb 2022 The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in 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 $3.0 million will be reclassified as a decrease 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 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 December 31, 2017 , 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 Canadian $ contracts 12 $ 36,000 $ 28,015 1.283 - 1.287 Jul 2017 Feb 2018 - Dec 2018 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. During the next twelve months, the Company estimates that an additional $ 0.8 million will be reclassified as an increase to Cost of Products Sold expense. 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, natural gas, 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 December 31, 2017 , the Company had the following derivative instruments that were not designated in qualifying hedging relationships: Commodity Contracts Number of Instruments Notional Price/Index Trade Dates Maturity Dates Fuel Contracts 23 6,772,576 Gallons 1.59 - 1.69 per Gallon Mar 2017 - Dec 2017 Jan 2018 - Nov 2018 Natural Gas Contracts 36 2,849,225 MMBTU's 2.74 - 3.42 per MMBTU Feb 2017 - Nov 2017 Jan 2018 - Dec 2019 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 December 31, 2017 and December 25, 2016 . 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 current assets $ 34 Accrued liabilities $ — Other assets, net 8,160 Other long-term liabilities — Foreign Exchange Contracts Other current assets — Accrued liabilities 750 Total derivatives designated as hedging instruments $ 8,194 $ 750 Derivatives not designated as hedging instruments Commodity Contracts Other current assets $ 2,615 Accrued liabilities $ 238 Other assets, net — Other long-term liabilities 98 Total derivatives not designated as hedging instruments $ 2,615 $ 336 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest Rate Contracts Other current assets $ — Accrued liabilities $ 4,613 Other assets, net — Other long-term liabilities 12,239 Foreign Exchange Contracts Other current assets 86 Accrued liabilities — Total derivatives designated as hedging instruments $ 86 $ 16,852 Derivatives not designated as hedging instruments Commodity Contracts Other current assets $ 545 Accrued liabilities $ 327 Other assets, net 2,288 Other long-term liabilities — Total derivatives not designated as hedging instruments $ 2,833 $ 327 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 December 31, 2017 and December 25, 2016 would be adjusted as detailed in the following table: December 31, 2017 December 25, 2016 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 $ 10,809 (1,086 ) $ 9,723 $ 2,919 (1,770 ) $ 1,149 Total liability derivatives $ 1,086 (1,086 ) $ — $ 17,179 (1,770 ) $ 15,409 The table below presents the effect of the Company’s derivative financial instruments in the Consolidated Statements of Operations and AOCL for the fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 . 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 on Derivative (Ineffective Portion) Interest Rate Contracts $ 5,635 Interest expense $ (19,412 ) (a) Interest expense $ — Foreign Exchange Contracts (1,191 ) Cost of products sold (354 ) Cost of products sold 2 Fiscal year ended December 31, 2017 $ 4,444 $ (19,766 ) $ 2 Interest Rate Contracts $ (6,523 ) Interest expense $ (8,539 ) Interest expense $ — Foreign Exchange Contracts (50 ) Cost of products sold 320 Cost of products sold (8 ) Fiscal year ended December 25, 2016 $ (6,573 ) $ (8,219 ) $ (8 ) Interest Rate Contracts $ (24,482 ) Interest expense $ (3,737 ) Interest expense $ — Foreign Exchange Contracts 2,404 Cost of products sold 3,211 Cost of products sold (16 ) Fiscal year ended December 27, 2015 $ (22,078 ) $ (526 ) $ (16 ) Derivatives Not Designated as Hedging Instruments Recognized in Earnings in: Recognized in Earnings on Derivative Commodity Contracts Cost of products sold $ 849 Fiscal year ended December 31, 2017 $ 849 Commodity Contracts Cost of products sold $ 3,304 Fiscal year ended December 25, 2016 $ 3,304 Commodity Contracts Cost of products sold $ (9,292 ) Fiscal year ended December 27, 2015 $ (9,292 ) (a) Includes $20.7 million of accelerated reclassification out of AOCL, related to the Refinancing. 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 December 31, 2017 , the Company has not posted any collateral related to these agreements. If the Company had breached this provision at December 31, 2017 , 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 December 31, 2017 and December 25, 2016 . December 31, 2017 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding interest) Barclays Interest Rate Contracts $ 2,049 $ 2 $ 160 $ 1,891 Foreign Exchange Contracts (767 ) 17 — (750 ) Bank of America Commodity Contracts 2,252 22 — 2,274 Credit Suisse Interest Rate Contracts 2,065 3 160 1,908 Goldman Sachs Interest Rate Contracts 4,412 144 156 4,400 Total $ 10,012 $ 189 $ 476 $ 9,723 December 25, 2016 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding interest) Barclays Interest Rate Contracts $ (10,091 ) $ 422 $ (536 ) $ (9,133 ) Foreign Exchange Contracts 86 — — 86 Commodity Contracts 569 (2 ) — 567 Bank of America Interest Rate Contracts (7,474 ) 481 — (6,992 ) Commodity Contracts 790 — — 790 Credit Suisse Interest Rate Contracts (1,141 ) 7 (407 ) (727 ) Macquarie Commodity Contracts 1,149 — — 1,149 Total $ (16,113 ) $ 909 $ (943 ) $ (14,260 ) |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
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. Aunt Jemima retail and foodservice frozen breakfast products recall (the "Recall") On May 5, 2017, the Company issued a voluntary recall for certain Aunt Jemima retail and foodservice frozen breakfast products due to potential bacterial contamination. The cost impact of the Recall for the fiscal year ended December 31, 2017 is a charge to gross margin of $ 13.0 million , of which $10.8 million is recorded as a reduction of Net Sales related to customer returns with the remaining $2.2 million relating to freight and disposal costs, charged directly to Cost of products sold. Of these costs, $6.5 million is reported in the Frozen segment, with an additional $6.5 million recorded in the Specialty segment. As of December 31, 2017 , the reserve related to the Recall remaining on the Company's Consolidated Balance Sheets is $0.9 million in Accrued liabilities. The Company has insurance coverage that it expects will cover a portion of the cost of the Recall. Any insurance proceeds will be recorded in the period they are received. Minimum Contractual Payments As of December 31, 2017 , the Company had entered into non-cancellable lease and purchase contracts, with terms in excess of one year, requiring the following minimum payments: Description 2018 2019 2020 2021 2022 Thereafter Operating leases $ 13,382 $ 11,341 $ 10,019 $ 9,344 $ 6,880 $ 9,190 Capital leases 14,514 14,396 13,952 13,607 11,027 28,746 Purchase Commitments (1) 650,663 59,908 55,705 51,582 39,803 224,750 (1) The amounts indicated in this line primarily reflect future contractual payments, including certain take-or-pay arrangements entered into as part of the normal course of business. The amounts do not include obligations related to other contractual purchase obligations that are not take-or-pay arrangements. Such contractual purchase obligations are primarily purchase orders at fair value that are part of normal operations and are reflected in historical operating cash flow trends. Purchase obligations also include trade and consumer promotion and advertising commitments. Rent expense under our operating leases was $24.7 million , $19.8 million and $15.3 million during the fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 , respectively. |
Segments
Segments | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segments | Segments The Company is a leading manufacturer, marketer and distributor of high quality, branded food products in North America. The business is comprised of four segments: Frozen, Grocery, Boulder and Specialty. The Frozen segment is comprised of the retail businesses of the Company’s legacy frozen brands, including vegetables ( Birds Eye ), complete bagged meals ( Birds Eye Voila! and Birds Eye Signature Skillets ), full-calorie single-serve frozen dinners and entrées ( Hungry-Man ), prepared seafood ( Van de Kamp's and Mrs. Paul's ), frozen and refrigerated bagels ( Lender's ) and pizza for one ( Celeste ). The Frozen segment also includes all of the Company’s business in Canada, including those of the Garden Protein International and Boulder Brands acquisitions. The Grocery segment is comprised of the retail businesses of the Company’s grocery brands, including cake/brownie mixes and frostings ( Duncan Hines ), shelf-stable pickles ( Vlasic ), salad dressings ( Wish-Bone , Western and Bernstein’s ), table syrups ( Log Cabin and Mrs. Butterworth's ), refrigerated and shelf-stable spreads ( Smart Balance), canned meat ( Armour, Nalley and Brooks ), pie and pastry fillings ( Duncan Hines, Comstock and Wilderness ) and barbecue sauces ( Open Pit ). The Boulder segment is comprised of the retail businesses of the Company’s health and wellness lifestyle brands, including gluten-free products ( Udi's and Glutino) , natural frozen meal offerings ( EVOL) , plant-based refrigerated and shelf-stable spreads ( Earth Balance ) and plant-based protein frozen products ( gardein ). The Specialty segment includes the Company’s snack products ( Tim's Cascade and Snyder of Berlin ) and all of its U.S. foodservice and private label businesses, including those of the Garden Protein International and Boulder Brands acquisitions. 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, legal functions and acquisition costs. Fiscal year SEGMENT INFORMATION December 31, December 25, December 27, 2015 53 weeks 52 weeks 52 weeks Net sales Frozen $ 1,299,146 $ 1,304,791 $ 1,235,951 Grocery 1,115,439 1,089,270 1,024,269 Boulder 403,447 364,716 41,494 Specialty 325,970 369,161 354,078 Total $ 3,144,002 $ 3,127,938 $ 2,655,792 Earnings (loss) before interest and taxes Frozen $ 154,797 $ 240,919 $ 218,536 Grocery 248,967 229,155 203,146 Boulder 59,874 9,096 (5,498 ) Specialty 10,799 32,263 34,369 Unallocated corporate expenses (25,781 ) (31,788 ) (25,851 ) Total $ 448,656 $ 479,645 $ 424,702 Depreciation and amortization Frozen (1) $ 69,325 $ 42,371 $ 42,162 Grocery 31,383 32,971 30,671 Boulder 15,778 13,230 2,430 Specialty 16,401 17,200 14,397 Total $ 132,887 $ 105,772 $ 89,660 Capital expenditures (2) Frozen $ 46,887 $ 57,555 $ 46,662 Grocery 27,644 28,038 42,289 Boulder 17,930 20,404 8,457 Specialty 13,881 13,067 11,069 Total $ 106,342 $ 119,064 $ 108,477 NET SALES BY PRODUCT TYPE Net sales Frozen $ 1,661,877 $ 1,664,505 $ 1,384,587 Meals and Meal Enhancers 999,742 990,642 859,598 Desserts 340,861 330,876 309,702 Snacks 141,522 141,915 101,905 Total $ 3,144,002 $ 3,127,938 $ 2,655,792 GEOGRAPHIC INFORMATION Net sales United States $ 3,084,630 $ 3,064,800 $ 2,635,141 Canada 155,569 165,761 118,194 United Kingdom — 8,573 — Intercompany (96,197 ) (111,196 ) (97,543 ) Total $ 3,144,002 $ 3,127,938 $ 2,655,792 (1) $22.6 million of depreciation is due to accelerated depreciation resulting from the Exit. (2) Includes new capital leases. SEGMENT INFORMATION December 31, December 25, Total assets Frozen $ 2,417,543 $ 2,430,782 Grocery 2,787,209 2,833,186 Boulder 1,005,209 1,013,059 Specialty 357,040 400,521 Corporate 11,263 10,418 Total $ 6,578,264 $ 6,687,966 GEOGRAPHIC INFORMATION Long-lived assets United States $ 707,670 $ 690,515 Canada 32,043 31,399 United Kingdom — 1,431 Total $ 739,713 $ 723,345 |
(Benefit)_Provision for Income
(Benefit)/Provision for Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
(Benefit)/Provision for Income Taxes | (Benefit)/Provision for Income Taxes The components of the provision for income taxes are as follows: (Benefit)/Provision for income taxes Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 53 weeks 52 weeks 52 weeks Current Federal $ 44,556 $ 71,619 $ 2,191 State 6,461 8,746 6,431 Non-U.S. 1,409 883 (327 ) 52,426 81,248 8,295 Deferred Federal (327,002 ) 36,213 106,975 State 20,847 12,058 7,452 Non-U.S. 730 (89 ) 1,157 (305,425 ) 48,182 115,584 (Benefit)/Provision for income taxes $ (252,999 ) $ 129,430 $ 123,879 Earnings before income taxes United States $ 270,598 $ 346,865 $ 332,020 Non-U.S. 8,624 (6,318 ) 4,367 Total $ 279,222 $ 340,547 $ 336,387 The effective tax rate differs from the federal statutory income tax rate as explained below: Effective Income Tax Rate Federal statutory income tax rate 35.0 % 35.0 % 35.0 % State income taxes (net of federal benefit) 1.8 % 4.0 % 2.7 % Tax effect resulting from international activities (0.3 )% 0.1 % (0.6 )% Domestic production activities deduction (1.5 )% (1.9 )% (0.3 )% Non-deductible expenses 0.1 % 0.7 % 0.3 % Equity based compensation (4.5 )% 0.0 % 0.1 % Uncertain tax positions (0.9 )% 0.0 % 0.0 % Impact of Tax Cuts and Jobs Act (119.9 )% 0.0 % 0.0 % Other (0.4 )% 0.1 % (0.4 )% Effective income tax rate (90.6 )% 38.0 % 36.8 % Deferred Tax Assets and Liabilities December 31, 2017 December 25, 2016 Accrued liabilities $ 6,725 $ 11,537 Inventories 9,066 11,489 Benefits and compensation 15,439 37,049 Hedges — 6,511 Net operating loss carryforwards 53,914 81,515 Federal & state tax credits 1,859 2,386 Postretirement benefits 11,831 20,863 Alternative minimum tax 2,013 1,993 Other 940 2,755 Subtotal 101,787 176,098 Valuation allowance (1,695 ) (3,146 ) Total net deferred tax assets 100,092 172,952 Other intangible assets (632,794 ) (964,547 ) Partnership interests (6,922 ) (10,473 ) Plant assets (79,986 ) (118,223 ) Hedges (1,813 ) — Other (1,796 ) (2,689 ) Total deferred tax liabilities (723,311 ) (1,095,932 ) Net deferred tax liability $ (623,219 ) $ (922,980 ) Amounts recognized in the Consolidated Balance Sheets Long-term net deferred tax assets 614 — Long-term net deferred tax liability (623,833 ) (922,980 ) Net deferred tax liability $ (623,219 ) $ (922,980 ) 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 the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. In the fiscal year ended December 31, 2017, we retrospectively adopted the guidance of ASU 2015-17, “Balance Sheet Classification of Deferred Taxes” (see Note 2 to the Consolidated Financial Statements, Summary of Significant Accounting Policies) and in connection, are presenting all deferred tax asset and liability balances as non-current on our consolidated balance sheet for the fiscal year ended December 31, 2017 and December 25, 2016 in this filing. The effective tax rate was (90.6)% for the fiscal year ended December 31, 2017 compared to 38.0% for the fiscal year ended December 25, 2016. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. Among other provisions, the Act reduced the federal statutory corporate income tax rate from 35% to 21%. We have estimated this rate reduction generated a one-time benefit of 119.9% on our year ended December 31, 2017 provision for income taxes as a result of the revaluation of our deferred tax assets and liabilities at the lower rate. The Company is evaluating the impact of certain foreign income provisions of the Act and we expect the impact of such provisions to not be material. We will treat impact of such provisions, if any, as a period expense beginning in our 2018 fiscal year. Other provisions of the Act did not have a material effect on our year ended December 31, 2017 income tax provision and we do not anticipate such provisions to have a material effect on our financial statements beginning in our 2018 fiscal year. Further, the Company is still analyzing the other provisions of the Act and refining its calculations, which could potentially impact the measurement of its income tax balances. Once the Company finalizes its analysis and certain additional tax calculations and tax positions, which are subject to complex tax rules and interpretation when it files its 2017 U.S. tax return, it will be able to conclude on any further adjustments to be recorded on these provisional amounts. Any such change will be reported as a component of income taxes in the reporting period in which any such adjustments are determined, which will be no later than the fourth quarter of 2018. The effective rate for the fiscal year ended December 31, 2017 also includes benefits of approximately 1.5% related to the domestic production activities deduction and 4.5% from share based payments transactions being recorded as an item of continuing operations in accordance with ASU 2016-09, “Improvements to Employee Share-Based Payments Accounting” effective for our 2017 fiscal year (see Note 2 to the Consolidated Financial Statements, Summary of Significant Accounting Policies). The effective rate for the year ended December 25, 2016 includes benefits of approximately 1.9% related to the domestic production activities deduction. In connection with our acquisition of Boulder Brands, Inc., our effective income tax rate was adversely impacted for the tax effect associated with incurring certain non-deductible acquisition costs and compensation payments of 0.6% , a charge for an increase in our non-current state deferred income tax liability balance of approximately 1.0% , and a charge to record a valuation allowance on our foreign tax credit carryforward of approximately 0.2% . The Company is a loss corporation as defined by Internal Revenue Code Section 382. Section 382 places an annual limitation on our ability to utilize our NOLs and other attributes to reduce future taxable income. As of December 31, 2017, we have federal NOL carryovers of $408.3 million , subject to an annual limitation of $17.1 million . As a result, $237.2 million of the carryovers exceed the estimated available Section 382 limitation. The Company has reduced its deferred tax assets for this limitation. The Company's federal NOLs have expiration periods beginning in 2020 through 2027. The Company also has state NOLs that are limited and vary in amount by jurisdiction. Gross state NOLs are approximately $261.0 million with expiration periods beginning in 2018 through 2037. State tax credits are $2.8 million in total and will expire on or before 2022. The authoritative guidance for accounting for income taxes requires that a valuation allowance is established when it is “more likely than not” that all or a portion of deferred tax assets will not be realized. The Company regularly evaluates its deferred tax assets for future realization. A review of all available positive and negative evidence must be considered, including a company's performance, the market environment in which the company operates, the utilization of past tax credits, length of carryback and carryforward periods, and existing contracts or sales backlog that will result in future profits. Based on a review of both the positive and negative evidence, it was determined that the Company had sufficient positive evidence to outweigh any negative evidence and support that it was more likely that not that substantially all of the deferred tax assets would be realized. The table below lists the changes in the Company’s deferred tax valuation allowance. The valuation allowance increase of $0.2 million is primarily attributable to state credits, the realization of which is not more likely than not. The decrease of $1.9 million is attributable to the write-off of the deferred tax assets of Boulder Brand’s United Kingdom operations, the release of the foreign tax credit valuation allowance due to tax reform and write-off of expiring state NOLs that were subject to a full valuation allowance. Beginning Ending Balance Additions Acquisitions Deductions Balance Fiscal year ended December 31, 2017 $ 3,913 $ 150 $ — $ (1,917 ) $ 2,146 Fiscal year ended December 25, 2016 2,287 1,775 59 (208 ) 3,913 Fiscal year ended December 27, 2015 2,288 623 — (624 ) 2,287 A reconciliation of the beginning and ending amount of gross unrecognized tax positions is as follows: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 53 weeks 52 weeks 52 weeks Gross unrecognized tax positions at beginning of year $ 12,104 $ 8,611 $ 8,242 Increase for tax positions related to prior periods 858 4,225 — Decrease for tax positions related to prior periods (297 ) (444 ) — Increase for tax positions related to the current period 4,080 507 558 Decrease related to settlement with tax authorities (593 ) (89 ) — Reductions due to lapse of applicable statutes of limitations (2,537 ) (706 ) (189 ) Gross unrecognized tax positions at end of year $ 13,615 $ 12,104 $ 8,611 The Company's liability for unrecognized tax positions as of December 31, 2017 was $13.6 million , reflecting a net increase of $1.5 million . Net benefit of $2.5 million was recognized in the provision for income taxes resulting primarily from the expiration of statutes of limitations on certain matters offset by an increase in uncertainties related to current year federal matters. The amount that, if recognized, would impact the effective tax rate as of December 31, 2017 would be $7.8 million . From time to time, various taxing authorities may audit the Company's tax returns. It is reasonably possible that a decrease in the uncertain tax positions of approximately $3.0 to $5.0 million may occur within the next twelve months due to the lapse of certain statutes of limitations or resolution of uncertainties. The Company recorded a net (benefit) expense for interest and penalties associated with uncertain tax positions of $(0.1) million , $0.4 million and $0.1 million , to the provision for income taxes for the fiscal years ended December 31, 2017, December 25, 2016 and December 27, 2015, respectively. The Company's liability includes accrued interest and penalties of $1.0 million and $1.1 million as of December 31, 2017 and December 25, 2016, respectively. The Company files income tax returns with the U.S. federal government and various state and international jurisdictions. With limited exceptions, the Company's calendar year 2000 and subsequent federal and state tax years remain open by statute, principally relating to NOLs. Audit activity for these years is minimal. With limited exception for certain states, federal and state tax years for pre-acquisition periods of Birds Eye Foods Inc. are either closed by statute or by completed tax examinations. Federal and state tax years for pre-acquisition periods, beginning in 2014, for Boulder Brands are open by statute with no current audit activity. As a matter of course, from time to time various taxing authorities may audit the Company's tax returns and the ultimate resolution of such audits could result in adjustments to amounts recognized by the Company. |
Quarterly Results (Unaudited)
Quarterly Results (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results (Unaudited) | Quarterly Results (Unaudited) Summarized quarterly financial data is presented below Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 14 weeks 53 weeks Net sales $ 766,074 $ 744,608 $ 749,814 $ 883,506 $ 3,144,002 Cost of products sold 555,010 580,190 530,523 610,131 2,275,854 Gross profit 211,064 164,418 219,291 273,375 868,148 Net earnings 23,149 18,618 46,581 443,873 532,221 Net earnings per share (1) Basic $ 0.20 $ 0.16 $ 0.39 $ 3.75 $ 4.50 Weighted average shares outstanding-basic (2) 117,624 118,114 118,329 118,497 118,141 Diluted $ 0.19 $ 0.16 $ 0.39 $ 3.71 $ 4.45 Weighted average shares outstanding-diluted (2) 119,332 119,607 119,690 119,580 119,552 Dividends declared $ 0.285 $ 0.285 $ 0.325 $ 0.325 $ 1.22 Market price - high $ 58.96 $ 66.17 $ 62.00 $ 59.79 $ 66.17 Market price - low $ 52.74 $ 57.54 $ 56.99 $ 53.09 $ 52.74 Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 13 weeks 52 weeks Net sales $ 754,255 $ 756,381 $ 758,821 $ 858,481 $ 3,127,938 Cost of products sold 555,688 535,189 530,117 590,870 2,211,864 Gross profit 198,567 221,192 228,704 267,611 916,074 Net earnings 24,837 45,783 52,353 88,144 211,117 Net earnings per share (1) Basic $ 0.21 $ 0.39 $ 0.45 $ 0.75 $ 1.81 Weighted average shares outstanding-basic (2) 116,117 116,657 117,224 117,489 116,872 Diluted $ 0.21 $ 0.39 $ 0.44 $ 0.74 $ 1.79 Weighted average shares outstanding-diluted (2) 117,613 117,766 118,390 118,874 118,161 Dividends declared $ 0.255 $ 0.255 $ 0.285 $ 0.285 $ 1.08 Market price - high $ 46.08 $ 45.37 $ 51.85 $ 53.25 $ 53.25 Market price - low $ 39.89 $ 41.82 $ 43.34 $ 46.62 $ 39.89 (1) The sum of the individual per share amounts may not add due to rounding. (2) Shares presented in thousands. Net earnings during fiscal 2017 and fiscal 2016 were affected by the following charges (credits): Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 14 weeks 53 weeks Net sales Charges resulting from the Recall — (7,015 ) (2,752 ) (1,000 ) (10,767 ) Cost of products sold Charges resulting from the Recall — 1,535 680 — 2,215 Charges resulting from the Exit — 33,006 — (1,050 ) 31,956 Acquisition integration costs (a) 5,016 4,021 1,146 1,009 11,192 Tradename impairments (b) — 27,430 39,100 — 66,530 Benefit for income taxes (c) — — — (334,706 ) (334,706 ) Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 13 weeks 52 weeks Cost of products sold Acquisition integration costs (a) 842 539 1,077 3,108 5,566 Administrative expenses Boulder Brands integration costs 12,814 8,822 3,637 3,183 28,456 Other expense (income), net Boulder Brands UK wind down (d) — — — 4,265 4,265 Boulder Brands acquisition costs (e) 6,781 — — — 6,781 Tradename impairments (b) — — 11,200 — 11,200 (a) The Company recorded integration costs related to the Boulder Brands and Garden Protein acquisitions. (b) The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. (c) Represents removal of the benefit of the decrease in our net deferred income tax liability as a result of the Tax Cuts and Jobs Act of 2017. For more information, see Note 16 , (Benefit)/Provision for Income Taxes. (d) The Company recorded $4.3 million of charges related to wind down of operations and the disposal of associated assets at Boulder Brands private label gluten-free bakery operation which is based in the United Kingdom. This is explained in greater detail in Note 7 , Other Expense (Income), net. (e) Boulder Brands acquisition costs primarily consist of legal, accounting and other professional fees. |
Guarantor and Nonguarantor Stat
Guarantor and Nonguarantor Statements | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Guarantor and Nonguarantor Statements | Guarantor and Nonguarantor Statements The Senior Notes are general senior unsecured obligations of Pinnacle Foods Finance, effectively subordinated in right of payment to all existing and future senior secured indebtedness of Pinnacle Foods Finance and guaranteed on a full, unconditional, joint and several basis by the Company and Pinnacle Foods Finance's 100% owned domestic subsidiaries that guarantee other indebtedness of the Company. The indentures governing the 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 indentures governing the Senior Notes and (4) upon the legal defeasance or covenant defeasance or discharge of the indentures governing the Senior Notes. The following condensed consolidating financial information presents: (1) (a) Condensed consolidating balance sheets as of December 31, 2017 and December 25, 2016 . (b) The related condensed consolidating statements of operations and comprehensive earnings for the Company, Pinnacle Foods Finance, all guarantor subsidiaries and the non-guarantor subsidiaries for the following: i. Fiscal year ended December 31, 2017 ; and ii. Fiscal year ended December 25, 2016 ; and iii. Fiscal year ended December 27, 2015 . (c) The related condensed consolidating statements of cash flows for the Company, Pinnacle Foods Finance, all guarantor subsidiaries and the non-guarantor subsidiaries for the following: i. Fiscal year ended December 31, 2017 ; and ii. Fiscal year ended December 25, 2016 ; and iii. Fiscal year ended December 27, 2015 . (2) Elimination entries necessary to consolidate the Company, Pinnacle Foods Finance with its guarantor subsidiaries and non-guarantor subsidiaries. Investments in subsidiaries are accounted for by the parent using the equity method of accounting. The guarantor subsidiaries and non-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 December 31, 2017 Pinnacle Foods Inc. Pinnacle Guarantor Nonguarantor Eliminations Consolidated Current assets: Cash and cash equivalents $ — $ — $ 241,772 $ 8,056 $ — $ 249,828 Accounts receivable, net — — 272,401 9,221 — 281,622 Intercompany accounts receivable 102,335 — 1,001,329 — (1,103,664 ) — Inventories, net — — 469,813 19,993 — 489,806 Other current assets — 2,649 8,124 288 — 11,061 Total current assets 102,335 2,649 1,993,439 37,558 (1,103,664 ) 1,032,317 Plant assets, net — — 707,670 32,043 — 739,713 Investment in subsidiaries 2,317,445 3,180,932 43,056 — (5,541,433 ) — Intercompany note receivable — 2,907,799 45,226 9,800 (2,962,825 ) — Tradenames — — 2,458,681 4,693 — 2,463,374 Other assets, net — 8,802 145,489 10,608 — 164,899 Deferred tax assets — 233,391 — — (233,391 ) — Goodwill — — 2,115,731 62,230 — 2,177,961 Total assets $ 2,419,780 $ 6,333,573 $ 7,509,292 $ 156,932 $ (9,841,313 ) $ 6,578,264 Current liabilities: Short-term borrowings $ — $ — $ 2,739 $ — $ — $ 2,739 Current portion of long-term obligations — 22,620 11,311 3 — 33,934 Accounts payable — — 315,142 7,920 — 323,062 Intercompany accounts payable — 1,078,535 — 25,129 (1,103,664 ) — Accrued trade marketing expense — — 36,484 2,491 — 38,975 Accrued liabilities 178 19,913 95,010 7,030 — 122,131 Dividends payable 40,470 — — — — 40,470 Total current liabilities 40,648 1,121,068 460,686 42,573 (1,103,664 ) 561,311 Long-term debt — 2,894,962 30,594 38 — 2,925,594 Intercompany note payable — — 2,896,811 66,014 (2,962,825 ) — Pension and other postretirement benefits — — 53,251 — — 53,251 Other long-term liabilities — 98 32,971 968 — 34,037 Deferred tax liabilities — — 854,047 3,177 (233,391 ) 623,833 Total liabilities 40,648 4,016,128 4,328,360 112,770 (4,299,880 ) 4,198,026 Commitments and contingencies (Note 14) Shareholder’s equity: Pinnacle Common Stock $ 1,200 $ — $ — $ — $ — $ 1,200 Additional paid-in-capital 1,453,054 1,454,253 1,376,175 32,771 (2,863,199 ) 1,453,054 Retained earnings 987,238 893,441 1,834,555 10,756 (2,738,752 ) 987,238 Accumulated other comprehensive (loss)/gain (30,250 ) (30,249 ) (29,798 ) (471 ) 60,518 (30,250 ) Capital stock in treasury (32,110 ) — — — — (32,110 ) Total Pinnacle Foods Inc. and Subsidiaries stockholders' equity 2,379,132 2,317,445 3,180,932 43,056 (5,541,433 ) 2,379,132 Non-controlling interest — — — 1,106 — 1,106 Total Equity 2,379,132 2,317,445 3,180,932 44,162 (5,541,433 ) 2,380,238 Total liabilities and shareholders' equity $ 2,419,780 $ 6,333,573 $ 7,509,292 $ 156,932 $ (9,841,313 ) $ 6,578,264 Pinnacle Foods Inc. Condensed Consolidating Balance Sheet December 25, 2016 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Current assets: Cash and cash equivalents $ — $ — $ 341,238 $ 11,838 $ — $ 353,076 Accounts receivable, net — — 281,189 8,393 — 289,582 Intercompany accounts receivable 96,923 — 804,203 — (901,126 ) — Inventories, net — — 429,009 16,482 — 445,491 Other current assets — 631 8,402 1,654 — 10,687 Total current assets 96,923 631 1,864,041 38,367 (901,126 ) 1,098,836 Plant assets, net — — 690,515 32,830 — 723,345 Investment in subsidiaries 1,886,496 2,589,850 30,600 — (4,506,946 ) — Intercompany note receivable — 2,984,974 44,928 9,800 (3,039,702 ) — Tradenames — — 2,525,200 4,358 — 2,529,558 Other assets, net — 2,963 158,934 11,174 — 173,071 Deferred tax assets — 335,178 — — (335,178 ) — Goodwill — — 2,104,648 58,508 — 2,163,156 Total assets $ 1,983,419 $ 5,913,596 $ 7,418,866 $ 155,037 $ (8,782,952 ) $ 6,687,966 Current liabilities: Short-term borrowings $ — $ — $ 2,389 $ — $ — $ 2,389 Current portion of long-term obligations — 10,750 13,028 23 — 23,801 Accounts payable — — 283,999 8,479 — 292,478 Intercompany accounts payable — 863,358 — 37,766 (901,124 ) — Accrued trade marketing expense — — 48,850 2,204 — 51,054 Accrued liabilities 178 28,557 133,316 4,690 — 166,741 Dividends payable 35,233 — — — — 35,233 Total current liabilities 35,411 902,665 481,582 53,162 (901,124 ) 571,696 Long-term debt — 3,112,196 28,024 276 — 3,140,496 Intercompany note payable — — 2,975,471 64,233 (3,039,704 ) — Pension and other postretirement benefits — — 56,323 — — 56,323 Other long-term liabilities — 12,239 31,994 3,296 — 47,529 Deferred tax liabilities — — 1,255,622 2,536 (335,178 ) 922,980 Total liabilities 35,411 4,027,100 4,829,016 123,503 (4,276,006 ) 4,739,024 Commitments and contingencies (Note 14) Shareholder’s equity: Pinnacle Common Stock $ 1,191 $ — $ — $ — $ — $ 1,191 Additional paid-in-capital 1,429,447 1,430,639 1,352,568 32,770 (2,815,977 ) 1,429,447 Retained earnings 601,049 507,426 1,272,939 3,936 (1,784,301 ) 601,049 Accumulated other comprehensive (loss)/gain (51,569 ) (51,569 ) (35,657 ) (6,106 ) 93,332 (51,569 ) Capital stock in treasury, at cost (32,110 ) — — — — (32,110 ) Total Pinnacle Foods Inc. and Subs stockholders equity 1,948,008 1,886,496 2,589,850 30,600 (4,506,946 ) 1,948,008 Non-controlling interest — — — 934 — 934 Total Equity 1,948,008 1,886,496 2,589,850 31,534 (4,506,946 ) 1,948,942 Total liabilities and shareholders' equity $ 1,983,419 $ 5,913,596 $ 7,418,866 $ 155,037 $ (8,782,952 ) $ 6,687,966 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) For the fiscal year ended December 31, 2017 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 3,084,630 $ 155,569 $ (96,197 ) $ 3,144,002 Cost of products sold — — 2,239,102 131,826 (95,074 ) 2,275,854 Gross profit — — 845,528 23,743 (1,123 ) 868,148 Operating expenses Marketing and selling expenses — — 189,345 3,774 — 193,119 Administrative expenses — — 123,788 7,096 — 130,884 Research and development expenses — — 15,207 863 — 16,070 Tradename impairment charges — — 66,530 — — 66,530 Intercompany royalties — — (695 ) 695 — — Intercompany management fees — — — 1,123 (1,123 ) — Other (income) expense, net — (1,484 ) 14,271 102 — 12,889 Equity in (earnings) of investees (532,049 ) (707,649 ) (6,884 ) — 1,246,582 — Total operating (income) expenses (532,049 ) (709,133 ) 401,562 13,653 1,245,459 419,492 Earnings before interest and taxes 532,049 709,133 443,966 10,090 (1,246,582 ) 448,656 Intercompany interest (income) expense — (81,749 ) 80,873 876 — — Interest expense — 166,518 3,029 40 — 169,587 Interest income — — 132 21 — 153 Earnings before income taxes 532,049 624,364 360,196 9,195 (1,246,582 ) 279,222 Provision (benefit) for income taxes — 92,315 (347,453 ) 2,139 — (252,999 ) Net earnings 532,049 532,049 707,649 7,056 (1,246,582 ) 532,221 Less: Net earnings attributable to non-controlling interest — — — 172 — 172 Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders $ 532,049 $ 532,049 $ 707,649 $ 6,884 $ (1,246,582 ) $ 532,049 Total comprehensive earnings 553,368 553,368 713,502 12,520 (1,279,218 ) 553,540 Less: Comprehensive loss attributable to non-controlling interest — — — 172 — 172 Comprehensive earnings attributable to Pinnacle Foods, Inc. and Subsidiaries $ 553,368 $ 553,368 $ 713,502 $ 12,348 $ (1,279,218 ) $ 553,368 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) For the fiscal year ended December 25, 2016 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 3,064,800 $ 174,334 $ (111,196 ) $ 3,127,938 Cost of products sold — — 2,161,918 157,859 (107,913 ) 2,211,864 Gross profit — — 902,882 16,475 (3,283 ) 916,074 Operating expenses Marketing and selling expenses — — 213,171 5,089 — 218,260 Administrative expenses — — 153,835 9,221 — 163,056 Research and development expenses — — 17,384 729 — 18,113 Tradename impairment charges — — 11,200 11,200 Intercompany royalties — — (562 ) 562 — — Intercompany management fees — — — 2,286 (2,286 ) — Intercompany technical service fees — — — 997 (997 ) — Other expense (income), net — (486 ) 21,265 5,021 — 25,800 Equity in (earnings) loss of investees (211,117 ) (231,305 ) 10,275 — 432,147 — Total operating expenses (211,117 ) (231,791 ) 426,568 23,905 428,864 436,429 Earnings before interest and taxes 211,117 231,791 476,314 (7,430 ) (432,147 ) 479,645 Intercompany interest (income) expense — (105,328 ) 103,268 2,060 — — Interest expense — 137,227 1,973 43 — 139,243 Interest income — — 93 52 — 145 Earnings before income taxes 211,117 199,892 371,166 (9,481 ) (432,147 ) 340,547 Provision (benefit) for income taxes — (11,225 ) 139,861 794 — 129,430 Net earnings (loss) 211,117 211,117 231,305 (10,275 ) (432,147 ) 211,117 Less: Net earnings attributable to non-controlling interest — — — — — — Net earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders $ 211,117 $ 211,117 $ 231,305 $ (10,275 ) $ (432,147 ) $ 211,117 Total comprehensive earnings (loss) 218,936 218,936 237,851 (8,127 ) (448,660 ) 218,936 Less: Comprehensive loss attributable to non-controlling interest — — — — — — Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries $ 218,936 $ 218,936 $ 237,851 $ (8,127 ) $ (448,660 ) $ 218,936 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) For the fiscal year ended December 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 2,635,141 $ 118,194 $ (97,543 ) $ 2,655,792 Cost of products sold — — 1,915,267 96,545 (96,526 ) 1,915,286 Gross profit — — 719,874 21,649 (1,017 ) 740,506 Operating expenses Marketing and selling expenses — — 168,239 8,463 — 176,702 Administrative expenses — — 100,556 6,448 — 107,004 Research and development expenses — — 12,492 500 — 12,992 Intercompany royalties — — — 20 (20 ) — Intercompany technical service fees — — — 997 (997 ) — Termination fee received, net of costs, associated with the Hillshire merger agreement — — — — — Other expense (income), net — 3,663 15,338 105 — 19,106 Equity in (earnings) loss of investees (212,508 ) (226,847 ) (3,235 ) — 442,590 — Total operating expenses (212,508 ) (223,184 ) 293,390 16,533 441,573 315,804 Earnings (loss) before interest and taxes 212,508 223,184 426,484 5,116 (442,590 ) 424,702 Intercompany interest (income) expense — (68,701 ) 67,657 1,044 — — Interest expense — 86,745 1,727 41 — 88,513 Interest income — — 163 35 — 198 Earnings (loss) before income taxes 212,508 205,140 357,263 4,066 (442,590 ) 336,387 Provision (benefit) for income taxes — (7,368 ) 130,416 831 — 123,879 Net earnings 212,508 212,508 226,847 3,235 (442,590 ) 212,508 Less: Net earnings attributable to non-controlling interest — — — — — — Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders $ 212,508 $ 212,508 $ 226,847 $ 3,235 $ (442,590 ) $ 212,508 Total comprehensive earnings (loss) 190,854 190,854 217,931 (1,747 ) (407,038 ) 190,854 Less: Comprehensive loss attributable to non-controlling interest — — — — — — Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries $ 190,854 $ 190,854 $ 217,931 $ (1,747 ) $ (407,038 ) $ 190,854 Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the fiscal year ended December 31, 2017 Pinnacle Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Cash flows from operating activities Net cash (used in) provided by operating activities $ — $ (150,227 ) $ 551,034 $ 15,146 $ — $ 415,953 Cash flows from investing activities Intercompany accounts receivable/payable — 272,882 18,111 — (290,993 ) — Intercompany loans — 129,106 — — (129,106 ) — Payments for business acquisition — — (37,487 ) — — (37,487 ) Investment in subsidiary 135,879 122,425 — — (258,304 ) — Capital expenditures — — (91,286 ) (2,940 ) — (94,226 ) Sale of plant assets — — 517 1,430 — 1,947 Net cash provided by (used in) investing activities 135,879 524,413 (110,145 ) (1,510 ) (678,403 ) (129,766 ) Cash flows from financing activities Proceeds from issuance of common stock 15,097 — — — — 15,097 Taxes paid related to net share settlement of equity awards (10,238 ) — — — — (10,238 ) Dividends paid (140,738 ) — — — — (140,738 ) Proceeds from bank term loans — 2,262,000 — — — 2,262,000 Repayments of long-term obligations — (2,487,370 ) (4,159 ) — — (2,491,529 ) Repayments of short-term borrowing — — (4,785 ) — — (4,785 ) Intercompany accounts receivable/payable — — (272,882 ) (18,111 ) 290,993 — Return of capital — (135,879 ) (122,425 ) — 258,304 — Intercompany loans — — (129,106 ) — 129,106 — Repayment of capital lease obligations — — (6,998 ) (126 ) — (7,124 ) Debt acquisition costs — (12,937 ) — — — (12,937 ) Net cash (used in) provided by financing activities (135,879 ) (374,186 ) (540,355 ) (18,237 ) 678,403 (390,254 ) Effect of exchange rate changes on cash — — — 819 — 819 Net change in cash and cash equivalents — — (99,466 ) (3,782 ) — (103,248 ) Cash and cash equivalents - beginning of period — — 341,238 11,838 — 353,076 Cash and cash equivalents - end of period $ — $ — $ 241,772 $ 8,056 $ — $ 249,828 Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the fiscal year ended December 25, 2016 Pinnacle 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 $ — $ (714 ) $ 474,237 $ 13,981 $ — $ 487,504 Cash flows from investing activities Intercompany accounts receivable/payable — 24,977 541 — (25,518 ) — Repayments of intercompany loans — (880,122 ) — 880,122 — Payments for business acquisition — — (985,365 ) — — (985,365 ) Investment in subsidiary 85,924 76,472 — — (162,396 ) — Capital expenditures — — (96,404 ) (4,646 ) — (101,050 ) Net cash (used in) provided by investing activities 85,924 (778,673 ) (1,081,228 ) (4,646 ) 692,208 (1,086,415 ) Cash flows from financing activities Proceeds from issuance of common stock 26,436 — — — — 26,436 Excess tax benefits on stock-based compensation 11,577 — — — — 11,577 Taxes paid related to net share settlement of equity awards (1,087 ) — — — — (1,087 ) Dividends paid (122,850 ) — — — — (122,850 ) Proceeds from notes offering — 350,000 — — — 350,000 Proceeds from bank term loans — 547,250 — — — 547,250 Repayments of long-term obligations — (9,375 ) (4,366 ) — — (13,741 ) Proceeds from short-term borrowing — — 4,452 — — 4,452 Repayments of short-term borrowing — — (4,259 ) — — (4,259 ) Intercompany accounts receivable/payable — — (24,977 ) (541 ) 25,518 — Return of capital — (85,924 ) (76,472 ) — 162,396 — Intercompany loans — — 880,122 — (880,122 ) — Repayment of capital lease obligations — — (3,940 ) (10 ) — (3,950 ) Debt acquisition costs — (22,564 ) — — — (22,564 ) Net cash (used in) provided by financing activities (85,924 ) 779,387 770,560 (551 ) (692,208 ) 771,264 Effect of exchange rate changes on cash — — — 174 — 174 Net change in cash and cash equivalents — — 163,569 8,958 — 172,527 Cash and cash equivalents - beginning of period — — 177,669 2,880 — 180,549 Cash and cash equivalents - end of period $ — $ — $ 341,238 $ 11,838 $ — $ 353,076 Pinnacle Foods Inc. Pinnacle 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 $ — $ (12,155 ) $ 394,876 $ (9,810 ) $ — $ 372,911 Cash flows from investing activities Intercompany accounts receivable/payable — 128,891 (14,400 ) — (114,491 ) — Repayments of intercompany loans — — (801 ) 801 — Payments for business acquisition — — 1,102 — — 1,102 Investment in subsidiary 111,486 — — — (111,486 ) — Capital expenditures — — (101,353 ) (7,124 ) — (108,477 ) Sale of plant assets held for sale — — 1,618 — — 1,618 Net cash (used in) provided by investing activities 111,486 128,891 (113,834 ) (7,124 ) (225,176 ) (105,757 ) Cash flows from financing activities Proceeds from issuance of common stock 1,231 — — — — 1,231 Excess tax benefits on stock-based compensation 1,442 — — — — 1,442 Taxes paid related to net share settlement of equity awards (2,401 ) — — — — (2,401 ) Dividends paid (111,758 ) — — — — (111,758 ) Repayments of long-term obligations — (5,250 ) (3,620 ) — — (8,870 ) Proceeds from short-term borrowing — — 4,261 — — 4,261 Repayments of short-term borrowing — — (4,480 ) — — (4,480 ) Borrowings under revolving credit facility — — — — — — Repayments of revolving credit facility — — — — — — Intercompany accounts receivable/payable — — (128,891 ) 14,400 114,491 — Return of Capital — (111,486 ) — — 111,486 — Repayments of intercompany loans — — — 801 (801 ) — Repayment of capital lease obligations — — (3,585 ) — — (3,585 ) Purchase of stock for treasury — — — — — Debt acquisition costs — — — — — — Net cash (used in) provided by financing activities (111,486 ) (116,736 ) (136,315 ) 15,201 225,176 (124,160 ) Effect of exchange rate changes on cash — — — (922 ) — (922 ) Net change in cash and cash equivalents — — 144,727 (2,655 ) — 142,072 Cash and cash equivalents - beginning of period — — 32,942 5,535 — 38,477 Cash and cash equivalents - end of period $ — $ — $ 177,669 $ 2,880 $ — $ 180,549 |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Statements | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Schedule I - Condensed Financial Statements | SCHEDULE I - CONDENSED FINANCIAL STATEMENTS (thousands of dollars) STATEMENTS OF OPERATIONS Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 53 weeks 52 weeks 52 weeks Equity in earnings of investees 532,049 211,117 212,508 Earnings before interest and taxes 532,049 211,117 212,508 Provision for income taxes — — — Net earnings $ 532,049 $ 211,117 $ 212,508 Comprehensive earnings $ 553,368 $ 218,936 $ 190,854 BALANCE SHEETS December 31, 2017 December 25, 2016 Current Assets: Due from subsidiaries 102,335 96,923 Total current assets 102,335 96,923 Non current assets: Investment in subsidiaries 2,317,445 1,886,496 Total assets $ 2,419,780 $ 1,983,419 Current liabilities: Accrued liabilities 178 178 Dividends payable 40,470 35,233 Total liabilities $ 40,648 $ 35,411 Commitment and contingencies: Shareholders' equity 2,379,132 1,948,008 Total liabilities and shareholders’s equity $ 2,419,780 $ 1,983,419 STATEMENTS OF CASH FLOWS Fiscal year ended December 31, 2017 December 26, 2016 December 27, 2015 53 weeks 52 weeks 52 weeks Cash flows from operating activities Net earnings $ 532,049 $ 211,117 $ 212,508 Non-cash credits to net earnings Deferred taxes — — — Equity in earnings of investees (532,049 ) (211,117 ) (212,508 ) Net cash provided by operating activities — — — Cash flows from investing activities Reduction in investment in subsidiaries 135,879 85,924 111,486 Net cash provided by investing activities 135,879 85,924 111,486 Cash flows from financing activities Equity contributions 15,097 26,436 1,231 Dividends paid (140,738 ) (122,850 ) (111,758 ) Excess tax benefits on stock-based compensation — 11,577 1,442 Taxes paid related to net share settlement of equity awards (10,238 ) (1,087 ) (2,401 ) Net cash used by financing activities (135,879 ) (85,924 ) (111,486 ) Cash and cash equivalents - beginning of period — — — Cash and cash equivalents - end of period $ — $ — $ — See notes to Consolidated Financial Statements of Pinnacle Foods Inc. PINNACLE FOODS INC. SCHEDULE I - NOTES TO CONDENSED FINANCIAL STATEMENTS NOTE A - BASIS OF PRESENTATION Pinnacle Foods Inc. (the “Company”) is a holding company whose sole asset is 100% ownership of Peak Finance Holdings LLC (“PFH”). PFH is a holding company whose sole asset is 100% ownership of Pinnacle Foods Finance LLC (“PFF”). As specified in PFF’s debt agreements, there are restrictions on the Company’s ability to obtain funds from its subsidiary through dividends, loans or advances. Accordingly, these condensed financial statements have been prepared on a “parent-only” basis. Under a parent-only presentation, the Company’s investments in its consolidated subsidiaries are presented under the equity method of accounting. The Company has no material contingencies, long-term obligations or guarantees, except as described in Note 18 to the Consolidated Financial Statements, Guarantor and Nonguarantor Statements. This parent-only financial statements should be read in conjunction with Pinnacle Foods Inc.’s audited Consolidated Financial Statements included elsewhere herein. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation. The Consolidated Financial Statements include the accounts of Pinnacle and its subsidiaries. The results of companies acquired during the year are included in the Consolidated Financial Statements from the effective date of the acquisition. Intercompany transactions have been eliminated in consolidation. |
Foreign Currency Transaction | Foreign Currency Translation. Foreign-currency-denominated assets and liabilities are translated into U.S. dollars at exchange rates existing at the respective balance sheet dates. Translation adjustments resulting from fluctuations in exchange rates are recorded as a separate component of Accumulated other comprehensive loss within shareholders' equity. The Company translates the results of operations of its foreign subsidiaries at the average exchange rates during the respective periods. Gains and losses resulting from foreign currency transactions are normally included in Cost of products sold on the Consolidated Statements of Operations and include the mark to market and realized gains and losses on our foreign currency swaps as discussed in Note 13 to our Consolidated Financial Statements, Financial Instruments. Additionally, the Company recorded $1.5 million and $ 0.5 million of foreign exchange gains in fiscal years 2017 and 2016, respectively. In fiscal 2015, the Company recorded a $4.7 million foreign exchange loss. These amounts represent foreign exchange gains/losses from intra-entity loans resulting from the Garden Protein acquisition that are anticipated to be settled in the foreseeable future and are recorded in Other expense (income), net on the Consolidated Statements of Operations. |
Fiscal Year | Fiscal Year. The Company's fiscal year ends on the last Sunday in December resulting in a fifty-three-week fiscal year for 2017 and a fifty-two-week fiscal year for 2016 and 2015. |
Cash and Cash Equivalents | Cash and Cash Equivalents. The Company considers investments in all highly liquid instruments with an initial maturity of three months or less to be cash equivalents. Cash equivalents are measured at fair value and are Level 1 assets. |
Inventories | Inventories. Substantially all inventories are valued at the lower of average cost or net realizable value. The type of costs included in inventory are ingredients, containers, packaging, other raw materials, direct manufacturing labor and fully absorbed manufacturing overheads. When necessary, the Company adjusts the carrying value of its inventories to the lower of cost or net realizable value, including any costs to sell or dispose and consideration for obsolescence, excessive inventory levels, product deterioration and other factors in evaluating net realizable value. |
Plant Assets | Plant Assets. Plant assets are stated at historical cost, and depreciation is computed using the straight-line method over the lives of the assets. Buildings and machinery and equipment are depreciated over periods not exceeding 45 years and 15 years, respectively. The weighted average estimated remaining useful lives are approximately 15 years for buildings and 8 years for machinery and equipment. When assets are retired, sold, or otherwise disposed of, their gross carrying value and related accumulated depreciation are removed from the accounts and included in determining gain or loss on such disposals. Costs of assets acquired in a business combination are based on the estimated fair value at the date of acquisition. |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-lived Intangible Assets. The Company evaluates the carrying amount of goodwill and indefinite-lived tradenames for impairment on at least an annual basis in the third quarter and when events occur or circumstances change suggesting that an impairment might exist. The Company performs goodwill impairment testing for each business which constitutes a component of the Company's operating segments, known as reporting units. The Company performs quantitative testing by calculating the fair value of each reporting unit. The Company compares the fair value of these reporting units with their carrying values inclusive of goodwill. If the carrying amount of the reporting unit exceeds its fair value, the Company compares the implied fair value of the reporting unit's goodwill to its carrying amount and any shortfall is charged to earnings. In estimating the implied fair value of the goodwill, the Company estimates the fair value of the reporting unit's tangible and intangible assets (other than goodwill). In estimating the fair value of its reporting units, the Company primarily uses the income approach, which utilizes forecasted discounted cash flows to estimate the fair value for each reporting unit. The income approach utilizes management's business plans and projections as the basis for expected future cash flows for five years plus a terminal year. It requires significant assumptions including projected sales growth rates and operating margins and the weighted average cost of capital. In the most recent impairment tests, the Company forecasted cash flows for five years plus a terminal year and assumed a weighted average cost of capital of 6.75% . These projections assume sales growth rates for the next five years and the terminal year that generally average between 1.0% and 3.0% and operating margins, which increase moderately from historical levels over time as a result of planned capital improvements in the Company's plants and manufacturing efficiency projects. These assumptions are determined based upon management's expectations for each of the individual reporting units. For indefinite-lived tradename intangible assets, the Company determines recoverability by comparing the carrying value to its fair value estimated based on discounted cash flows attributable to the tradename and charges the shortfall, if any, to earnings. In estimating the fair value of trade names, the Company primarily uses the relief from royalty method. The relief from royalty method involves discounted net sales, which require management to make significant assumptions regarding the weighted average cost of capital, sales growth trends and representative royalty rates. Assumptions underlying fair value estimates referred to above are subject to risks and uncertainties. These measurements are considered level 3 under the fair value hierarchy as described in Note 4 to the Consolidated Financial Statements, Fair Value Measurements. |
Valuation of Long-Lived Assets | Valuation of Long-Lived Assets. The carrying value of long-lived assets held and used, other than goodwill and indefinite-lived intangibles are evaluated at the asset group level when events or changes in circumstances indicate the carrying value may not be recoverable. The carrying value of a long-lived asset group is considered impaired when the total projected undiscounted cash flows from such asset group are less than the carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset group. Fair market value is determined primarily using the projected cash flows from the asset group discounted at a rate commensurate with the risk involved. Losses on long-lived asset groups held for sale, other than goodwill, are determined in a similar manner, except that fair market values are reduced for disposal costs. |
Revenue Recognition and Trade Marketing - Product Sales | Revenue Recognition and Trade Marketing. Revenue from product sales is recognized upon shipment to the customers as terms are free on board ("FOB") shipping point, at which point title and risk of loss is transferred and the selling price is fixed or determinable. This completes the revenue-earning process, specifically that an arrangement exists, delivery has occurred, ownership has transferred, the price is fixed and collectability is reasonably assured. A provision for payment discounts and product return allowances, which is estimated based upon the Company's historical performance, management's experience and current economic trends, is recorded as a reduction of sales in the same period that the revenue is recognized. |
Revenue Recognition and Trade Marketing - Trade Promotions | Trade promotions, consisting primarily of customer pricing allowances and merchandising funds, and consumer coupons are offered through various programs to customers and consumers. Sales are recorded net of estimated trade promotion spending, which is recognized as incurred at the time of sale. Certain retailers require the payment of slotting fees in order to obtain space for the Company's products on the retailer's store shelves. The fees are recognized as reductions of revenue on the date a liability to the retailer is created. These amounts are included in the determination of net sales. Accruals for expected payouts under these programs are included as accrued trade marketing expense in the Consolidated Balance Sheet. Coupon redemption costs are also recognized as reductions of net sales when the coupons are issued. Estimates of trade promotion expense and coupon redemption costs are based upon programs offered, timing of those offers, estimated redemption/usage rates from historical performance, management's experience and current economic trends. Trade marketing expense is comprised of amounts paid to retailers for programs designed to promote our products. These costs include standard introductory allowances for new products (slotting fees). They also include the cost of in-store product displays, feature pricing in retailers' advertisements and other temporary price reductions. These programs are offered to our customers both in fixed and variable (rate per case) amounts. The ultimate cost of these programs depends on retailer performance and is the subject of significant management estimates. The Company records as expense the estimated ultimate cost of the program in the period during which the program occurs. In accordance with the authoritative guidance for revenue recognition, these trade marketing expenses are classified in the Consolidated Statements of Operations as a reduction of net sales. Also, in accordance with the guidance, coupon redemption costs are also recognized as reductions of net sales when issued. |
Advertising | Advertising. Advertising costs include the cost of working media (advertising on television, radio or in print), the cost of producing advertising, and the cost of coupon insertion and distribution. Working media and coupon insertion and distribution costs are expensed in the period the advertising is run or the coupons are distributed. The cost of producing advertising is expensed as of the first date the advertisement takes place. |
Shipping and Handling Cost | Shipping and Handling Costs . Costs related to shipping and handling of products shipped to customers are classified as Cost of products sold. |
Pension benefits | Pension benefits. The Company had provided pension benefits to certain employees and retirees. Pension benefits are no longer offered to salaried employees. All pension plans are frozen for future benefits. Determining the cost associated with such benefits is dependent on various actuarial assumptions, including discount rates, expected return on plan assets and mortality rates. Independent actuaries, in accordance with generally accepted accounting principles in the U.S. ("GAAP"), perform the required calculations to determine pension expense. Actual results that differ from the actuarial assumptions are generally accumulated and amortized over future periods. |
Equity Based Compensation expense | Equity Based Compensation expense . Grant-date fair value of performance share units ("PSU's") and performance shares ("PS's") are estimated using a Monte Carlo simulation. Grant-date fair value of stock options are estimated using the Black-Scholes option-pricing model, which includes using the simplified method to estimate the number of periods to exercise date. While we had equity compensation plans in place as a private company, our broader post-IPO equity compensation plans have not been in place for a sufficient amount of time to understand their post vesting behavior. As such, we will continue to use this methodology until such time we have sufficient history to provide a reasonable basis on which to estimate the expected term. Compensation expense is reduced based on estimated forfeitures with adjustments to actual expense recorded at the time of vesting. Forfeitures are estimated based on historical experience. The majority of our equity options have a three -year cliff vesting period. For those awards that have a performance condition, compensation expense is based upon the number of shares expected to vest after assessing the probability that the performance criteria will be met. We recognize compensation cost for awards over the vesting period, adjusted for any changes in our probability assessment. |
Insurance reserves | Insurance reserves . The Company is self-insured under its worker's compensation insurance policy. The Company utilizes a stop loss policy issued by an insurance company to fund claims in excess of $0.4 million . The Company estimates the outstanding retained-insurance liabilities by projecting incurred losses to their ultimate liability and subtracting amounts paid-to-date to obtain the remaining liabilities. The Company bases actuarial estimates of ultimate liability on actual incurred losses, estimates of incurred but not yet reported losses and the projected costs to resolve these losses. |
Income Taxes | Income Taxes. 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 the financial statement and tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company continually reviews its deferred tax assets for recovery. 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. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. Among other provisions, the Act reduces the federal statutory corporate income tax rate from 35% to 21%. The effect of this rate reduction and other pronouncements of the Act on our deferred tax asset and liability and current tax payable balances has been factored into our 2017 income tax provision. |
Financial Instruments | Financial Instruments. The Company uses financial instruments to manage its exposure to movements in interest rates, foreign currencies and certain commodity prices. The use of these financial instruments modifies the exposure of these risks with the intent to reduce the risk or cost to the Company. The Company does not use derivatives for trading purposes and is not a party to leveraged derivatives. The authoritative guidance for derivative and hedge accounting requires that all derivatives be recognized as either assets or liabilities at fair value. Changes in the fair value of derivatives not designated as hedging instruments are recognized in earnings. The cash flows associated with the financial instruments are included in the cash flow from operating activities. |
Deferred financing costs | Deferred financing costs . Deferred financing costs are amortized over the life of the related debt using the effective interest rate method. If debt is prepaid or retired early, the related unamortized deferred financing costs are written off in the period the debt is retired. |
Capitalized Internal Use Software Costs | Capitalized Internal Use Software Costs. The Company capitalizes the cost of internal-use software that has a useful life in excess of one year. These costs consist of payments made to third parties and the salaries of employees working on such software development. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they allow the software to perform a task it previously did not perform. Capitalized internal use software costs are amortized using the straight-line method over their estimated useful lives, generally 2 ½ to 3 years. |
Accumulated other comprehensive loss (AOCL) | Accumulated other comprehensive loss ("AOCL"). Accumulated other comprehensive loss includes loss on financial instruments, foreign currency translation adjustments, net gains or (losses) on pension actuarial assumptions and the related tax provisions or benefits that are currently presented as a component of shareholder's equity. For more information on accumulated other comprehensive loss, please refer to Note 6 to the Consolidated Financial Statements |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-09, "Improvements to Employee Share-Based Payment Accounting". The areas for simplification in this ASU involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The updated guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. The amendments related to the timing of when excess tax benefits are recognized are to be applied using a modified retrospective approach. The amendments related to the presentation of employee taxes paid on the statement of cash flows are to be applied retrospectively. The amendments requiring recognition of excess tax benefits and tax deficiencies in the income statement are to be applied prospectively. The Company has adopted this new guidance in the first quarter of 2017. As a result of this adoption: • We recognized discrete tax benefits of $14.1 million in the income taxes line item of our consolidated income statement for the fiscal year ended December 31, 2017 related to excess tax benefits upon vesting or settlement in that period. • We elected to adopt the cash flow presentation of the excess tax benefits prospectively, commencing with our cash flow statement for the fiscal year ended December 31, 2017 , where these benefits are classified along with other income tax cash flows as an operating activity. • We have elected to continue to estimate the number of stock-based awards expected to vest, rather than electing to account for forfeitures as they occur to determine the amount of compensation cost to be recognized in each period. • At this time, we have not changed our policy on statutory withholding requirements and will continue to allow an employee to withhold at the minimum statutory withholding requirements. Amounts paid by us to taxing authorities when directly withholding shares associated with employees' income tax withholding obligations are classified as a financing activity in our cash flow statement. • We excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of our diluted earnings per share for the fiscal year ended December 31, 2017 . In November 2015, the FASB issued ASU No. 2015-17, "Balance Sheet Classification of Deferred Taxes". The new guidance eliminates the requirement to separate deferred income tax liabilities and assets into current and noncurrent amounts. The amendments require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The updated guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within those annual periods. The Company has adopted this new guidance in the first quarter of 2017 with the changes in presentation applied retrospectively to all periods presented. As of December 25, 2016 the cumulative effect of these changes on the balance sheet were decreases of $51.7 million in Deferred tax assets as well as in Deferred tax liabilities. 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 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. The Company has adopted this new guidance in the first quarter of 2017 without material effect on the consolidated financial statements. Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, guidance based on the principle that revenue is recognized in an amount expected to be collected and to which the entity expects to be entitled in exchange for the transfer of goods or services. In August 2015, the FASB deferred the effective date by one year while providing the option to early adopt the standard on the original effective date. Accordingly, the Company will adopt the standard in the first quarter of fiscal 2018. We analyzed the expected impact that the new guidance will have on our policies, processes, controls, and disclosures. This assessment required, among other things, a review of the contracts we have with our customers. Substantially all of our revenue is earned pursuant to agreements under which we have one performance obligation, which is satisfied at a point-in-time. Based on our analysis, we do not expect that this ASU will have a material effect on the timing or amount of revenue recognition, our results of operations, our financial position or our control environment. Our disclosures will change as appropriate to comply with the new guidance. The guidance allows for both retrospective and modified retrospective methods of adoption. Based on our analysis to date, we will apply the modified retrospective method of adoption. In February 2016, the FASB issued ASU No. 2016-02, “Leases”. The FASB is amending the FASB Accounting Standards Codification ("ASC") and creating Topic 842, Leases, which will supersede Topic 840, Leases. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. Under the new guidance, lessees will be required to recognize the assets and liabilities arising from leases on the balance sheet. The updated guidance will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. In transition to the new guidance, entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company is in the process of evaluating this guidance. In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” which eliminates the requirement to determine the fair value of individual assets and liabilities of a reporting unit to measure goodwill impairment. Under the amendments in the new ASU, goodwill impairment testing will be performed by comparing the fair value of the reporting unit with its carrying amount and recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The new standard is effective for annual and interim goodwill impairment tests in fiscal years beginning after December 15, 2019, and should be applied on a prospective basis. Early adoption is permitted for annual or interim goodwill impairment testing performed after January 1, 2017. The Company is currently evaluating the impact of adopting this guidance. In March 2017, the FASB issued ASU 2017-07, "Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost". ASU 2017-07 requires the service cost component of net periodic benefit cost be presented in the same income statement line item as other employee compensation costs arising from services rendered during the period and other components of the net periodic benefit cost be presented separately from the line item that includes the service cost and outside of any subtotal of operating income. For public entities, the amendments in ASU 2017-07 are effective for interim and annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact of adopting this guidance. In May 2017, the FASB issued ASU 2017-09, "Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting". ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The amendments in the update are effective for all annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoptions is permitted, including adoption in any interim period for which financial statements have not yet been issued. The amendments will be applied prospectively to an award modified on or after the adoption date. The Company is currently evaluating the impact of adopting this guidance. In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities". ASU 2017-12 provides guidance that amends hedge accounting. Under the new guidance, more hedging strategies will be eligible for hedge accounting and the application of hedge accounting is simplified. The new guidance amends presentation and disclosure requirements, and how effectiveness is assessed. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted. The Company plans on early adopting this guidance in the first quarter of 2018. Currently all of the Company's commodity risk derivatives are not designated as hedges and thus do not qualify for hedge accounting. Upon implementation of this guidance, the Company expects a portion of these commodity risk derivatives to qualify for hedge accounting and its disclosures to be updated accordingly. |
Fair Value Measurement | 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 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of assets acquired and liabilities assumed | The following table summarizes the allocation of the total cost of the acquisition to the assets acquired and liabilities assumed: Assets acquired: Cash $ 16,054 Accounts receivable 41,064 Inventories 66,893 Other current assets 12,043 Deferred tax assets 27,955 Property and equipment 59,405 Tradenames 539,600 Distributor relationships 40,600 Customer relationships 11,400 Other assets 12,298 Goodwill 445,954 Fair value of assets acquired 1,273,266 Liabilities assumed: Accounts payable 16,022 Accrued liabilities 41,555 Capital lease obligations 7,486 Long term deferred tax liabilities 201,358 Other long-term liabilities 4,504 Non-controlling interest 922 Total cost of acquisition $ 1,001,419 The following table summarizes the allocation of the total cost of the acquisition to the assets acquired: Assets acquired Land $ 700 Buildings 22,043 Plant assets 4,091 Goodwill 10,653 Total cost of acquisition $ 37,487 |
Pro forma information | Amounts in millions: Year ended December 25, 2016 (unaudited) Year ended December 27, 2015 (unaudited) Net sales $ 3,145.5 $ 3,162.8 Net earnings $ 235.2 $ 167.3 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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 $ 8,194 $ — $ 8,194 $ — $ — $ — $ — $ — Foreign currency derivatives — — — — 86 — 86 — Commodity derivatives 2,615 — 2,615 — 2,833 — 2,833 — Total assets at fair value $ 10,809 $ — $ 10,809 $ — $ 2,919 $ — $ 2,919 $ — Liabilities Interest rate derivatives $ — $ — $ — $ — $ 16,852 $ — $ 16,852 $ — Foreign currency derivatives 750 — 750 — — — — — Commodity derivatives 336 — 336 — 327 — 327 — Total liabilities at fair value $ 1,086 $ — $ 1,086 $ — $ 17,179 $ — $ 17,179 $ — |
Shareholders' Equity, Equity 31
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments and Earnings Per Share [Abstract] | |
Schedule of Equity-based Compensation Expense | The following table summarizes equity based compensation expense which was allocated as follows: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Cost of products sold $ 1,419 $ 1,556 $ 3,647 Marketing and selling expenses 5,348 5,501 3,642 Administrative expenses 11,357 6,417 7,461 Research and development expenses 604 542 372 Pre-Tax Equity Based Compensation Expense 18,728 14,016 15,122 Income Tax Benefit 7,126 5,268 5,638 Net Equity Based Compensation Expense $ 11,602 $ 8,748 $ 9,484 |
Schedule of Option Activity | The following table summarizes the equity option transactions in 2017 : Number of Options Weighted Average Exercise Price Weighted Average Fair Value at Grant Date Weighted Average Remaining Life Aggregate Intrinsic Value (000's) Outstanding, December 25, 2016 2,055,070 $ 31.44 $ 7.39 7.64 $ 44,821 Granted 376,849 57.87 12.46 Exercised (611,483 ) 23.57 6.10 Forfeitures (31,924 ) 55.06 11.82 Outstanding, December 31, 2017 1,788,512 $ 39.28 $ 8.82 7.48 $ 36,112 Exercisable and expected to vest, December 31, 2017 1,493,964 $ 37.56 $ 8.53 7.26 $ 32,897 Exercisable, December 31, 2017 634,210 $ 24.23 $ 6.38 5.66 $ 22,350 |
Schedule of Weighted Average Assumptions | The Company currently uses the Black-Scholes pricing model as its method of valuation for equity option awards. The fair value of the options granted during the fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 was estimated on the date of the grant with the following weighted average assumptions: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Risk-free interest rate 2.15 % 1.53 % 1.57 % Expected time to option exercise 6.50 years 6.50 years 6.50 years Expected volatility 24 % 27 % 27 % Expected dividend yield on Pinnacle Foods Inc. stock 2.0 % 2.4 % 2.3 % |
Summary of Restricted Stock Units | The following table summarizes the 2017 changes in non-vested shares and Restricted Stock Units ("RSU's"). Number of Shares Weighted Average Fair Value at Grant Date Aggregate Intrinsic Value (000's) Outstanding, December 25, 2016 618,485 $ 39.63 $ 32,303 Granted 180,060 58.04 Forfeitures (72,296 ) 47.65 Vested (195,609 ) 31.46 Outstanding, December 31, 2017 530,640 $ 47.80 $ 31,557 Expected to Vest, December 31, 2017 446,012 $ 47.09 $ 26,524 |
Summary of Equity Option Transactions | The following table summarizes the 2017 changes in non-vested Performance Shares ("PS's") and Performance Share Units ("PSU's"). Number of Weighted Average Fair Value at Grant Date Aggregate Intrinsic Value (000's) Outstanding, December 25, 2016 471,349 $ 45.88 $ 24,619 Granted 157,375 67.01 Forfeitures (31,860 ) 56.44 Vested (135,008 ) 37.65 Outstanding, December 31, 2017 461,856 $ 54.76 $ 27,467 Expected to Vest, December 31, 2017 355,929 $ 54.26 $ 21,167 |
Schedule of PSU Valuation Assumptions | The fair value of the PSU's granted during the fiscal years ended December 31, 2017 , December 25, 2016 , and December 27, 2015 were estimated on the date of the grant with the following assumptions: December 31, 2017 December 25, 2016 December 27, 2015 Risk-free interest rate 1.5 % 1.3 % 1.3 % Expected term 2.98 years 2.91 years 3.00 years Expected volatility 19 % 17 % 22 % Expected dividend yield 2.0 % 2.3 % 2.3 % |
Summary of Weighted Average Number of Shares | 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: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Weighted-average common shares 118,140,957 116,871,948 116,031,648 Effect of dilutive securities 1,411,115 1,288,756 1,290,878 Dilutive potential common shares 119,552,072 118,160,704 117,322,526 |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive Income (Loss) | The components of Accumulated Other Comprehensive Loss ("AOCL") consist of the following: Currency translation adjustments Gains (Losses) on cash flow hedges Change in pensions Total Balance at December 27, 2015 $ (6,418 ) $ (9,232 ) $ (43,738 ) $ (59,388 ) Other comprehensive gain (loss) before reclassification 2,429 (4,077 ) 3,728 2,080 Amounts reclassified from accumulated other comprehensive loss — 5,075 664 5,739 Net current period other comprehensive gain 2,429 998 4,392 7,819 Balance at December 25, 2016 $ (3,989 ) $ (8,234 ) $ (39,346 ) $ (51,569 ) Other comprehensive gain (loss) before reclassification 6,084 2,524 (232 ) 8,376 Amounts reclassified from accumulated other comprehensive loss — 12,281 662 12,943 Net current period other comprehensive gain 6,084 14,805 430 21,319 Balance at December 31, 2017 $ 2,095 $ 6,571 $ (38,916 ) $ (30,250 ) |
Summary of Reclassification out of Accumulated Other Comprehensive Income (Loss) | The following table presents amounts reclassified out of AOCL and into Net earnings for the Fiscal year ended December 31, 2017 , December 25, 2016 and December 27, 2015 . Gain/(Loss) Amounts Reclassified from AOCL Fiscal year ended Details about Accumulated Other Comprehensive Earnings Components December 31, 2017 December 25, 2016 December 27, 2015 Reclassified from AOCL to: Gains and losses on financial instrument contracts Interest rate contracts $ (19,412 ) $ (8,539 ) $ (3,737 ) Interest expense Foreign exchange contracts (354 ) 320 3,211 Cost of products sold Total before tax (19,766 ) (8,219 ) (526 ) Tax benefit 7,485 3,144 323 Provision for income taxes Net of tax (12,281 ) (5,075 ) (203 ) Pension actuarial assumption adjustments Amortization of actuarial loss (1,068 ) (1,071 ) (981 ) (a) Cost of products sold Tax (expense) benefit 406 407 373 Provision for income taxes Net of tax (662 ) (664 ) (608 ) Net reclassifications into net earnings $ (12,943 ) $ (5,739 ) $ (811 ) (a) This is included in the computation of net periodic pension cost (see Note 12 to the Consolidated Financial Statements, Pension and Retirement Plans, for additional details). |
Other Expense (Income), net (Ta
Other Expense (Income), net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense (Income), net | Other Expense (Income), net Fiscal year December 31, December 25, December 27, Other expense (income), net consists of: Amortization of intangibles/other assets $ 15,847 $ 16,965 $ 13,554 Boulder Brands acquisition costs (Note 3) — 6,781 1,713 Foreign exchange (gains) losses (1,484 ) (486 ) 4,731 Wind down of the Boulder Brands United Kingdom operations (771 ) 4,265 — Royalty income and other (703 ) (1,725 ) (892 ) Total other expense (income), net $ 12,889 $ 25,800 $ 19,106 |
Balance Sheet Information (Tabl
Balance Sheet Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Information [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable are as follows: December 31, 2017 December 25, 2016 Customers $ 280,086 $ 292,029 Allowances for cash discounts, bad debts and returns (10,036 ) (12,335 ) Subtotal 270,050 279,694 Other receivables 11,572 9,888 Total $ 281,622 $ 289,582 |
Schedule of the Changes in the Allowance for Cash Discounts, Bad Debts and Returns | Following are the changes in the allowance for cash discounts, bad debts, and returns: Beginning Ending Balance Revenue Reductions Deductions Balance Fiscal 2017 $ 12,335 $ 111,862 $ (114,161 ) $ 10,036 Fiscal 2016 7,902 106,103 (101,670 ) 12,335 Fiscal 2015 6,801 98,374 (97,273 ) 7,902 |
Schedule of Inventories | Inventories are as follows: December 31, December 25, Raw materials, containers and supplies $ 78,567 $ 81,660 Work in progress (1) 65,800 55,068 Finished product 345,439 308,763 Total $ 489,806 $ 445,491 (1) Included in work in progress is primarily agricultural inventory. |
Schedule of Plant Assets | Plant assets are as follows: December 31, 2017 December 25, 2016 Land $ 15,648 $ 15,720 Buildings 327,501 272,510 Machinery and equipment 898,728 826,344 Projects in progress (a) 64,038 100,168 Subtotal 1,305,915 1,214,742 Accumulated depreciation (566,202 ) (491,397 ) Total $ 739,713 $ 723,345 Depreciation was $117.0 million, $88.8 million and $76.1 million during the fiscal year ended December 31, 2017 , December 25, 2016 and December 27, 2015 , respectively. As of December 31, 2017 and December 25, 2016 , Plant Assets included assets under capital lease with a book value of $44.6 million and $38.1 million (net of accumulated depreciation of $18.6 million and $14.3 million), respectively. (a) The significant decrease in Projects in process as of December 31, 2017 as compared to December 25, 2016 primarily relates to the Hagerstown, Maryland facility becoming operational in 2017. |
Schedule of Accrued Liabilities | Accrued liabilities are as follows: December 31, December 25, Employee compensation and benefits $ 39,699 $ 65,402 Interest payable 19,254 23,854 Consumer coupons 2,400 5,048 Accrued restructuring charges (see Note 10) 1,414 7,587 Accrued financial instrument contracts (see Note 13) 988 4,940 Accrued broker commissions 6,994 7,982 Accrued income taxes 26,805 29,173 Other 24,577 22,755 Total $ 122,131 $ 166,741 |
Schedule Of Other Long-Term Liabilities | Other long-term liabilities are as follows: December 31, December 25, Employee compensation and benefits $ 14,197 $ 12,630 Long-term rent liability and deferred rent allowances 6,217 6,794 Liability for uncertain tax positions 11,140 9,786 Accrued financial instrument contracts (see Note 13) 98 12,239 Other 2,385 6,080 Total $ 34,037 $ 47,529 |
Goodwill, Tradenames and Other
Goodwill, Tradenames and Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill by Segment | Goodwill by segment is as follows: Frozen Grocery Boulder Specialty Total Balance, December 27, 2015 $ 737,695 $ 746,565 $ 71,301 $ 158,447 $ 1,714,008 Boulder Brands acquisition (Note 3) 9,130 114,407 293,582 28,835 445,954 Foreign currency adjustment 3,194 — — — 3,194 Balance, December 25, 2016 $ 750,019 $ 860,972 $ 364,883 $ 187,282 $ 2,163,156 Beaver Dam acquisition (Note 3) 10,653 — — — 10,653 Foreign currency adjustment 4,152 — — — 4,152 Balance, December 31, 2017 $ 764,824 $ 860,972 $ 364,883 $ 187,282 $ 2,177,961 |
Schedule of Tradenames by Segment | Tradenames by segment are as follows: Frozen Grocery Boulder Specialty Total Balance, December 27, 2015 $ 800,928 $ 1,118,712 $ 45,408 $ 36,000 $ 2,001,048 Boulder Brands acquisition (Note 3) — 142,200 397,400 — 539,600 Foreign currency adjustment 110 — — — 110 Impairments (10,300 ) — — (900 ) (11,200 ) Balance, December 25, 2016 $ 790,738 $ 1,260,912 $ 442,808 $ 35,100 $ 2,529,558 Foreign currency adjustment 346 — — — 346 Impairments (52,740 ) (7,290 ) — (6,500 ) (66,530 ) Balance, December 31, 2017 $ 738,344 $ 1,253,622 $ 442,808 $ 28,600 $ 2,463,374 |
Schedule of Other Assets | December 31, 2017 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net Amortizable intangibles Recipes 10 $ 51,514 $ (46,458 ) $ 5,056 Customer relationships - Distributors 34 176,376 (59,681 ) 116,695 Customer relationships - Food Service 10 11,400 (4,004 ) 7,396 Customer relationships - Private Label 7 1,290 (1,290 ) — Total amortizable intangibles $ 240,580 $ (111,433 ) $ 129,147 Financial instruments (see Note 13) 8,160 — 8,160 Other (1) 32,607 (5,015 ) 27,592 Total other assets, net $ 164,899 Amortizable intangibles by segment Frozen $ 39,229 Grocery 46,888 Boulder 33,057 Specialty 9,973 $ 129,147 December 25, 2016 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net Amortizable intangibles Recipes 10 $ 60,109 $ (53,130 ) $ 6,979 Customer relationships - Distributors 34 182,733 (54,678 ) 128,055 Customer relationships - Private Label 7 1,290 (611 ) 679 License 7 6,175 (6,175 ) — Total amortizable intangibles $ 261,707 $ (116,749 ) $ 144,958 Financial instruments (see Note 12) 2,288 — 2,288 Other (1) 30,646 (4,821 ) 25,825 Total other assets, net $ 173,071 Amortizable intangibles by segment Frozen $ 46,158 Grocery 50,405 Boulder (2) 35,710 Specialty (2) 12,685 $ 144,958 (1) As of December 31, 2017 and December 25, 2016 , Other primarily consists of security deposits and supplemental savings plan investments. (2) The amounts previously reported as amortizable intangible assets as of December 25, 2016 have been revised in the table above to correct the allocation amongst the segments. This resulted in the reclassification of approximately $9.2 million of amortizable intangible assets from the Boulder segment to the Specialty segment as of December 25, 2016 . |
Debt and Interest Expense (Tabl
Debt and Interest Expense (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term and Short-term Debt Instruments | December 31, December 25, Short-term borrowings - Notes payable $ 2,739 $ 2,389 Total short-term borrowings $ 2,739 $ 2,389 Long-term debt - Tranche B Term Loans due 2024 $ 2,239,380 $ — - Tranche G Term Loans due 2020 — 1,409,625 - Tranche H Term Loans due 2020 — 509,250 - Tranche I Term Loans due 2023 — 545,875 - 4.875% Senior Notes due 2021 350,000 350,000 - 5.875% Senior Notes due 2024 350,000 350,000 - 3.0% Note payable to Gilster Mary Lee Corporation 982 5,176 - Unamortized discount on long term debt and deferred financing costs (21,846 ) (41,954 ) - Capital lease obligations 41,012 36,325 2,959,528 3,164,297 Less: current portion of long-term obligations 33,934 23,801 Total long-term debt $ 2,925,594 $ 3,140,496 The following summarizes debt acquisition cost and original issue discount activity during the twelve months ended December 31, 2017 . Gross Carrying Amount Accumulated Amortization Net Balance, December 25, 2016 $ 82,750 $ (40,796 ) $ 41,954 Additions 12,937 — 12,937 Amortization — (4,551 ) (4,551 ) Recognition of deferred costs related to the Refinancing (65,998 ) 37,504 (28,494 ) Balance, December 31, 2017 $ 29,689 $ (7,843 ) $ 21,846 |
Schedule of Interest expense | Interest expense Fiscal year December 31, December 25, December 27, Interest expense, third party $ 116,947 $ 120,550 $ 78,423 Amortization of debt acquisition costs and original issue discount 4,734 9,554 6,353 Non-cash recognition of deferred costs related to refinancing 28,494 600 — Settlement of hedges related to refinancing 20,722 — — Interest rate swap (gains)/losses (1,310 ) 8,539 3,737 Total interest expense $ 169,587 $ 139,243 $ 88,513 |
Schedule of Early Redemption Prices Of Long-term Debt Instruments | Pinnacle Foods Finance LLC may redeem the 4.875% Senior Notes at the redemption prices listed below, if redeemed during the twelve-month period beginning on May 1 st of each of the years indicated below: 4.875% Senior Notes Year Percentage 2018 101.219% 2019 and thereafter 100.000% Pinnacle Foods Finance LLC may redeem the 5.875% Senior Notes at the redemption prices listed below, if redeemed during the twelve-month period beginning on January 15 th of each of the years indicated below: 5.875% Senior Notes Year Percentage 2019 104.406% 2020 102.938% 2021 101.469% 2022 and thereafter 100.000% |
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 December 31, 2017 , is as follows: December 31, 2017 Issue Face Value Fair Value Tranche B Term Loans $ 2,239,380 $ 2,259,534 3.0% Note payable to Gilster Mary Lee Corporation 982 982 4.875% Senior Notes 350,000 353,938 5.875% Senior Notes 350,000 370,125 $ 2,940,362 $ 2,984,579 The estimated fair value of the Company’s long-term debt, including the current portion, as of December 25, 2016 , is as follows: December 25, 2016 Issue Face Value Fair Value Tranche G Term Loans $ 1,409,625 $ 1,423,721 Tranche H Term Loans 509,250 514,343 Tranche I Term Loans 545,875 554,745 3.0% Note payable to Gilster Mary Lee Corporation 5,176 5,176 4.875% Senior Notes 350,000 359,625 5.875% Senior Notes 350,000 369,250 $ 3,169,926 $ 3,226,860 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Charges Accrued | The following table summarizes charges accrued as of December 31, 2017 . These amounts are recorded in our Consolidated Balance Sheet in Accrued Liabilities. Balance Balance Description December 25, 2016 Expense Payments December 31, 2017 Accrued restructuring charges $ 7,587 $ — $ (7,299 ) $ 288 The following table summarizes charges accrued as of December 31, 2017 related to the Exit. These amounts are recorded in our Consolidated Balance Sheet in Accrued Liabilities. Balance Balance Description December 25, 2016 Expense Payments December 31, 2017 Accrued restructuring charges $ — $ 4,324 $ (3,198 ) $ 1,126 |
Pension and Retirement Plans (T
Pension and Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Reconciliation of the changes in benefit obligation | The following table reconciles the changes in our benefit obligation: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 Change in Benefit Obligation Net benefit obligation at beginning of the period $ 245,513 $ 258,284 $ 277,253 Interest cost 7,828 10,404 10,474 Actuarial loss (gain) 16,382 (3,660 ) (12,264 ) Gross benefits paid (18,504 ) (19,515 ) (17,179 ) Net benefit obligation at end of the period 251,219 245,513 258,284 Change in Plan Assets Fair value of plan assets at beginning of the period 190,951 197,022 218,127 Employer contributions 272 272 3,123 Actual return on plan assets 27,029 13,172 (7,049 ) Gross benefits paid (18,504 ) (19,515 ) (17,179 ) Fair value of plan assets at end of the period 199,748 190,951 197,022 Funded status at end of the year $ (51,471 ) $ (54,562 ) $ (61,262 ) Amounts recognized in the Consolidated Balance Sheets Accrued pension benefits $ (51,206 ) $ (54,297 ) $ (60,996 ) Accrued pension benefits (part of accrued liabilities) (265 ) (265 ) (266 ) Net amount recognized at end of the period $ (51,471 ) $ (54,562 ) $ (61,262 ) Amounts recognized in Accumulated Other Comprehensive Loss Net loss $ 49,374 $ 50,171 $ 56,762 Net amount recognized at end of the period $ 49,374 $ 50,171 $ 56,762 Accumulated benefit obligation 251,219 245,513 258,284 Weighted average assumptions Discount rate 3.50 % 3.99 % 4.20 % |
Schedule of the components of net periodic (benefit) cost | The following represents the components of net periodic expense (benefit): Pension Expense (Benefit) Fiscal year December 31, December 25, December 27, Interest cost 7,828 10,404 10,474 Expected return on assets (11,008 ) (11,393 ) (13,233 ) Amortization of actuarial loss 1,157 1,152 1,005 Net periodic (benefit) expense $ (2,023 ) $ 163 $ (1,754 ) Weighted average assumptions: Discount rate 3.99 % 4.20 % 3.85 % Expected return on plan assets 6.00 % 6.00 % 6.25 % |
Schedule of the weighted-average asset allocations and fair value hierarchy | The following table summarizes the Pinnacle Foods Group LLC Pension Plan's investments measured at fair value on a recurring basis: 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. There are no Level 3 assets. Fair Value Fair Value Measurements Using Fair Value Hierarchy Level 1 Level 2 Level 3 Short-term investments: Short-term Investment Fund $ 1,980 $ — $ 1,980 $ — Equity Common/collective trusts: Small/ Mid Capitalization Fund 6,099 — 6,099 — Large Capitalization Equity Fund 22,864 — 22,864 — International Fund 44,076 — 44,076 — Fixed Income Common/collective trusts: Fixed Income Fund 124,729 — 124,729 — Total assets at fair value $ 199,748 $ — $ 199,748 $ — Fair Value Fair Value Measurements Using Fair Value Hierarchy Level 1 Level 2 Level 3 Short-term investments: Short-term Investment Fund $ 1,503 $ — $ 1,503 $ — Equity Common/collective trusts: Small/ Mid Capitalization Fund 5,753 — 5,753 — Large Capitalization Equity Fund 21,802 — 21,802 — International Fund 41,670 — 41,670 — Fixed Income Common/collective trusts: Fixed Income Fund 120,223 — 120,223 — Total assets at fair value $ 190,951 $ — $ 190,951 $ — The following table sets forth the weighted-average asset allocations of the Company's pension plans by asset category: December 31, 2017 December 25, 2016 Asset category Equity securities 37 % 36 % Debt securities 62 % 63 % Cash 1 % 1 % Total 100 % 100 % |
Schedule of expected benefit payments | The following benefit payments are expected to be paid: Year Benefit Payment ($) 2018 15,088 2019 15,024 2020 14,940 2021 14,980 2022 14,983 2023-2026 74,563 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swaps | As of December 31, 2017 , 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 Hedged Fixed Rate Range Index Trade Dates Maturity Dates Interest Rate Swaps 12 $ 1,500,000 0.96% - 2.17% USD-LIBOR-BBA Feb 2017 - May 2017 Jan 2018 - Feb 2022 |
Schedule of Foreign Currency Exchange Contracts | As of December 31, 2017 , 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 Canadian $ contracts 12 $ 36,000 $ 28,015 1.283 - 1.287 Jul 2017 Feb 2018 - Dec 2018 |
Schedule of Derivative Instruments not Designated in Qualifying Hedging Relationships | As of December 31, 2017 , the Company had the following derivative instruments that were not designated in qualifying hedging relationships: Commodity Contracts Number of Instruments Notional Price/Index Trade Dates Maturity Dates Fuel Contracts 23 6,772,576 Gallons 1.59 - 1.69 per Gallon Mar 2017 - Dec 2017 Jan 2018 - Nov 2018 Natural Gas Contracts 36 2,849,225 MMBTU's 2.74 - 3.42 per MMBTU Feb 2017 - Nov 2017 Jan 2018 - Dec 2019 |
Schedule of the Fair Value of Derivative Financial Instruments as Well as Their Consolidated Balance Sheets Classification | The table below presents the fair value of the Company’s derivative financial instruments as well as their classification in the Consolidated Balance Sheets as of December 31, 2017 and December 25, 2016 . 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 current assets $ 34 Accrued liabilities $ — Other assets, net 8,160 Other long-term liabilities — Foreign Exchange Contracts Other current assets — Accrued liabilities 750 Total derivatives designated as hedging instruments $ 8,194 $ 750 Derivatives not designated as hedging instruments Commodity Contracts Other current assets $ 2,615 Accrued liabilities $ 238 Other assets, net — Other long-term liabilities 98 Total derivatives not designated as hedging instruments $ 2,615 $ 336 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest Rate Contracts Other current assets $ — Accrued liabilities $ 4,613 Other assets, net — Other long-term liabilities 12,239 Foreign Exchange Contracts Other current assets 86 Accrued liabilities — Total derivatives designated as hedging instruments $ 86 $ 16,852 Derivatives not designated as hedging instruments Commodity Contracts Other current assets $ 545 Accrued liabilities $ 327 Other assets, net 2,288 Other long-term liabilities — Total derivatives not designated as hedging instruments $ 2,833 $ 327 |
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 December 31, 2017 and December 25, 2016 would be adjusted as detailed in the following table: December 31, 2017 December 25, 2016 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 $ 10,809 (1,086 ) $ 9,723 $ 2,919 (1,770 ) $ 1,149 Total liability derivatives $ 1,086 (1,086 ) $ — $ 17,179 (1,770 ) $ 15,409 |
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 December 31, 2017 and December 25, 2016 would be adjusted as detailed in the following table: December 31, 2017 December 25, 2016 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 $ 10,809 (1,086 ) $ 9,723 $ 2,919 (1,770 ) $ 1,149 Total liability derivatives $ 1,086 (1,086 ) $ — $ 17,179 (1,770 ) $ 15,409 |
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 fiscal years ended December 31, 2017 , December 25, 2016 and December 27, 2015 . 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 on Derivative (Ineffective Portion) Interest Rate Contracts $ 5,635 Interest expense $ (19,412 ) (a) Interest expense $ — Foreign Exchange Contracts (1,191 ) Cost of products sold (354 ) Cost of products sold 2 Fiscal year ended December 31, 2017 $ 4,444 $ (19,766 ) $ 2 Interest Rate Contracts $ (6,523 ) Interest expense $ (8,539 ) Interest expense $ — Foreign Exchange Contracts (50 ) Cost of products sold 320 Cost of products sold (8 ) Fiscal year ended December 25, 2016 $ (6,573 ) $ (8,219 ) $ (8 ) Interest Rate Contracts $ (24,482 ) Interest expense $ (3,737 ) Interest expense $ — Foreign Exchange Contracts 2,404 Cost of products sold 3,211 Cost of products sold (16 ) Fiscal year ended December 27, 2015 $ (22,078 ) $ (526 ) $ (16 ) Derivatives Not Designated as Hedging Instruments Recognized in Earnings in: Recognized in Earnings on Derivative Commodity Contracts Cost of products sold $ 849 Fiscal year ended December 31, 2017 $ 849 Commodity Contracts Cost of products sold $ 3,304 Fiscal year ended December 25, 2016 $ 3,304 Commodity Contracts Cost of products sold $ (9,292 ) Fiscal year ended December 27, 2015 $ (9,292 ) (a) Includes $20.7 million of accelerated reclassification out of AOCL, related to the Refinancing. |
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 December 31, 2017 and December 25, 2016 . December 31, 2017 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding interest) Barclays Interest Rate Contracts $ 2,049 $ 2 $ 160 $ 1,891 Foreign Exchange Contracts (767 ) 17 — (750 ) Bank of America Commodity Contracts 2,252 22 — 2,274 Credit Suisse Interest Rate Contracts 2,065 3 160 1,908 Goldman Sachs Interest Rate Contracts 4,412 144 156 4,400 Total $ 10,012 $ 189 $ 476 $ 9,723 December 25, 2016 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding interest) Barclays Interest Rate Contracts $ (10,091 ) $ 422 $ (536 ) $ (9,133 ) Foreign Exchange Contracts 86 — — 86 Commodity Contracts 569 (2 ) — 567 Bank of America Interest Rate Contracts (7,474 ) 481 — (6,992 ) Commodity Contracts 790 — — 790 Credit Suisse Interest Rate Contracts (1,141 ) 7 (407 ) (727 ) Macquarie Commodity Contracts 1,149 — — 1,149 Total $ (16,113 ) $ 909 $ (943 ) $ (14,260 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Operating Leases, Capital Leases and Purchase Commitments | As of December 31, 2017 , the Company had entered into non-cancellable lease and purchase contracts, with terms in excess of one year, requiring the following minimum payments: Description 2018 2019 2020 2021 2022 Thereafter Operating leases $ 13,382 $ 11,341 $ 10,019 $ 9,344 $ 6,880 $ 9,190 Capital leases 14,514 14,396 13,952 13,607 11,027 28,746 Purchase Commitments (1) 650,663 59,908 55,705 51,582 39,803 224,750 (1) The amounts indicated in this line primarily reflect future contractual payments, including certain take-or-pay arrangements entered into as part of the normal course of business. The amounts do not include obligations related to other contractual purchase obligations that are not take-or-pay arrangements. Such contractual purchase obligations are primarily purchase orders at fair value that are part of normal operations and are reflected in historical operating cash flow trends. Purchase obligations also include trade and consumer promotion and advertising commitments. |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Fiscal year SEGMENT INFORMATION December 31, December 25, December 27, 2015 53 weeks 52 weeks 52 weeks Net sales Frozen $ 1,299,146 $ 1,304,791 $ 1,235,951 Grocery 1,115,439 1,089,270 1,024,269 Boulder 403,447 364,716 41,494 Specialty 325,970 369,161 354,078 Total $ 3,144,002 $ 3,127,938 $ 2,655,792 Earnings (loss) before interest and taxes Frozen $ 154,797 $ 240,919 $ 218,536 Grocery 248,967 229,155 203,146 Boulder 59,874 9,096 (5,498 ) Specialty 10,799 32,263 34,369 Unallocated corporate expenses (25,781 ) (31,788 ) (25,851 ) Total $ 448,656 $ 479,645 $ 424,702 Depreciation and amortization Frozen (1) $ 69,325 $ 42,371 $ 42,162 Grocery 31,383 32,971 30,671 Boulder 15,778 13,230 2,430 Specialty 16,401 17,200 14,397 Total $ 132,887 $ 105,772 $ 89,660 Capital expenditures (2) Frozen $ 46,887 $ 57,555 $ 46,662 Grocery 27,644 28,038 42,289 Boulder 17,930 20,404 8,457 Specialty 13,881 13,067 11,069 Total $ 106,342 $ 119,064 $ 108,477 NET SALES BY PRODUCT TYPE Net sales Frozen $ 1,661,877 $ 1,664,505 $ 1,384,587 Meals and Meal Enhancers 999,742 990,642 859,598 Desserts 340,861 330,876 309,702 Snacks 141,522 141,915 101,905 Total $ 3,144,002 $ 3,127,938 $ 2,655,792 GEOGRAPHIC INFORMATION Net sales United States $ 3,084,630 $ 3,064,800 $ 2,635,141 Canada 155,569 165,761 118,194 United Kingdom — 8,573 — Intercompany (96,197 ) (111,196 ) (97,543 ) Total $ 3,144,002 $ 3,127,938 $ 2,655,792 (1) $22.6 million of depreciation is due to accelerated depreciation resulting from the Exit. (2) Includes new capital leases. |
Reconciliation of Assets from Segment to Consolidated | SEGMENT INFORMATION December 31, December 25, Total assets Frozen $ 2,417,543 $ 2,430,782 Grocery 2,787,209 2,833,186 Boulder 1,005,209 1,013,059 Specialty 357,040 400,521 Corporate 11,263 10,418 Total $ 6,578,264 $ 6,687,966 GEOGRAPHIC INFORMATION Long-lived assets United States $ 707,670 $ 690,515 Canada 32,043 31,399 United Kingdom — 1,431 Total $ 739,713 $ 723,345 |
Long-lived assets by geographic areas | SEGMENT INFORMATION December 31, December 25, Total assets Frozen $ 2,417,543 $ 2,430,782 Grocery 2,787,209 2,833,186 Boulder 1,005,209 1,013,059 Specialty 357,040 400,521 Corporate 11,263 10,418 Total $ 6,578,264 $ 6,687,966 GEOGRAPHIC INFORMATION Long-lived assets United States $ 707,670 $ 690,515 Canada 32,043 31,399 United Kingdom — 1,431 Total $ 739,713 $ 723,345 |
(Benefit)_Provision for Incom42
(Benefit)/Provision for Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of the Provision for Income Taxes | The components of the provision for income taxes are as follows: (Benefit)/Provision for income taxes Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 53 weeks 52 weeks 52 weeks Current Federal $ 44,556 $ 71,619 $ 2,191 State 6,461 8,746 6,431 Non-U.S. 1,409 883 (327 ) 52,426 81,248 8,295 Deferred Federal (327,002 ) 36,213 106,975 State 20,847 12,058 7,452 Non-U.S. 730 (89 ) 1,157 (305,425 ) 48,182 115,584 (Benefit)/Provision for income taxes $ (252,999 ) $ 129,430 $ 123,879 Earnings before income taxes United States $ 270,598 $ 346,865 $ 332,020 Non-U.S. 8,624 (6,318 ) 4,367 Total $ 279,222 $ 340,547 $ 336,387 The effective tax rate differs from the federal statutory income tax rate as explained below: Effective Income Tax Rate Federal statutory income tax rate 35.0 % 35.0 % 35.0 % State income taxes (net of federal benefit) 1.8 % 4.0 % 2.7 % Tax effect resulting from international activities (0.3 )% 0.1 % (0.6 )% Domestic production activities deduction (1.5 )% (1.9 )% (0.3 )% Non-deductible expenses 0.1 % 0.7 % 0.3 % Equity based compensation (4.5 )% 0.0 % 0.1 % Uncertain tax positions (0.9 )% 0.0 % 0.0 % Impact of Tax Cuts and Jobs Act (119.9 )% 0.0 % 0.0 % Other (0.4 )% 0.1 % (0.4 )% Effective income tax rate (90.6 )% 38.0 % 36.8 % |
Schedule of Deferred Tax Assets and Liabilities | Deferred Tax Assets and Liabilities December 31, 2017 December 25, 2016 Accrued liabilities $ 6,725 $ 11,537 Inventories 9,066 11,489 Benefits and compensation 15,439 37,049 Hedges — 6,511 Net operating loss carryforwards 53,914 81,515 Federal & state tax credits 1,859 2,386 Postretirement benefits 11,831 20,863 Alternative minimum tax 2,013 1,993 Other 940 2,755 Subtotal 101,787 176,098 Valuation allowance (1,695 ) (3,146 ) Total net deferred tax assets 100,092 172,952 Other intangible assets (632,794 ) (964,547 ) Partnership interests (6,922 ) (10,473 ) Plant assets (79,986 ) (118,223 ) Hedges (1,813 ) — Other (1,796 ) (2,689 ) Total deferred tax liabilities (723,311 ) (1,095,932 ) Net deferred tax liability $ (623,219 ) $ (922,980 ) Amounts recognized in the Consolidated Balance Sheets Long-term net deferred tax assets 614 — Long-term net deferred tax liability (623,833 ) (922,980 ) Net deferred tax liability $ (623,219 ) $ (922,980 ) |
Summary of Valuation Allowance | The table below lists the changes in the Company’s deferred tax valuation allowance. The valuation allowance increase of $0.2 million is primarily attributable to state credits, the realization of which is not more likely than not. The decrease of $1.9 million is attributable to the write-off of the deferred tax assets of Boulder Brand’s United Kingdom operations, the release of the foreign tax credit valuation allowance due to tax reform and write-off of expiring state NOLs that were subject to a full valuation allowance. Beginning Ending Balance Additions Acquisitions Deductions Balance Fiscal year ended December 31, 2017 $ 3,913 $ 150 $ — $ (1,917 ) $ 2,146 Fiscal year ended December 25, 2016 2,287 1,775 59 (208 ) 3,913 Fiscal year ended December 27, 2015 2,288 623 — (624 ) 2,287 |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of gross unrecognized tax positions is as follows: Fiscal year ended December 31, 2017 December 25, 2016 December 27, 2015 53 weeks 52 weeks 52 weeks Gross unrecognized tax positions at beginning of year $ 12,104 $ 8,611 $ 8,242 Increase for tax positions related to prior periods 858 4,225 — Decrease for tax positions related to prior periods (297 ) (444 ) — Increase for tax positions related to the current period 4,080 507 558 Decrease related to settlement with tax authorities (593 ) (89 ) — Reductions due to lapse of applicable statutes of limitations (2,537 ) (706 ) (189 ) Gross unrecognized tax positions at end of year $ 13,615 $ 12,104 $ 8,611 |
Quarterly Results (Unaudited) (
Quarterly Results (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Summarized quarterly financial data is presented below Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 14 weeks 53 weeks Net sales $ 766,074 $ 744,608 $ 749,814 $ 883,506 $ 3,144,002 Cost of products sold 555,010 580,190 530,523 610,131 2,275,854 Gross profit 211,064 164,418 219,291 273,375 868,148 Net earnings 23,149 18,618 46,581 443,873 532,221 Net earnings per share (1) Basic $ 0.20 $ 0.16 $ 0.39 $ 3.75 $ 4.50 Weighted average shares outstanding-basic (2) 117,624 118,114 118,329 118,497 118,141 Diluted $ 0.19 $ 0.16 $ 0.39 $ 3.71 $ 4.45 Weighted average shares outstanding-diluted (2) 119,332 119,607 119,690 119,580 119,552 Dividends declared $ 0.285 $ 0.285 $ 0.325 $ 0.325 $ 1.22 Market price - high $ 58.96 $ 66.17 $ 62.00 $ 59.79 $ 66.17 Market price - low $ 52.74 $ 57.54 $ 56.99 $ 53.09 $ 52.74 Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 13 weeks 52 weeks Net sales $ 754,255 $ 756,381 $ 758,821 $ 858,481 $ 3,127,938 Cost of products sold 555,688 535,189 530,117 590,870 2,211,864 Gross profit 198,567 221,192 228,704 267,611 916,074 Net earnings 24,837 45,783 52,353 88,144 211,117 Net earnings per share (1) Basic $ 0.21 $ 0.39 $ 0.45 $ 0.75 $ 1.81 Weighted average shares outstanding-basic (2) 116,117 116,657 117,224 117,489 116,872 Diluted $ 0.21 $ 0.39 $ 0.44 $ 0.74 $ 1.79 Weighted average shares outstanding-diluted (2) 117,613 117,766 118,390 118,874 118,161 Dividends declared $ 0.255 $ 0.255 $ 0.285 $ 0.285 $ 1.08 Market price - high $ 46.08 $ 45.37 $ 51.85 $ 53.25 $ 53.25 Market price - low $ 39.89 $ 41.82 $ 43.34 $ 46.62 $ 39.89 (1) The sum of the individual per share amounts may not add due to rounding. (2) Shares presented in thousands. Net earnings during fiscal 2017 and fiscal 2016 were affected by the following charges (credits): Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 14 weeks 53 weeks Net sales Charges resulting from the Recall — (7,015 ) (2,752 ) (1,000 ) (10,767 ) Cost of products sold Charges resulting from the Recall — 1,535 680 — 2,215 Charges resulting from the Exit — 33,006 — (1,050 ) 31,956 Acquisition integration costs (a) 5,016 4,021 1,146 1,009 11,192 Tradename impairments (b) — 27,430 39,100 — 66,530 Benefit for income taxes (c) — — — (334,706 ) (334,706 ) Quarter Ended March June September December Fiscal 13 weeks 13 weeks 13 weeks 13 weeks 52 weeks Cost of products sold Acquisition integration costs (a) 842 539 1,077 3,108 5,566 Administrative expenses Boulder Brands integration costs 12,814 8,822 3,637 3,183 28,456 Other expense (income), net Boulder Brands UK wind down (d) — — — 4,265 4,265 Boulder Brands acquisition costs (e) 6,781 — — — 6,781 Tradename impairments (b) — — 11,200 — 11,200 (a) The Company recorded integration costs related to the Boulder Brands and Garden Protein acquisitions. (b) The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. (c) Represents removal of the benefit of the decrease in our net deferred income tax liability as a result of the Tax Cuts and Jobs Act of 2017. For more information, see Note 16 , (Benefit)/Provision for Income Taxes. (d) The Company recorded $4.3 million of charges related to wind down of operations and the disposal of associated assets at Boulder Brands private label gluten-free bakery operation which is based in the United Kingdom. This is explained in greater detail in Note 7 , Other Expense (Income), net. (e) Boulder Brands acquisition costs primarily consist of legal, accounting and other professional fees. |
Guarantor and Nonguarantor St44
Guarantor and Nonguarantor Statements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Guarantor and Nonguarantor Statements, Balance Sheets | Pinnacle Foods Inc. Condensed Consolidating Balance Sheet December 31, 2017 Pinnacle Foods Inc. Pinnacle Guarantor Nonguarantor Eliminations Consolidated Current assets: Cash and cash equivalents $ — $ — $ 241,772 $ 8,056 $ — $ 249,828 Accounts receivable, net — — 272,401 9,221 — 281,622 Intercompany accounts receivable 102,335 — 1,001,329 — (1,103,664 ) — Inventories, net — — 469,813 19,993 — 489,806 Other current assets — 2,649 8,124 288 — 11,061 Total current assets 102,335 2,649 1,993,439 37,558 (1,103,664 ) 1,032,317 Plant assets, net — — 707,670 32,043 — 739,713 Investment in subsidiaries 2,317,445 3,180,932 43,056 — (5,541,433 ) — Intercompany note receivable — 2,907,799 45,226 9,800 (2,962,825 ) — Tradenames — — 2,458,681 4,693 — 2,463,374 Other assets, net — 8,802 145,489 10,608 — 164,899 Deferred tax assets — 233,391 — — (233,391 ) — Goodwill — — 2,115,731 62,230 — 2,177,961 Total assets $ 2,419,780 $ 6,333,573 $ 7,509,292 $ 156,932 $ (9,841,313 ) $ 6,578,264 Current liabilities: Short-term borrowings $ — $ — $ 2,739 $ — $ — $ 2,739 Current portion of long-term obligations — 22,620 11,311 3 — 33,934 Accounts payable — — 315,142 7,920 — 323,062 Intercompany accounts payable — 1,078,535 — 25,129 (1,103,664 ) — Accrued trade marketing expense — — 36,484 2,491 — 38,975 Accrued liabilities 178 19,913 95,010 7,030 — 122,131 Dividends payable 40,470 — — — — 40,470 Total current liabilities 40,648 1,121,068 460,686 42,573 (1,103,664 ) 561,311 Long-term debt — 2,894,962 30,594 38 — 2,925,594 Intercompany note payable — — 2,896,811 66,014 (2,962,825 ) — Pension and other postretirement benefits — — 53,251 — — 53,251 Other long-term liabilities — 98 32,971 968 — 34,037 Deferred tax liabilities — — 854,047 3,177 (233,391 ) 623,833 Total liabilities 40,648 4,016,128 4,328,360 112,770 (4,299,880 ) 4,198,026 Commitments and contingencies (Note 14) Shareholder’s equity: Pinnacle Common Stock $ 1,200 $ — $ — $ — $ — $ 1,200 Additional paid-in-capital 1,453,054 1,454,253 1,376,175 32,771 (2,863,199 ) 1,453,054 Retained earnings 987,238 893,441 1,834,555 10,756 (2,738,752 ) 987,238 Accumulated other comprehensive (loss)/gain (30,250 ) (30,249 ) (29,798 ) (471 ) 60,518 (30,250 ) Capital stock in treasury (32,110 ) — — — — (32,110 ) Total Pinnacle Foods Inc. and Subsidiaries stockholders' equity 2,379,132 2,317,445 3,180,932 43,056 (5,541,433 ) 2,379,132 Non-controlling interest — — — 1,106 — 1,106 Total Equity 2,379,132 2,317,445 3,180,932 44,162 (5,541,433 ) 2,380,238 Total liabilities and shareholders' equity $ 2,419,780 $ 6,333,573 $ 7,509,292 $ 156,932 $ (9,841,313 ) $ 6,578,264 Pinnacle Foods Inc. Condensed Consolidating Balance Sheet December 25, 2016 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Current assets: Cash and cash equivalents $ — $ — $ 341,238 $ 11,838 $ — $ 353,076 Accounts receivable, net — — 281,189 8,393 — 289,582 Intercompany accounts receivable 96,923 — 804,203 — (901,126 ) — Inventories, net — — 429,009 16,482 — 445,491 Other current assets — 631 8,402 1,654 — 10,687 Total current assets 96,923 631 1,864,041 38,367 (901,126 ) 1,098,836 Plant assets, net — — 690,515 32,830 — 723,345 Investment in subsidiaries 1,886,496 2,589,850 30,600 — (4,506,946 ) — Intercompany note receivable — 2,984,974 44,928 9,800 (3,039,702 ) — Tradenames — — 2,525,200 4,358 — 2,529,558 Other assets, net — 2,963 158,934 11,174 — 173,071 Deferred tax assets — 335,178 — — (335,178 ) — Goodwill — — 2,104,648 58,508 — 2,163,156 Total assets $ 1,983,419 $ 5,913,596 $ 7,418,866 $ 155,037 $ (8,782,952 ) $ 6,687,966 Current liabilities: Short-term borrowings $ — $ — $ 2,389 $ — $ — $ 2,389 Current portion of long-term obligations — 10,750 13,028 23 — 23,801 Accounts payable — — 283,999 8,479 — 292,478 Intercompany accounts payable — 863,358 — 37,766 (901,124 ) — Accrued trade marketing expense — — 48,850 2,204 — 51,054 Accrued liabilities 178 28,557 133,316 4,690 — 166,741 Dividends payable 35,233 — — — — 35,233 Total current liabilities 35,411 902,665 481,582 53,162 (901,124 ) 571,696 Long-term debt — 3,112,196 28,024 276 — 3,140,496 Intercompany note payable — — 2,975,471 64,233 (3,039,704 ) — Pension and other postretirement benefits — — 56,323 — — 56,323 Other long-term liabilities — 12,239 31,994 3,296 — 47,529 Deferred tax liabilities — — 1,255,622 2,536 (335,178 ) 922,980 Total liabilities 35,411 4,027,100 4,829,016 123,503 (4,276,006 ) 4,739,024 Commitments and contingencies (Note 14) Shareholder’s equity: Pinnacle Common Stock $ 1,191 $ — $ — $ — $ — $ 1,191 Additional paid-in-capital 1,429,447 1,430,639 1,352,568 32,770 (2,815,977 ) 1,429,447 Retained earnings 601,049 507,426 1,272,939 3,936 (1,784,301 ) 601,049 Accumulated other comprehensive (loss)/gain (51,569 ) (51,569 ) (35,657 ) (6,106 ) 93,332 (51,569 ) Capital stock in treasury, at cost (32,110 ) — — — — (32,110 ) Total Pinnacle Foods Inc. and Subs stockholders equity 1,948,008 1,886,496 2,589,850 30,600 (4,506,946 ) 1,948,008 Non-controlling interest — — — 934 — 934 Total Equity 1,948,008 1,886,496 2,589,850 31,534 (4,506,946 ) 1,948,942 Total liabilities and shareholders' equity $ 1,983,419 $ 5,913,596 $ 7,418,866 $ 155,037 $ (8,782,952 ) $ 6,687,966 |
Guarantor and NonGuarantor Statements, Statements Of Operations And Comprehensive Income | Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) For the fiscal year ended December 31, 2017 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 3,084,630 $ 155,569 $ (96,197 ) $ 3,144,002 Cost of products sold — — 2,239,102 131,826 (95,074 ) 2,275,854 Gross profit — — 845,528 23,743 (1,123 ) 868,148 Operating expenses Marketing and selling expenses — — 189,345 3,774 — 193,119 Administrative expenses — — 123,788 7,096 — 130,884 Research and development expenses — — 15,207 863 — 16,070 Tradename impairment charges — — 66,530 — — 66,530 Intercompany royalties — — (695 ) 695 — — Intercompany management fees — — — 1,123 (1,123 ) — Other (income) expense, net — (1,484 ) 14,271 102 — 12,889 Equity in (earnings) of investees (532,049 ) (707,649 ) (6,884 ) — 1,246,582 — Total operating (income) expenses (532,049 ) (709,133 ) 401,562 13,653 1,245,459 419,492 Earnings before interest and taxes 532,049 709,133 443,966 10,090 (1,246,582 ) 448,656 Intercompany interest (income) expense — (81,749 ) 80,873 876 — — Interest expense — 166,518 3,029 40 — 169,587 Interest income — — 132 21 — 153 Earnings before income taxes 532,049 624,364 360,196 9,195 (1,246,582 ) 279,222 Provision (benefit) for income taxes — 92,315 (347,453 ) 2,139 — (252,999 ) Net earnings 532,049 532,049 707,649 7,056 (1,246,582 ) 532,221 Less: Net earnings attributable to non-controlling interest — — — 172 — 172 Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders $ 532,049 $ 532,049 $ 707,649 $ 6,884 $ (1,246,582 ) $ 532,049 Total comprehensive earnings 553,368 553,368 713,502 12,520 (1,279,218 ) 553,540 Less: Comprehensive loss attributable to non-controlling interest — — — 172 — 172 Comprehensive earnings attributable to Pinnacle Foods, Inc. and Subsidiaries $ 553,368 $ 553,368 $ 713,502 $ 12,348 $ (1,279,218 ) $ 553,368 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) For the fiscal year ended December 25, 2016 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 3,064,800 $ 174,334 $ (111,196 ) $ 3,127,938 Cost of products sold — — 2,161,918 157,859 (107,913 ) 2,211,864 Gross profit — — 902,882 16,475 (3,283 ) 916,074 Operating expenses Marketing and selling expenses — — 213,171 5,089 — 218,260 Administrative expenses — — 153,835 9,221 — 163,056 Research and development expenses — — 17,384 729 — 18,113 Tradename impairment charges — — 11,200 11,200 Intercompany royalties — — (562 ) 562 — — Intercompany management fees — — — 2,286 (2,286 ) — Intercompany technical service fees — — — 997 (997 ) — Other expense (income), net — (486 ) 21,265 5,021 — 25,800 Equity in (earnings) loss of investees (211,117 ) (231,305 ) 10,275 — 432,147 — Total operating expenses (211,117 ) (231,791 ) 426,568 23,905 428,864 436,429 Earnings before interest and taxes 211,117 231,791 476,314 (7,430 ) (432,147 ) 479,645 Intercompany interest (income) expense — (105,328 ) 103,268 2,060 — — Interest expense — 137,227 1,973 43 — 139,243 Interest income — — 93 52 — 145 Earnings before income taxes 211,117 199,892 371,166 (9,481 ) (432,147 ) 340,547 Provision (benefit) for income taxes — (11,225 ) 139,861 794 — 129,430 Net earnings (loss) 211,117 211,117 231,305 (10,275 ) (432,147 ) 211,117 Less: Net earnings attributable to non-controlling interest — — — — — — Net earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders $ 211,117 $ 211,117 $ 231,305 $ (10,275 ) $ (432,147 ) $ 211,117 Total comprehensive earnings (loss) 218,936 218,936 237,851 (8,127 ) (448,660 ) 218,936 Less: Comprehensive loss attributable to non-controlling interest — — — — — — Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries $ 218,936 $ 218,936 $ 237,851 $ (8,127 ) $ (448,660 ) $ 218,936 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) For the fiscal year ended December 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 2,635,141 $ 118,194 $ (97,543 ) $ 2,655,792 Cost of products sold — — 1,915,267 96,545 (96,526 ) 1,915,286 Gross profit — — 719,874 21,649 (1,017 ) 740,506 Operating expenses Marketing and selling expenses — — 168,239 8,463 — 176,702 Administrative expenses — — 100,556 6,448 — 107,004 Research and development expenses — — 12,492 500 — 12,992 Intercompany royalties — — — 20 (20 ) — Intercompany technical service fees — — — 997 (997 ) — Termination fee received, net of costs, associated with the Hillshire merger agreement — — — — — Other expense (income), net — 3,663 15,338 105 — 19,106 Equity in (earnings) loss of investees (212,508 ) (226,847 ) (3,235 ) — 442,590 — Total operating expenses (212,508 ) (223,184 ) 293,390 16,533 441,573 315,804 Earnings (loss) before interest and taxes 212,508 223,184 426,484 5,116 (442,590 ) 424,702 Intercompany interest (income) expense — (68,701 ) 67,657 1,044 — — Interest expense — 86,745 1,727 41 — 88,513 Interest income — — 163 35 — 198 Earnings (loss) before income taxes 212,508 205,140 357,263 4,066 (442,590 ) 336,387 Provision (benefit) for income taxes — (7,368 ) 130,416 831 — 123,879 Net earnings 212,508 212,508 226,847 3,235 (442,590 ) 212,508 Less: Net earnings attributable to non-controlling interest — — — — — — Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders $ 212,508 $ 212,508 $ 226,847 $ 3,235 $ (442,590 ) $ 212,508 Total comprehensive earnings (loss) 190,854 190,854 217,931 (1,747 ) (407,038 ) 190,854 Less: Comprehensive loss attributable to non-controlling interest — — — — — — Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries $ 190,854 $ 190,854 $ 217,931 $ (1,747 ) $ (407,038 ) $ 190,854 |
Guarantor and Nonguarantor Statements, Statements of Cash Flows | Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the fiscal year ended December 31, 2017 Pinnacle Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Cash flows from operating activities Net cash (used in) provided by operating activities $ — $ (150,227 ) $ 551,034 $ 15,146 $ — $ 415,953 Cash flows from investing activities Intercompany accounts receivable/payable — 272,882 18,111 — (290,993 ) — Intercompany loans — 129,106 — — (129,106 ) — Payments for business acquisition — — (37,487 ) — — (37,487 ) Investment in subsidiary 135,879 122,425 — — (258,304 ) — Capital expenditures — — (91,286 ) (2,940 ) — (94,226 ) Sale of plant assets — — 517 1,430 — 1,947 Net cash provided by (used in) investing activities 135,879 524,413 (110,145 ) (1,510 ) (678,403 ) (129,766 ) Cash flows from financing activities Proceeds from issuance of common stock 15,097 — — — — 15,097 Taxes paid related to net share settlement of equity awards (10,238 ) — — — — (10,238 ) Dividends paid (140,738 ) — — — — (140,738 ) Proceeds from bank term loans — 2,262,000 — — — 2,262,000 Repayments of long-term obligations — (2,487,370 ) (4,159 ) — — (2,491,529 ) Repayments of short-term borrowing — — (4,785 ) — — (4,785 ) Intercompany accounts receivable/payable — — (272,882 ) (18,111 ) 290,993 — Return of capital — (135,879 ) (122,425 ) — 258,304 — Intercompany loans — — (129,106 ) — 129,106 — Repayment of capital lease obligations — — (6,998 ) (126 ) — (7,124 ) Debt acquisition costs — (12,937 ) — — — (12,937 ) Net cash (used in) provided by financing activities (135,879 ) (374,186 ) (540,355 ) (18,237 ) 678,403 (390,254 ) Effect of exchange rate changes on cash — — — 819 — 819 Net change in cash and cash equivalents — — (99,466 ) (3,782 ) — (103,248 ) Cash and cash equivalents - beginning of period — — 341,238 11,838 — 353,076 Cash and cash equivalents - end of period $ — $ — $ 241,772 $ 8,056 $ — $ 249,828 Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the fiscal year ended December 25, 2016 Pinnacle 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 $ — $ (714 ) $ 474,237 $ 13,981 $ — $ 487,504 Cash flows from investing activities Intercompany accounts receivable/payable — 24,977 541 — (25,518 ) — Repayments of intercompany loans — (880,122 ) — 880,122 — Payments for business acquisition — — (985,365 ) — — (985,365 ) Investment in subsidiary 85,924 76,472 — — (162,396 ) — Capital expenditures — — (96,404 ) (4,646 ) — (101,050 ) Net cash (used in) provided by investing activities 85,924 (778,673 ) (1,081,228 ) (4,646 ) 692,208 (1,086,415 ) Cash flows from financing activities Proceeds from issuance of common stock 26,436 — — — — 26,436 Excess tax benefits on stock-based compensation 11,577 — — — — 11,577 Taxes paid related to net share settlement of equity awards (1,087 ) — — — — (1,087 ) Dividends paid (122,850 ) — — — — (122,850 ) Proceeds from notes offering — 350,000 — — — 350,000 Proceeds from bank term loans — 547,250 — — — 547,250 Repayments of long-term obligations — (9,375 ) (4,366 ) — — (13,741 ) Proceeds from short-term borrowing — — 4,452 — — 4,452 Repayments of short-term borrowing — — (4,259 ) — — (4,259 ) Intercompany accounts receivable/payable — — (24,977 ) (541 ) 25,518 — Return of capital — (85,924 ) (76,472 ) — 162,396 — Intercompany loans — — 880,122 — (880,122 ) — Repayment of capital lease obligations — — (3,940 ) (10 ) — (3,950 ) Debt acquisition costs — (22,564 ) — — — (22,564 ) Net cash (used in) provided by financing activities (85,924 ) 779,387 770,560 (551 ) (692,208 ) 771,264 Effect of exchange rate changes on cash — — — 174 — 174 Net change in cash and cash equivalents — — 163,569 8,958 — 172,527 Cash and cash equivalents - beginning of period — — 177,669 2,880 — 180,549 Cash and cash equivalents - end of period $ — $ — $ 341,238 $ 11,838 $ — $ 353,076 Pinnacle Foods Inc. Pinnacle 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 $ — $ (12,155 ) $ 394,876 $ (9,810 ) $ — $ 372,911 Cash flows from investing activities Intercompany accounts receivable/payable — 128,891 (14,400 ) — (114,491 ) — Repayments of intercompany loans — — (801 ) 801 — Payments for business acquisition — — 1,102 — — 1,102 Investment in subsidiary 111,486 — — — (111,486 ) — Capital expenditures — — (101,353 ) (7,124 ) — (108,477 ) Sale of plant assets held for sale — — 1,618 — — 1,618 Net cash (used in) provided by investing activities 111,486 128,891 (113,834 ) (7,124 ) (225,176 ) (105,757 ) Cash flows from financing activities Proceeds from issuance of common stock 1,231 — — — — 1,231 Excess tax benefits on stock-based compensation 1,442 — — — — 1,442 Taxes paid related to net share settlement of equity awards (2,401 ) — — — — (2,401 ) Dividends paid (111,758 ) — — — — (111,758 ) Repayments of long-term obligations — (5,250 ) (3,620 ) — — (8,870 ) Proceeds from short-term borrowing — — 4,261 — — 4,261 Repayments of short-term borrowing — — (4,480 ) — — (4,480 ) Borrowings under revolving credit facility — — — — — — Repayments of revolving credit facility — — — — — — Intercompany accounts receivable/payable — — (128,891 ) 14,400 114,491 — Return of Capital — (111,486 ) — — 111,486 — Repayments of intercompany loans — — — 801 (801 ) — Repayment of capital lease obligations — — (3,585 ) — — (3,585 ) Purchase of stock for treasury — — — — — Debt acquisition costs — — — — — — Net cash (used in) provided by financing activities (111,486 ) (116,736 ) (136,315 ) 15,201 225,176 (124,160 ) Effect of exchange rate changes on cash — — — (922 ) — (922 ) Net change in cash and cash equivalents — — 144,727 (2,655 ) — 142,072 Cash and cash equivalents - beginning of period — — 32,942 5,535 — 38,477 Cash and cash equivalents - end of period $ — $ — $ 177,669 $ 2,880 $ — $ 180,549 |
Summary of Business Activities
Summary of Business Activities - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2017segment | May 08, 2015shares | Apr. 02, 2007 | |
Subsidiary, Sale of Stock [Line Items] | |||
Number of operating segments | segment | 4 | ||
Blackstone | |||
Subsidiary, Sale of Stock [Line Items] | |||
Ownership percentage | 98.00% | ||
Shares outstanding (in shares) | shares | 5,000,000 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Foreign Currency Transaction | |||
Foreign exchange gain (loss) | $ 1,484 | $ 486 | $ (4,731) |
Goodwill and Indefinite-lived Intangible Assets | |||
Basis for expected future cash flows, period | 5 years | ||
Assumed weighted average cost of capital | 6.75% | ||
Sales growth rate projection, period | 5 years | ||
Advertising | |||
Advertising Expense | $ 29,300 | 33,000 | 28,200 |
Share-based Compensation [Abstract] | |||
Vesting period | 3 years | ||
Insurance | |||
Insurance stop loss limit | $ 400 | ||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Amortization | 15,847 | 16,965 | 13,554 |
Capitalized internal use software net book value | 129,147 | 144,958 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |||
Share-based compensation excess tax benefit, amount | $ 14,100 | ||
Minimum | |||
Goodwill and Indefinite-lived Intangible Assets | |||
Projected sale growth rate | 1.00% | ||
Maximum | |||
Goodwill and Indefinite-lived Intangible Assets | |||
Projected sale growth rate | 3.00% | ||
Software and Software Development Costs | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Useful life threshold to capitalize | 1 year | ||
Amortization | $ 11,600 | 10,400 | 9,600 |
Capitalized internal use software net book value | $ 26,800 | 25,100 | |
Software and Software Development Costs | Minimum | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Finite-lived intangible asset useful life | 2 years 6 months | ||
Software and Software Development Costs | Maximum | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Finite-lived intangible asset useful life | 3 years | ||
Buildings | |||
Plant Assets | |||
Plant assets weighted average estimated remaining useful lives | 15 years | ||
Buildings | Maximum | |||
Plant Assets | |||
Plant assets useful life | 45 years | ||
Machinery and equipment | |||
Plant Assets | |||
Plant assets weighted average estimated remaining useful lives | 8 years | ||
Machinery and equipment | Maximum | |||
Plant Assets | |||
Plant assets useful life | 15 years | ||
Garden Protein International, Inc. | |||
Foreign Currency Transaction | |||
Foreign exchange gain (loss) | $ 1,500 | 500 | $ (4,700) |
Restatement adjustment | Accounting Standards Update 2016-09 | |||
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |||
Decrease in current deferred tax liabilities | 51,700 | ||
Decrease in current deferred tax assets, net | $ 51,700 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) | Dec. 15, 2017 | Jan. 15, 2016 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 2,177,961,000 | $ 2,163,156,000 | $ 1,714,008,000 | ||
Acquisition related costs | 0 | 6,781,000 | 1,713,000 | ||
Debt acquisition costs | 12,937,000 | 22,564,000 | 0 | ||
Beaver Dam acquisition | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire business | $ 37,500,000 | ||||
Goodwill | 10,653,000 | $ 10,700,000 | |||
Acquisition related costs | 100,000 | ||||
Goodwill expected tax deductible amount | $ 10,700,000 | ||||
Boulder Brands Inc. | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire business | $ 118.3 | ||||
Goodwill | $ 445,954,000 | 446,000,000 | |||
Acquisition related costs | 6,800,000 | 1,700,000 | |||
Percentage acquired | 100.00% | ||||
Business combination consideration | $ 1,001,400,000 | ||||
Intangible assets and goodwill | 1,037,700,000 | ||||
Tradenames | 539,600,000 | 539,600,000 | |||
Goodwill expected tax deductible amount | 85,500,000 | ||||
Net sales | 469,700,000 | ||||
Pro forma net earnings (loss) | (19,300,000) | ||||
Restructuring charges | 19,200,000 | ||||
Debt acquisition costs | 24,000,000 | $ 400,000 | |||
Acquisition related costs, merger, acquisition and advisory fees | 6,100,000 | ||||
Acquisition related costs, other | 700,000 | ||||
Transaction costs, accounting and other professional fees | $ 1,700,000 | ||||
Boulder Brands Inc. | Fair value adjustment to inventory | |||||
Business Acquisition [Line Items] | |||||
Inventory fair value step-up | $ 10,400,000 | ||||
Boulder Brands Inc. | Distributor relationships | |||||
Business Acquisition [Line Items] | |||||
Useful life | 30 years | ||||
Boulder Brands Inc. | Customer relationships | |||||
Business Acquisition [Line Items] | |||||
Useful life | 10 years | ||||
Notes payable | Boulder Brands Inc. | Tranche I extended term loans Due 2023 | |||||
Business Acquisition [Line Items] | |||||
Face amount | $ 550,000,000 | ||||
Notes payable | Boulder Brands Inc. | 5.875% Senior Notes due 2024 | |||||
Business Acquisition [Line Items] | |||||
Face amount | $ 350,000,000 | ||||
Stated interest rate | 5.875% |
Acquisitions - Summary of Alloc
Acquisitions - Summary of Allocation of Total Cost (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 15, 2017 | Dec. 25, 2016 | Jan. 15, 2016 | Dec. 27, 2015 |
Assets acquired: | |||||
Goodwill | $ 2,177,961 | $ 2,163,156 | $ 1,714,008 | ||
Beaver Dam acquisition | |||||
Assets acquired: | |||||
Land | $ 700 | ||||
Buildings | 22,043 | ||||
Plant assets | 4,091 | ||||
Goodwill | $ 10,700 | 10,653 | |||
Total cost of acquisition | $ 37,487 | ||||
Boulder Brands Inc. | |||||
Assets acquired: | |||||
Goodwill | 446,000 | $ 445,954 | |||
Cash | 16,054 | ||||
Accounts receivable | 41,064 | ||||
Inventories | 66,893 | ||||
Other current assets | 12,043 | ||||
Deferred tax assets | 27,955 | ||||
Property and equipment | 59,405 | ||||
Tradenames | $ 539,600 | 539,600 | |||
Other assets | 12,298 | ||||
Fair value of assets acquired | 1,273,266 | ||||
Liabilities assumed | |||||
Accounts payable and accrued liabilities | 16,022 | ||||
Accrued liabilities | 41,555 | ||||
Capital lease obligations | 7,486 | ||||
Long term deferred tax liability | 201,358 | ||||
Other long-term liabilities | 4,504 | ||||
Non-controlling interest | 922 | ||||
Total cost of acquisition | 1,001,419 | ||||
Distributor relationships | Boulder Brands Inc. | |||||
Assets acquired: | |||||
Intangible assets | 40,600 | ||||
Customer relationships | Boulder Brands Inc. | |||||
Assets acquired: | |||||
Intangible assets | $ 11,400 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - Boulder Brands Inc. - USD ($) $ in Millions | 12 Months Ended | |
Dec. 25, 2016 | Dec. 27, 2015 | |
Business Acquisition [Line Items] | ||
Net sales | $ 3,145.5 | $ 3,162.8 |
Net earnings | $ 235.2 | $ 167.3 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Subject to Recurring Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Assets | ||
Derivative assets | $ 10,809 | $ 2,919 |
Liabilities | ||
Derivative liabilities | 1,086 | 17,179 |
Recurring | Level 1 | ||
Assets | ||
Total assets at fair value | 0 | 0 |
Liabilities | ||
Total liabilities at fair value | 0 | 0 |
Recurring | Level 2 | ||
Assets | ||
Total assets at fair value | 10,809 | 2,919 |
Liabilities | ||
Total liabilities at fair value | 1,086 | 17,179 |
Recurring | Level 3 | ||
Assets | ||
Total assets at fair value | 0 | 0 |
Liabilities | ||
Total liabilities at fair value | 0 | 0 |
Recurring | Interest rate derivatives | Level 1 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring | Interest rate derivatives | Level 2 | ||
Assets | ||
Derivative assets | 8,194 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 16,852 |
Recurring | Interest rate derivatives | Level 3 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring | Foreign currency derivatives | Level 1 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring | Foreign currency derivatives | Level 2 | ||
Assets | ||
Derivative assets | 0 | 86 |
Liabilities | ||
Derivative liabilities | 750 | 0 |
Recurring | Foreign currency derivatives | Level 3 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring | Commodity derivatives | Level 1 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring | Commodity derivatives | Level 2 | ||
Assets | ||
Derivative assets | 2,615 | 2,833 |
Liabilities | ||
Derivative liabilities | 336 | 327 |
Recurring | Commodity derivatives | Level 3 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Fair value | Recurring | ||
Assets | ||
Total assets at fair value | 10,809 | 2,919 |
Liabilities | ||
Total liabilities at fair value | 1,086 | 17,179 |
Fair value | Recurring | Interest rate derivatives | ||
Assets | ||
Derivative assets | 8,194 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 16,852 |
Fair value | Recurring | Foreign currency derivatives | ||
Assets | ||
Derivative assets | 0 | 86 |
Liabilities | ||
Derivative liabilities | 750 | 0 |
Fair value | Recurring | Commodity derivatives | ||
Assets | ||
Derivative assets | 2,615 | 2,833 |
Liabilities | ||
Derivative liabilities | $ 336 | $ 327 |
Shareholders' Equity, Equity 51
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Mar. 27, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected forfeiture rate | 11.00% | ||
Unrecognized equity compensation expense | $ 33.7 | ||
Vesting period | 3 years | ||
Option life | 10 years | ||
2013 Omnibus Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average life | 1 year 3 months 7 days | ||
Number of shares authorized (in shares) | 11,300,000 | ||
Performance shares | 2013 Omnibus Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award performance measurement period | 3 years | ||
Stock options | 2013 Omnibus Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average life | 7 years 5 months 23 days | 7 years 7 months 19 days | |
Shares granted (in shares) | 376,849 | ||
Vesting period | 3 years | ||
Minimum | Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total award percentage of initial grant | 0.00% | ||
Maximum | Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total award percentage of initial grant | 200.00% |
Shareholders' Equity, Equity 52
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share - Schedule of Equity-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Pre-tax equity based compensation expense | $ 18,728 | $ 14,016 | $ 15,122 |
Income tax benefit | 7,126 | 5,268 | 5,638 |
Net equity based compensation expense | 11,602 | 8,748 | 9,484 |
Cost of products sold | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Pre-tax equity based compensation expense | 1,419 | 1,556 | 3,647 |
Marketing and selling expenses | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Pre-tax equity based compensation expense | 5,348 | 5,501 | 3,642 |
Administrative expenses | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Pre-tax equity based compensation expense | 11,357 | 6,417 | 7,461 |
Research and development expense | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Pre-tax equity based compensation expense | $ 604 | $ 542 | $ 372 |
Shareholders' Equity, Equity 53
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share - Summary of Equity Option Transactions (Details) - 2013 Omnibus Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 25, 2016 | |
Weighted Average Fair Value at Grant Date | ||
Weighted Average Remaining Life, Outstanding | 1 year 3 months 7 days | |
Stock options | ||
Number of Options | ||
Outstanding, Beginning balance (in shares) | 2,055,070 | |
Granted (in shares) | 376,849 | |
Exercised (in shares) | (611,483) | |
Forfeitures (in shares) | (31,924) | |
Outstanding, Ending balance (in shares) | 1,788,512 | 2,055,070 |
Expected to Vest (in shares) | 1,493,964 | |
Exercisable (in shares) | 634,210 | |
Weighted Average Exercise Price | ||
Outstanding, Beginning balance (in dollars per share) | $ 31.44 | |
Granted (in dollars per share) | 57.87 | |
Exercised (in dollars per share) | 23.57 | |
Forfeitures (in dollars per share) | 55.06 | |
Outstanding, Ending balance (in dollars per share) | 39.28 | $ 31.44 |
Expected to vest (in dollars per share) | 37.56 | |
Exercisable (in dollars per share) | 24.23 | |
Expected to vest, fair value (in dollars per share) | 8.53 | |
Exercisable, fair value (in dollars per share) | 6.38 | |
Weighted Average Fair Value at Grant Date | ||
Outstanding, Beginning balance (in dollars per share) | 7.39 | |
Granted (in dollars per share) | 12.46 | |
Exercised (in dollars per share) | 6.10 | |
Forfeitures (in dollars per share) | 11.82 | |
Outstanding, Ending balance (in dollars per share) | $ 8.82 | $ 7.39 |
Weighted Average Remaining Life, Outstanding | 7 years 5 months 23 days | 7 years 7 months 19 days |
Weighted Average Remaining Life, Expected to Vest | 7 years 3 months 4 days | |
Weighted Average Remaining Life, Exercisable | 5 years 7 months 28 days | |
Aggregate Intrinsic Value | $ 36,112 | $ 44,821 |
Aggregate Intrinsic Value, Expected to Vest | 32,897 | |
Aggregate Intrinsic Value, Exercisable | $ 22,350 |
Shareholders' Equity, Equity 54
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share - Schedule of Weighted Average Assumptions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Cash received from option exercises | $ 15.1 | $ 26.4 | $ 1.2 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate | 2.15% | 1.53% | 1.57% |
Expected time to option exercise | 6 years 6 months | 6 years 6 months | 6 years 6 months |
Expected volatility | 24.00% | 27.00% | 27.00% |
Expected dividend yield | 2.00% | 2.40% | 2.30% |
Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate | 1.50% | 1.30% | 1.30% |
Expected time to option exercise | 2 years 11 months 23 days | 2 years 10 months 27 days | 3 years |
Expected volatility | 19.00% | 17.00% | 22.00% |
Expected dividend yield | 1.97% | 2.33% | 2.29% |
Shareholders' Equity, Equity 55
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share - 2013 Omnibus Plan Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 25, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Performance shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards granted (in shares) | 157,375 | |
Number of Instruments/Shares | ||
Outstanding, beginning balance (in shares) | 471,349 | |
Granted (in shares) | 157,375 | |
Forfeitures (in shares) | (31,860) | |
Vested (in shares) | (135,008) | |
Outstanding, ending balance (in shares) | 461,856 | |
Expected to Vest (in shares) | 355,928.5438 | |
Weighted Average Fair Value at Grant Date | ||
Outstanding, beginning balance (in USD per share) | $ 45.88 | |
Granted (in USD per share) | 67.01 | |
Forfeitures (in USD per share) | 56.44 | |
Vested (in USD per share) | 37.65 | |
Outstanding, ending balance (in USD per share) | 54.76 | |
Expected to Vest (in USD per share) | $ 54.26 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract] | ||
Aggregate intrinsic value | $ 27,467 | $ 24,619 |
Aggregate intrinsic value, Expected to vest | $ 21,167 | |
2013 Omnibus Plan | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards granted (in shares) | 180,060 | |
Number of Instruments/Shares | ||
Outstanding, beginning balance (in shares) | 618,485 | |
Granted (in shares) | 180,060 | |
Forfeitures (in shares) | (72,296) | |
Vested (in shares) | (195,609) | |
Outstanding, ending balance (in shares) | 530,640 | |
Expected to Vest (in shares) | 446,011.6951 | |
Weighted Average Fair Value at Grant Date | ||
Outstanding, beginning balance (in USD per share) | $ 39.63 | |
Granted (in USD per share) | 58.04 | |
Forfeitures (in USD per share) | 47.65 | |
Vested (in USD per share) | 31.46 | |
Outstanding, ending balance (in USD per share) | 47.80 | |
Expected to Vest (in USD per share) | $ 47.09 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract] | ||
Aggregate intrinsic value | $ 31,557 | $ 32,303 |
Aggregate intrinsic value, Expected to vest | $ 26,524 | |
2013 Omnibus Plan | Performance share units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards granted (in shares) | 157,375 | |
Number of Instruments/Shares | ||
Granted (in shares) | 157,375 | |
Minimum | 2013 Omnibus Plan | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 1 year | |
Minimum | 2013 Omnibus Plan | Performance share units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 2 years 6 months | |
Maximum | 2013 Omnibus Plan | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Maximum | 2013 Omnibus Plan | Performance share units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years |
Shareholders' Equity, Equity 56
Shareholders' Equity, Equity Based Compensation Expense and Earnings Per Share - Schedule of Weighted Average Number of Shares (Details) - shares | 3 Months Ended | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2017 | [1],[2] | Dec. 25, 2016 | [1],[2] | Sep. 25, 2016 | [1],[2] | Jun. 26, 2016 | [1],[2] | Mar. 27, 2016 | [1],[2] | Sep. 27, 2015 | [1],[2] | Jun. 28, 2015 | [1],[2] | Mar. 29, 2015 | [1],[2] | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |||
Earnings Per Share [Abstract] | |||||||||||||||||||||
Weighted-average common shares (in shares) | 118,497,000 | 117,489,000 | 118,329,000 | 118,114,000 | 117,624,000 | 117,224,000 | 116,657,000 | 116,117,000 | 118,140,957 | [1] | 116,871,948 | [1],[2] | 116,031,648 | ||||||||
Effect of dilutive securities (in shares) | 1,411,115 | 1,288,756 | 1,290,878 | ||||||||||||||||||
Dilutive potential common shares (in shares) | 119,580,000 | 118,874,000 | 119,690,000 | 119,607,000 | 119,332,000 | 118,390,000 | 117,766,000 | 117,613,000 | 119,552,072 | [1] | 118,160,704 | [1],[2] | 117,322,526 | ||||||||
Antidilutive securities excluded from earnings per share (in shares) | 406,637 | 501,014 | 267,565 | ||||||||||||||||||
[1] | Shares presented in thousands. | ||||||||||||||||||||
[2] | The sum of the individual per share amounts may not add due to rounding. |
Accumulated Other Comprehensi57
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | $ 1,948,942 | $ 1,805,529 | $ 1,713,989 |
Amounts reclassified from accumulated other comprehensive loss | 12,943 | 5,739 | 811 |
Net current period other comprehensive gain | 21,319 | 7,819 | (21,654) |
Ending balance | 2,380,238 | 1,948,942 | 1,805,529 |
Currency translation adjustments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (3,989) | (6,418) | |
Other comprehensive gain (loss) before reclassification | 6,084 | 2,429 | |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Net current period other comprehensive gain | 6,084 | 2,429 | |
Ending balance | 2,095 | (3,989) | (6,418) |
Gains (Losses) on cash flow hedges | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (8,234) | (9,232) | |
Other comprehensive gain (loss) before reclassification | 2,524 | (4,077) | |
Amounts reclassified from accumulated other comprehensive loss | 12,281 | 5,075 | |
Net current period other comprehensive gain | 14,805 | 998 | |
Ending balance | 6,571 | (8,234) | (9,232) |
Change in pensions | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (39,346) | (43,738) | |
Other comprehensive gain (loss) before reclassification | (232) | 3,728 | |
Amounts reclassified from accumulated other comprehensive loss | 662 | 664 | |
Net current period other comprehensive gain | 430 | 4,392 | |
Ending balance | (38,916) | (39,346) | (43,738) |
Accumulated other comprehensive loss | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (51,569) | (59,388) | (37,734) |
Other comprehensive gain (loss) before reclassification | 8,376 | 2,080 | |
Amounts reclassified from accumulated other comprehensive loss | 12,943 | 5,739 | |
Net current period other comprehensive gain | 21,319 | 7,819 | |
Ending balance | $ (30,250) | $ (51,569) | $ (59,388) |
Accumulated Other Comprehensi58
Accumulated Other Comprehensive Loss - Reclassifications out of AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Dec. 25, 2016 | Sep. 25, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Interest expense | $ (169,587) | $ (139,243) | $ (88,513) | |||||||||
Cost of products sold | $ (610,131) | $ (590,870) | $ (530,523) | $ (580,190) | $ (555,010) | $ (530,117) | $ (535,189) | $ (555,688) | (2,275,854) | (2,211,864) | (1,915,286) | |
Earnings before income taxes | 279,222 | 340,547 | 336,387 | |||||||||
Provision for income taxes | 252,999 | (129,430) | (123,879) | |||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 532,049 | 211,117 | 212,508 | |||||||||
Net reclassifications into net earnings | (12,943) | (5,739) | (811) | |||||||||
Gains and losses on financial instrument contracts | ||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Net reclassifications into net earnings | (12,281) | (5,075) | ||||||||||
Gains and losses on financial instrument contracts | Reclassification out of accumulated other comprehensive income | ||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Earnings before income taxes | (19,766) | (8,219) | (526) | |||||||||
Provision for income taxes | 7,485 | 3,144 | 323 | |||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | (12,281) | (5,075) | (203) | |||||||||
Pension actuarial assumption adjustments | ||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Net reclassifications into net earnings | (662) | (664) | ||||||||||
Pension actuarial assumption adjustments | Reclassification out of accumulated other comprehensive income | ||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Cost of products sold | [1] | (1,068) | (1,071) | (981) | ||||||||
Provision for income taxes | 406 | 407 | 373 | |||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | (662) | (664) | (608) | |||||||||
Interest rate contracts | Gains and losses on financial instrument contracts | Reclassification out of accumulated other comprehensive income | ||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Interest expense | (19,412) | (8,539) | (3,737) | |||||||||
Foreign exchange contracts | Gains and losses on financial instrument contracts | Reclassification out of accumulated other comprehensive income | ||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||||||
Cost of products sold | $ (354) | $ 320 | $ 3,211 | |||||||||
[1] | This is included in the computation of net periodic pension cost (see Note 12 to the Consolidated Financial Statements, Pension and Retirement Plans, for additional details). |
Other Expense (Income), net - S
Other Expense (Income), net - Schedule of Other Expense (Income), Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Other Income and Expenses [Abstract] | |||
Amortization of intangibles/other assets | $ 15,847 | $ 16,965 | $ 13,554 |
Boulder Brands acquisition costs | 0 | 6,781 | 1,713 |
Foreign exchange (gains) losses | (1,484) | (486) | 4,731 |
Wind down of the Boulder Brands United Kingdom operations | (771) | 4,265 | 0 |
Royalty income and other | (703) | (1,725) | (892) |
Total other expense (income), net | $ 12,889 | $ 25,800 | $ 19,106 |
Balance Sheet Information - Sch
Balance Sheet Information - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | Dec. 28, 2014 |
Accounts Receivable, Net, Current [Abstract] | ||||
Customers | $ 280,086 | $ 292,029 | ||
Allowances for cash discounts, bad debts and returns | (10,036) | (12,335) | $ (7,902) | $ (6,801) |
Subtotal | 270,050 | 279,694 | ||
Other receivables | 11,572 | 9,888 | ||
Total | $ 281,622 | $ 289,582 |
Balance Sheet Information - S61
Balance Sheet Information - Schedule of the Changes in the Allowance for Cash Discounts, Bad Debts and Returns (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Schedule of the Changes in the Allowance for Cash Discounts, Bad Debts and Returns [Roll Forward] | |||
Beginning Balance | $ 12,335 | $ 7,902 | $ 6,801 |
Revenue Reductions | 111,862 | 106,103 | 98,374 |
Deductions | (114,161) | (101,670) | (97,273) |
Ending Balance | $ 10,036 | $ 12,335 | $ 7,902 |
Balance Sheet Information - S62
Balance Sheet Information - Schedule of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 | |
Inventory, Net [Abstract] | |||
Raw materials, containers and supplies | $ 78,567 | $ 81,660 | |
Work in progress | [1] | 65,800 | 55,068 |
Finished product | 345,439 | 308,763 | |
Total | $ 489,806 | $ 445,491 | |
[1] | Included in work in progress is primarily agricultural inventory. |
Balance Sheet Information - S63
Balance Sheet Information - Schedule of Plant Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | ||
Property, Plant and Equipment [Line Items] | ||||
Plant assets, gross | $ 1,305,915 | $ 1,214,742 | ||
Accumulated depreciation | (566,202) | (491,397) | ||
Total | 739,713 | 723,345 | ||
Depreciation | 117,000 | 88,800 | $ 76,100 | |
Land | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant assets, gross | 15,648 | 15,720 | ||
Buildings | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant assets, gross | 327,501 | 272,510 | ||
Machinery and equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant assets, gross | 898,728 | 826,344 | ||
Projects in progress | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant assets, gross | [1] | 64,038 | 100,168 | |
Assets under capital lease | ||||
Property, Plant and Equipment [Line Items] | ||||
Accumulated depreciation | (18,600) | (14,300) | ||
Total | $ 44,600 | $ 38,100 | ||
[1] | The significant decrease in Projects in process as of December 31, 2017 as compared to December 25, 2016 primarily relates to the Hagerstown, Maryland facility becoming operational in 2017. |
Balance Sheet Information - S64
Balance Sheet Information - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Accrued Liabilities, Current [Abstract] | ||
Employee compensation and benefits | $ 39,699 | $ 65,402 |
Interest payable | 19,254 | 23,854 |
Consumer coupons | 2,400 | 5,048 |
Accrued restructuring charges (see Note 10) | 1,414 | 7,587 |
Accrued financial instrument contracts (see Note 13) | 988 | 4,940 |
Accrued broker commissions | 6,994 | 7,982 |
Accrued income taxes | 26,805 | 29,173 |
Other | 24,577 | 22,755 |
Total | $ 122,131 | $ 166,741 |
Balance Sheet Information - S65
Balance Sheet Information - Schedule of Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Liabilities, Noncurrent [Abstract] | ||
Employee compensation and benefits | $ 14,197 | $ 12,630 |
Long-term rent liability and deferred rent allowances | 6,217 | 6,794 |
Liability for uncertain tax positions | 11,140 | 9,786 |
Accrued financial instrument contracts (see Note 13) | 98 | 12,239 |
Other | 2,385 | 6,080 |
Total | $ 34,037 | $ 47,529 |
Goodwill, Tradenames and Othe66
Goodwill, Tradenames and Other Assets - Schedule of Goodwill by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 25, 2016 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 2,163,156 | $ 1,714,008 |
Acquisition (Note 3) | 10,653 | 445,954 |
Foreign currency adjustment | 4,152 | 3,194 |
Goodwill, ending balance | 2,177,961 | 2,163,156 |
Frozen segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 750,019 | 737,695 |
Acquisition (Note 3) | 10,653 | 9,130 |
Foreign currency adjustment | 4,152 | 3,194 |
Goodwill, ending balance | 764,824 | 750,019 |
Grocery segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 860,972 | 746,565 |
Acquisition (Note 3) | 0 | 114,407 |
Foreign currency adjustment | 0 | 0 |
Goodwill, ending balance | 860,972 | 860,972 |
Boulder segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 364,883 | 71,301 |
Acquisition (Note 3) | 0 | 293,582 |
Foreign currency adjustment | 0 | 0 |
Goodwill, ending balance | 364,883 | 364,883 |
Specialty segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 187,282 | 158,447 |
Acquisition (Note 3) | 0 | 28,835 |
Foreign currency adjustment | 0 | 0 |
Goodwill, ending balance | 187,282 | 187,282 |
Beaver Dam acquisition | ||
Goodwill [Roll Forward] | ||
Goodwill, ending balance | 10,700 | |
Boulder Brands Inc. | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 446,000 | |
Goodwill, ending balance | $ 446,000 |
Goodwill, Tradenames and Othe67
Goodwill, Tradenames and Other Assets - Schedule of Tradenames by Segment (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2017USD ($) | Sep. 24, 2017USD ($) | Jun. 25, 2017USD ($) | Mar. 26, 2017USD ($) | Dec. 25, 2016USD ($) | Sep. 25, 2016USD ($) | Jun. 26, 2016USD ($) | [1] | Mar. 27, 2016USD ($) | Dec. 31, 2017USD ($)tradename | Dec. 25, 2016USD ($) | Dec. 27, 2015USD ($) | Jan. 15, 2016USD ($) | ||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | $ 0 | [1] | $ (39,100) | [1] | $ (27,430) | [1] | $ 0 | [1] | $ 0 | [1] | $ (11,200) | [1] | $ 0 | $ 0 | [1] | $ (66,530) | [1] | $ (11,200) | [1] | $ 0 | ||
Boulder Brands Inc. | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Tradenames acquired | 539,600 | 539,600 | $ 539,600 | |||||||||||||||||||
Tradenames | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Beginning balance, indefinite-lived intangible assets | 2,529,558 | 2,001,048 | 2,529,558 | 2,001,048 | ||||||||||||||||||
Boulder Brands acquisition (Note 3) | 539,600 | |||||||||||||||||||||
Foreign currency adjustment | 346 | 110 | ||||||||||||||||||||
Impairments | (66,530) | (11,200) | ||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | 2,463,374 | 2,529,558 | 2,463,374 | 2,529,558 | 2,001,048 | |||||||||||||||||
Tradenames | Frozen segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Beginning balance, indefinite-lived intangible assets | 790,738 | 800,928 | 790,738 | 800,928 | ||||||||||||||||||
Boulder Brands acquisition (Note 3) | 0 | |||||||||||||||||||||
Foreign currency adjustment | 346 | 110 | ||||||||||||||||||||
Impairments | (52,740) | (10,300) | ||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | 738,344 | 790,738 | 738,344 | 790,738 | 800,928 | |||||||||||||||||
Tradenames | Grocery segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Beginning balance, indefinite-lived intangible assets | 1,260,912 | 1,118,712 | 1,260,912 | 1,118,712 | ||||||||||||||||||
Boulder Brands acquisition (Note 3) | 142,200 | |||||||||||||||||||||
Foreign currency adjustment | 0 | 0 | ||||||||||||||||||||
Impairments | (7,290) | 0 | ||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | 1,253,622 | 1,260,912 | 1,253,622 | 1,260,912 | 1,118,712 | |||||||||||||||||
Tradenames | Boulder segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Beginning balance, indefinite-lived intangible assets | 442,808 | 45,408 | 442,808 | 45,408 | ||||||||||||||||||
Boulder Brands acquisition (Note 3) | 397,400 | |||||||||||||||||||||
Foreign currency adjustment | 0 | 0 | ||||||||||||||||||||
Impairments | 0 | 0 | ||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | 442,808 | 442,808 | 442,808 | 442,808 | 45,408 | |||||||||||||||||
Tradenames | Specialty segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Beginning balance, indefinite-lived intangible assets | $ 35,100 | $ 36,000 | 35,100 | 36,000 | ||||||||||||||||||
Boulder Brands acquisition (Note 3) | 0 | |||||||||||||||||||||
Foreign currency adjustment | 0 | 0 | ||||||||||||||||||||
Impairments | (6,500) | (900) | ||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | 28,600 | $ 35,100 | 28,600 | $ 35,100 | $ 36,000 | |||||||||||||||||
Celeste, Aunt Jemima, and Snyder of Berlin | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | 25,400 | 25,400 | ||||||||||||||||||||
Celeste Tradename | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | (7,300) | |||||||||||||||||||||
Celeste Tradename | Frozen segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | (24,800) | |||||||||||||||||||||
Aunt Jemima Tradename | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Beginning balance, indefinite-lived intangible assets | 0 | |||||||||||||||||||||
Impairments | (27,400) | (3,000) | ||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | $ 0 | |||||||||||||||||||||
Snyder of Berlin Tradename | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | $ (900) | |||||||||||||||||||||
Snyder of Berlin Tradename | Specialty segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | (6,500) | |||||||||||||||||||||
Nalley Tradename | Grocery segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | (4,200) | |||||||||||||||||||||
Bernstein Tradename | Grocery segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | (3,100) | |||||||||||||||||||||
Swanson Tradename | Frozen segment | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Impairments | $ (500) | |||||||||||||||||||||
Three impaired tradenames | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Ending balance, indefinite-lived intangible assets | $ 359,300 | $ 359,300 | ||||||||||||||||||||
Tradenames, measurement percentage of fair value in excess of carrying value (at least 15%) | 15.00% | |||||||||||||||||||||
Carrying value | Celeste, Aunt Jemima, and Snyder of Berlin | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Number of impaired tradenames | tradename | 5 | |||||||||||||||||||||
Carrying value | Three impaired tradenames | ||||||||||||||||||||||
Goodwill [Roll Forward] | ||||||||||||||||||||||
Number of impaired tradenames | tradename | 3 | |||||||||||||||||||||
[1] | The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. |
Goodwill, Tradenames and Othe68
Goodwill, Tradenames and Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 240,580 | $ 261,707 | |||
Accumulated Amortization | (111,433) | (116,749) | |||
Net amortizable intangibles | 129,147 | 144,958 | |||
Financial instruments | 8,160 | 2,288 | |||
Other, Gross carrying amount | [1] | 32,607 | 30,646 | ||
Other, Accumulated amortization | [1] | (5,015) | (4,821) | ||
Other | [1] | 27,592 | 25,825 | ||
Total other assets, net | 164,899 | 173,071 | |||
Amortization of intangible assets | 15,847 | $ 16,965 | $ 13,554 | ||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||||
Estimated amortization expense, 2018 | 9,300 | ||||
Estimated amortization expense, 2019 | 8,600 | ||||
Estimated amortization expense, 2020 | 7,900 | ||||
Estimated amortization expense, 2021 | 6,600 | ||||
Estimated amortization expense, 2022 | 6,400 | ||||
Estimated amortization expense, thereafter | $ 90,300 | ||||
Recipes | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life | 10 years | 10 years | |||
Gross Carrying Amount | $ 51,514 | $ 60,109 | |||
Accumulated Amortization | (46,458) | (53,130) | |||
Net amortizable intangibles | $ 5,056 | $ 6,979 | |||
Distributor relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life | 34 years | 34 years | |||
Gross Carrying Amount | $ 176,376 | $ 182,733 | |||
Accumulated Amortization | (59,681) | (54,678) | |||
Net amortizable intangibles | $ 116,695 | $ 128,055 | |||
Food service relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life | 10 years | ||||
Gross Carrying Amount | $ 11,400 | ||||
Accumulated Amortization | (4,004) | ||||
Net amortizable intangibles | $ 7,396 | ||||
Private label relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life | 7 years | 7 years | |||
Gross Carrying Amount | $ 1,290 | $ 1,290 | |||
Accumulated Amortization | (1,290) | (611) | |||
Net amortizable intangibles | 0 | $ 679 | |||
License | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life | 7 years | ||||
Gross Carrying Amount | $ 6,175 | ||||
Accumulated Amortization | (6,175) | ||||
Net amortizable intangibles | 0 | ||||
Operating segments | Frozen segment | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net amortizable intangibles | 39,229 | 46,158 | |||
Operating segments | Grocery segment | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net amortizable intangibles | 46,888 | 50,405 | |||
Operating segments | Boulder segment | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net amortizable intangibles | 33,057 | 35,710 | [2] | ||
Operating segments | Specialty segment | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net amortizable intangibles | $ 9,973 | 12,685 | [2] | ||
Restatement adjustment | Boulder segment | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net amortizable intangibles | (9,200) | ||||
Restatement adjustment | Specialty segment | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net amortizable intangibles | $ 9,200 | ||||
[1] | As of December 31, 2017 and December 25, 2016, Other primarily consists of security deposits and supplemental savings plan investments. | ||||
[2] | The amounts previously reported as amortizable intangible assets as of December 25, 2016 have been revised in the table above to correct the allocation amongst the segments. This resulted in the reclassification of approximately $9.2 million of amortizable intangible assets from the Boulder segment to the Specialty segment as of December 25, 2016. |
Debt and Interest Expense - Sch
Debt and Interest Expense - Schedule of Long-term and Short-term Debt Instruments (Details) - USD ($) | Dec. 31, 2017 | Dec. 25, 2016 |
Short-term Debt [Abstract] | ||
Short-term borrowings | $ 2,739,000 | $ 2,389,000 |
Long-term Debt, Current and Noncurrent [Abstract] | ||
- Unamortized discount on long term debt and deferred financing costs | 21,846,000 | 41,954,000 |
- Capital lease obligations | 41,012,000 | 36,325,000 |
Long-term Debt, including capital lease obligations less unamortized discount on long term debt | 2,959,528,000 | 3,164,297,000 |
Less: current portion of long-term obligations | 33,934,000 | 23,801,000 |
Total long-term debt | 2,925,594,000 | 3,140,496,000 |
Secured debt | Tranche B term loans due 2024 | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit facility | $ 2,239,380,000 | $ 0 |
Senior notes | 4.875% Senior Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 4.875% | 4.875% |
Long-term Debt, Current and Noncurrent [Abstract] | ||
Senior Notes | $ 350,000,000 | $ 350,000,000 |
Senior notes | 5.875% Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 5.875% | 5.875% |
Long-term Debt, Current and Noncurrent [Abstract] | ||
Senior Notes | $ 350,000,000 | $ 350,000,000 |
Notes payable | 3% Notes Payable Due 2018 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 3.00% | 3.00% |
Long-term Debt, Current and Noncurrent [Abstract] | ||
- 3.0% Note payable to Gilster Mary Lee Corporation | $ 982,000 | $ 5,176,000 |
Secured debt | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit facility | 0 | |
Secured debt | Tranche G extended term loans Due 2020 | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit facility | 0 | 1,409,625,000 |
Secured debt | Tranche H extended term loans Due 2020 | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit facility | 0 | 509,250,000 |
Secured debt | Tranche I extended term loans Due 2023 | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit facility | 0 | 545,875,000 |
Notes payable | ||
Short-term Debt [Abstract] | ||
Short-term borrowings | $ 2,739,000 | $ 2,389,000 |
Restructuring Charges - Narrati
Restructuring Charges - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 25, 2017 | Dec. 31, 2017 | Dec. 25, 2016 | |
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 4,324 | ||
Accelerated depreciation | $ 22,600 | 22,600 | |
Adjustments to inventory | 4,600 | ||
Employee termination costs | 1,500 | ||
Other restructuring costs | 3,300 | ||
Restructuring, settlement and impairment charges | 63,200 | 63,200 | |
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | Cost of products sold | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring, settlement and impairment charges | 32,000 | ||
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | Impairment of intangibles assets | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring, settlement and impairment charges | 27,400 | ||
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | Other expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring, settlement and impairment charges | 3,800 | ||
Employee severance | Boulder Brands Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 0 | $ 19,200 | |
Frozen segment | Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring, settlement and impairment charges | 48,800 | ||
Specialty segment | Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring, settlement and impairment charges | $ 14,400 | ||
Tradenames | Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | |||
Restructuring Cost and Reserve [Line Items] | |||
Impairment of intangible assets (excluding goodwill) | $ 31,200 |
Debt and Interest Expense - S71
Debt and Interest Expense - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Debt Disclosure [Abstract] | |||
Interest expense, third party | $ 116,947 | $ 120,550 | $ 78,423 |
Amortization of debt acquisition costs and discount on term loan | 4,734 | 9,554 | 6,353 |
Non-cash recognition of deferred costs related to refinancing | 28,494 | 600 | 0 |
Settlement of hedges related to refinancing | 20,722 | 0 | 0 |
Interest rate swap (gains)/losses | (1,310) | 8,539 | 3,737 |
Total interest expense | $ 169,587 | $ 139,243 | $ 88,513 |
Restructuring Charges Restructu
Restructuring Charges Restructuring Charges - Summary of Restructuring Charges Accrued (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 25, 2016 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring, beginning balance | $ 7,587 | |
Restructuring, ending balance | 1,414 | $ 7,587 |
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring, beginning balance | 0 | |
Expense | 4,324 | |
Payments | (3,198) | |
Restructuring, ending balance | 1,126 | 0 |
Employee severance | Boulder Brands Restructuring | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring, beginning balance | 7,587 | |
Expense | 0 | 19,200 |
Payments | (7,299) | |
Restructuring, ending balance | $ 288 | $ 7,587 |
Debt and Interest Expense - Ame
Debt and Interest Expense - Amended Credit Agreement (Details) | Feb. 03, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | Dec. 27, 2015USD ($) |
Debt Instrument [Line Items] | ||||
Debt acquisition costs | $ 12,937,000 | $ 22,564,000 | $ 0 | |
Recognition of deferred costs related to refinancing | $ 28,494,000 | 600,000 | 0 | |
Ownership interest | 100.00% | |||
Borrowings against the credit facility | 0 | |||
Tranche G, H and I Term Loans | ||||
Debt Instrument [Line Items] | ||||
Debt acquisition costs | $ 12,900,000 | |||
Recognition of deferred costs related to refinancing | $ 28,500,000 | $ 28,500,000 | ||
Secured debt | ||||
Debt Instrument [Line Items] | ||||
Percent of collateralized capital stock of, or other equity interests in, each direct foreign subsidiaries, or any domestic subsidiaries | 65.00% | |||
Outstanding borrowings on credit facility | $ 0 | |||
Borrowings against the credit facility | $ 0 | $ 0 | $ 0 | |
Interest rate | 3.14% | 3.26% | 3.00% | |
Percentage of excess cash flow required to prepay Tranche B and Tranche D Loans | 50.00% | |||
Percentage of amortization on principal amount | 0.25% | |||
Secured debt | Tranche B term loans due 2024 | ||||
Debt Instrument [Line Items] | ||||
2,018 | $ 17,000,000 | |||
2,019 | 22,600,000 | |||
2,020 | 22,600,000 | |||
2,021 | 22,600,000 | |||
2,022 | 22,600,000 | |||
2,023 | 28,300,000 | |||
Thereafter | 2,103,700,000 | |||
Secured debt | Tranche G extended term loans Due 2020 | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings on credit facility | 0 | $ 1,409,625,000 | ||
Secured debt | Tranche H extended term loans Due 2020 | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings on credit facility | 0 | 509,250,000 | ||
Secured debt | Tranche I extended term loans Due 2023 | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings on credit facility | $ 0 | $ 545,875,000 | ||
Net first lien | Secured debt | ||||
Debt Instrument [Line Items] | ||||
Debt to EBITDA for the most recently concluded four consecutive fiscal quarters | 5.75 | |||
Restricted payments | Secured debt | ||||
Debt Instrument [Line Items] | ||||
Debt to EBITDA for the most recently concluded four consecutive fiscal quarters | 4.25 | |||
Amount of restricted payments for specified activities greater of amount or percent of consolidated total assets | $ 75,000,000 | |||
Percent of restricted payments for specified activities greater of amount or percent of consolidated total assets | 2.00% | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3.92 | |||
One-Month Eurodollar Rate | Secured debt | Tranche B term loans due 2024 | ||||
Debt Instrument [Line Items] | ||||
Basis spread on discount rate | 1.00% | |||
Base rate | Secured debt | ||||
Debt Instrument [Line Items] | ||||
Weighted average interest rate | 5.10% | 4.70% | 4.50% | |
Base rate | Secured debt | Tranche B term loans due 2024 | ||||
Debt Instrument [Line Items] | ||||
Basis spread on discount rate | 1.00% | |||
Variable rate floor | 1.00% | |||
Eurocurrency | Secured debt | ||||
Debt Instrument [Line Items] | ||||
Weighted average interest rate | 3.10% | 2.90% | 2.50% | |
Interest rate | 3.37% | 3.26% | 3.00% | |
Eurocurrency | Secured debt | Tranche B term loans due 2024 | ||||
Debt Instrument [Line Items] | ||||
Basis spread on discount rate | 2.00% | |||
Variable rate floor | 0.00% | |||
Secured debt | ||||
Debt Instrument [Line Items] | ||||
Amount of debt redeemed | $ 213,100,000 | |||
Secured debt | Tranche B term loans due 2024 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument term | 7 years | |||
Face amount | $ 2,262,000,000 | |||
Outstanding borrowings on credit facility | $ 2,239,380,000 | $ 0 | ||
Secured debt | Tranche G extended term loans Due 2020 | ||||
Debt Instrument [Line Items] | ||||
Amount of indebtedness repaid | 1,409,600,000 | |||
Secured debt | Tranche H extended term loans Due 2020 | ||||
Debt Instrument [Line Items] | ||||
Amount of indebtedness repaid | 507,900,000 | |||
Secured debt | Tranche I extended term loans Due 2023 | ||||
Debt Instrument [Line Items] | ||||
Amount of indebtedness repaid | $ 544,500,000 | |||
Secured debt | Federal fund rate | Tranche B term loans due 2024 | ||||
Debt Instrument [Line Items] | ||||
Basis spread on discount rate | 0.50% | |||
Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument term | 5 years | |||
Face amount | $ 225,000,000 | |||
Available borrowing capacity | 200,100,000 | 125,700,000 | ||
Revolving credit facility | Fifth Amendment to the Second Amended and Restated Credit Agreement, Feb 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Commitment fee per annum | 0.30% | |||
Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings on credit facility | $ 24,900,000 | 24,300,000 | ||
Fronting fee, per annum | 0.125% | |||
Maximum borrowing capacity under the Revolving Credit Facility cannot exceed | $ 50,000,000 | |||
Available borrowing capacity | $ 25,100,000 | $ 25,700,000 | ||
Reduction Criteria 1 | Secured debt | ||||
Debt Instrument [Line Items] | ||||
Percentage of excess cash flow required to prepay Tranche B and Tranche D Loans | 25.00% | |||
Reduction Criteria 1 | Minimum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 4.50 | |||
Reduction Criteria 1 | Maximum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 5.49 | |||
Reduction Criteria 2 | Secured debt | ||||
Debt Instrument [Line Items] | ||||
Percentage of excess cash flow required to prepay Tranche B and Tranche D Loans | 0.00% | |||
Reduction Criteria 2 | Minimum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 4.50 |
Debt and Interest Expense - Sen
Debt and Interest Expense - Senior and Other Notes (Details) - Senior - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Jan. 15, 2016 | |
5.875% Senior Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Face amount | $ 350,000,000 | ||
Fixed interest rate | 5.875% | 5.875% | |
Percent of principal amount | 100.00% | ||
4.875% Senior Notes Due 2021 | |||
Debt Instrument [Line Items] | |||
Fixed interest rate | 4.875% | 4.875% | |
Percent of principal amount | 100.00% | ||
Applicable premium, percentage of principal amount | 1.00% | ||
Percent that may be redeemed | 35.00% | ||
Early redemption, percent of principal amount required to be outstanding | 50.00% | ||
Early redemption, redemption period following closing date of offering | 120 days | ||
Treasury rate | 5.875% Senior Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Basis spread on discount rate | 0.50% | ||
Treasury rate | 4.875% Senior Notes Due 2021 | |||
Debt Instrument [Line Items] | |||
Basis spread on discount rate | 0.50% |
Debt and Interest Expense - S75
Debt and Interest Expense - Schedule of Early Redemption Prices of Long-term Debt Instruments (Details) - Senior notes | 12 Months Ended |
Dec. 31, 2017 | |
4.875% Senior Notes Due 2021 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 100.00% |
5.875% Senior Notes due 2024 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 100.00% |
2018 | 4.875% Senior Notes Due 2021 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 101.219% |
2019 and thereafter | 4.875% Senior Notes Due 2021 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 100.00% |
2019 | 5.875% Senior Notes due 2024 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 104.406% |
2020 | 5.875% Senior Notes due 2024 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 102.938% |
2021 | 5.875% Senior Notes due 2024 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 101.469% |
2022 | 5.875% Senior Notes due 2024 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 100.00% |
Debt and Interest Expense - S76
Debt and Interest Expense - Schedule of Deferred Financing (Details) - USD ($) $ in Thousands | Feb. 03, 2017 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 |
Line of Credit Facility [Line Items] | ||||
Amortization of debt acquisition costs and discount on term loan | $ 4,734 | $ 9,554 | $ 6,353 | |
Deferred Financing Cost Activity [Roll Forward] | ||||
Debt acquisition cost and original issue discount, gross carrying amount, beginning balance | 82,750 | |||
Debt acquisition cost and original issue discount, accumulated amortization, beginning balance | (40,796) | |||
Debt acquisition cost and original issue discount, net, beginning balance | 41,954 | |||
Additions | 12,937 | |||
Amortization | (4,551) | |||
Recognition of deferred costs related to the Refinancing | (65,998) | |||
Accumulated Amortization, Recognition of deferred costs related to the Refinancing | 37,504 | |||
Recognition of deferred costs related to refinancing | (28,494) | (600) | 0 | |
Debt acquisition cost and original issue discount, gross carrying amount, ending balance | 29,689 | 82,750 | ||
Debt acquisition cost and original issue discount, accumulated amortization, ending balance | (7,843) | (40,796) | ||
Debt acquisition cost and original issue discount, net, ending balance | 21,846 | 41,954 | ||
Tranche G, H and I Term Loans | ||||
Deferred Financing Cost Activity [Roll Forward] | ||||
Recognition of deferred costs related to refinancing | $ (28,500) | (28,500) | ||
Tranche I extended term loans Due 2023 | Secured debt | ||||
Line of Credit Facility [Line Items] | ||||
Amortization of debt acquisition costs and discount on term loan | 4,600 | $ 9,000 | $ 5,900 | |
Boulder Brands Inc. | ||||
Line of Credit Facility [Line Items] | ||||
Debt acquisition costs incurred | $ 12,900 |
Debt and Interest Expense - S77
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 | Dec. 31, 2017 | Dec. 25, 2016 |
Notes payable | 3% Notes Payable Due 2018 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 3.00% | 3.00% |
Senior notes | 4.875% Senior Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 4.875% | 4.875% |
Senior notes | 5.875% Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 5.875% | 5.875% |
Face value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 2,940,362 | $ 3,169,926 |
Face value | Secured debt | Tranche B term loans due 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,239,380 | |
Face value | Secured debt | Tranche G extended term loans Due 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 1,409,625 | |
Face value | Secured debt | Tranche H extended term loans Due 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 509,250 | |
Face value | Secured debt | Tranche I extended term loans Due 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 545,875 | |
Face value | Notes payable | 3% Notes Payable Due 2018 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 982 | 5,176 |
Face value | Senior notes | 4.875% Senior Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 350,000 | 350,000 |
Face value | Senior notes | 5.875% Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 350,000 | 350,000 |
Fair value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,984,579 | 3,226,860 |
Fair value | Secured debt | Tranche B term loans due 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,259,534 | |
Fair value | Secured debt | Tranche G extended term loans Due 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 1,423,721 | |
Fair value | Secured debt | Tranche H extended term loans Due 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 514,343 | |
Fair value | Secured debt | Tranche I extended term loans Due 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 554,745 | |
Fair value | Notes payable | 3% Notes Payable Due 2018 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 982 | 5,176 |
Fair value | Senior notes | 4.875% Senior Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 353,938 | 359,625 |
Fair value | Senior notes | 5.875% Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 370,125 | $ 369,250 |
Pension and Retirement Plans -
Pension and Retirement Plans - Narrative (Details) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017USD ($)qualified_plannonqualified_plan | Dec. 25, 2016USD ($) | Dec. 27, 2015USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Number of non-qualified 401(k) plans | nonqualified_plan | 3 | |||
Employer contributions | $ 272 | $ 272 | $ 3,123 | |
Expected future employer contributions, next fiscal year | 7,000 | |||
Employer contributions, multi-employer plan | $ 600 | 700 | 800 | |
Contributions by employer represent less than percent | 5.00% | |||
Certified zone status | Green | |||
Pinnacle Foods Group LLC Pension Plan | Equity securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Target plan assets allocations | 37.00% | |||
Pinnacle Foods Group LLC Pension Plan | Debt securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Target plan assets allocations | 63.00% | |||
Qualified Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Number of qualified 401(k) plans | qualified_plan | 2 | |||
Employer contributions, savings plan | $ 7,100 | $ 6,900 | $ 5,600 | |
Qualified Plan | Salaried employee | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Employer match, percentage | 50.00% | |||
Maximum annual contribution per employee percent | 6.00% | |||
Qualified Plan | Union employee | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Employer match, percentage | 50.00% | |||
Maximum annual contribution per employee percent | 6.00% | |||
Qualified Plan | Boulder segment | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Employer match, percentage | 100.00% | |||
Qualified Plan | Boulder segment | Maximum | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Employer matching contribution percent | 5.00% | |||
Qualified Plan | Forecast | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Employer match, percentage | 66.00% | |||
Maximum annual contribution per employee percent | 6.00% | |||
Nonqualified Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Number of non-qualified 401(k) plans | nonqualified_plan | 3 | |||
Employer match, percentage | 3.00% |
Pension and Retirement Plans 79
Pension and Retirement Plans - Reconciliation of the Changes in Benefit Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Change in Benefit Obligation | |||
Net benefit obligation at beginning of the period | $ 245,513 | $ 258,284 | $ 277,253 |
Interest cost | 7,828 | 10,404 | 10,474 |
Actuarial loss (gain) | 16,382 | (3,660) | (12,264) |
Gross benefits paid | (18,504) | (19,515) | (17,179) |
Net benefit obligation at end of the period | 251,219 | 245,513 | 258,284 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of the period | 190,951 | 197,022 | 218,127 |
Employer contributions | 272 | 272 | 3,123 |
Actual return on plan assets | 27,029 | 13,172 | (7,049) |
Gross benefits paid | (18,504) | (19,515) | (17,179) |
Fair value of plan assets at end of the period | 199,748 | 190,951 | 197,022 |
Funded status at end of the year | (51,471) | (54,562) | (61,262) |
Amounts recognized in the Consolidated Balance Sheets | |||
Accrued pension benefits | (51,206) | (54,297) | (60,996) |
Accrued pension benefits (part of accrued liabilities) | (265) | (265) | (266) |
Net amount recognized at end of the period | (51,471) | (54,562) | (61,262) |
Amounts recognized in Accumulated Other Comprehensive Loss | |||
Net loss | 49,374 | 50,171 | 56,762 |
Net amount recognized at end of the period | 49,374 | 50,171 | 56,762 |
Accumulated benefit obligation | $ 251,219 | $ 245,513 | $ 258,284 |
Weighted average assumptions | |||
Discount rate | 3.50% | 3.99% | 4.20% |
Pension and Retirement Plans 80
Pension and Retirement Plans - Schedule of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Retirement Benefits [Abstract] | |||
Interest cost | $ 7,828 | $ 10,404 | $ 10,474 |
Expected return on assets | (11,008) | (11,393) | (13,233) |
Amortization of actuarial loss | 1,157 | 1,152 | 1,005 |
Net periodic (benefit) expense | $ (2,023) | $ 163 | $ (1,754) |
Weighted average assumptions: | |||
Discount rate | 3.99% | 4.20% | 3.85% |
Expected return on plan assets | 6.00% | 6.00% | 6.25% |
Pension and Retirement Plans 81
Pension and Retirement Plans - Schedule of Weighted-Average Asset Allocations (Details) | Dec. 31, 2017 | Dec. 25, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Actual plan asset allocations | 100.00% | 100.00% |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual plan asset allocations | 37.00% | 36.00% |
Debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual plan asset allocations | 62.00% | 63.00% |
Cash | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual plan asset allocations | 1.00% | 1.00% |
Pension and Retirement Plans 82
Pension and Retirement Plans - Schedule of Fair Value Hierarchy of Plan Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | Dec. 28, 2014 |
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | $ 199,748 | $ 190,951 | $ 197,022 | $ 218,127 |
Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 199,748 | 190,951 | ||
Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Short-term Investment Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 1,980 | 1,503 | ||
Short-term Investment Fund | Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Short-term Investment Fund | Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 1,980 | 1,503 | ||
Short-term Investment Fund | Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Small/ Mid Capitalization Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 6,099 | 5,753 | ||
Small/ Mid Capitalization Fund | Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Small/ Mid Capitalization Fund | Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 6,099 | 5,753 | ||
Small/ Mid Capitalization Fund | Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Large Capitalization Equity Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 22,864 | 21,802 | ||
Large Capitalization Equity Fund | Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Large Capitalization Equity Fund | Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 22,864 | 21,802 | ||
Large Capitalization Equity Fund | Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
International Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 44,076 | 41,670 | ||
International Fund | Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
International Fund | Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 44,076 | 41,670 | ||
International Fund | Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Fixed Income Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 124,729 | 120,223 | ||
Fixed Income Fund | Level 1 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 0 | 0 | ||
Fixed Income Fund | Level 2 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | 124,729 | 120,223 | ||
Fixed Income Fund | Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets, net of receivable | $ 0 | $ 0 |
Pension and Retirement Plans 83
Pension and Retirement Plans - Schedule of Expected Benefit Payments (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2,018 | $ 15,088 |
2,019 | 15,024 |
2,020 | 14,940 |
2,021 | 14,980 |
2,022 | 14,983 |
2023-2026 | $ 74,563 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Interest Rate Swaps (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 26, 2017USD ($) | Dec. 31, 2017USD ($)instrument | Dec. 31, 2017CADinstrument | Jun. 25, 2017USD ($) | |
Interest rate swaps 2017 | ||||
Derivative [Line Items] | ||||
Derivative, interest rate | 0.96% | |||
Current Notional Amount Hedged | $ 1,500,000,000 | |||
Interest rate swaps 2018 | ||||
Derivative [Line Items] | ||||
Derivative, interest rate | 1.48% | |||
Current Notional Amount Hedged | $ 1,000,000,000 | |||
Interest rate swaps 2019 | ||||
Derivative [Line Items] | ||||
Derivative, interest rate | 1.81% | 1.76% | ||
Current Notional Amount Hedged | $ 750,000,000 | $ 250,000,000 | ||
Interest rate swaps 2020 | ||||
Derivative [Line Items] | ||||
Derivative, interest rate | 2.04% | |||
Current Notional Amount Hedged | $ 500,000,000 | |||
Interest rate swaps 2021 | ||||
Derivative [Line Items] | ||||
Derivative, interest rate | 2.17% | |||
Current Notional Amount Hedged | $ 500,000,000 | |||
Cash flow hedging | Designated as hedging instrument | Interest rate swap | ||||
Derivative [Line Items] | ||||
Number of Instruments | instrument | 12 | 12 | ||
Current Notional Amount Hedged | $ 1,500,000,000 | |||
Ineffective portion of the change in fair value recognized directly in earning, estimated for next twelve months | 3,000,000 | |||
Cash flow hedging | Designated as hedging instrument | Foreign currency derivatives | ||||
Derivative [Line Items] | ||||
Current Notional Amount Hedged | 28,015,000 | CAD 36,000,000 | ||
Ineffective portion of the change in fair value recognized directly in earning, estimated for next twelve months | $ (800,000) | |||
Minimum | Cash flow hedging | Designated as hedging instrument | Interest rate swap | ||||
Derivative [Line Items] | ||||
Fixed Rate Range | 0.96% | 0.96% | ||
Maximum | Cash flow hedging | Designated as hedging instrument | Interest rate swap | ||||
Derivative [Line Items] | ||||
Fixed Rate Range | 2.17% | 2.17% | ||
Reclassification out of accumulated other comprehensive income | ||||
Derivative [Line Items] | ||||
Accelerated interest expense | (20,700,000) | |||
Reclassification adjustment for (gains) losses included in net earnings, tax (expense) benefit | $ 13,200,000 |
Financial Instruments - Sched85
Financial Instruments - Schedule of Foreign Currency Exchange Contracts (Details) - Dec. 31, 2017 - Cash flow hedging - Designated as hedging instrument - CAD forward $ in Thousands | USD ($)instrument | CADinstrument |
Derivative [Line Items] | ||
Number of Instruments | 12 | 12 |
Notional amount of hedged instruments | $ 28,015 | CAD 36,000,000 |
USD to CAD exchange rate floor | 0.01283 | 0.01283 |
USD to CAD exchange rate cap | 0.01287 | 0.01287 |
Financial Instruments - Sched86
Financial Instruments - Schedule of Derivative Instruments not Designated in Qualifying Hedging Relationships (Details) - Not designated as hedging instrument | Dec. 31, 2017galMMBTUinstrument$ / gal$ / MMBTU |
Diesel fuel contracts | |
Derivative [Line Items] | |
Number of Instruments | instrument | 23 |
Notional Purchased in Aggregate | gal | 6,772,576 |
Derivative floor price | $ / gal | 1.59 |
Derivative cap price | $ / gal | 1.69 |
Natural gas contracts | |
Derivative [Line Items] | |
Number of Instruments | instrument | 36 |
Notional Purchased in Aggregate | MMBTU | 2,849,225 |
Derivative floor price | $ / MMBTU | 2.74 |
Derivative cap price | $ / MMBTU | 3.42 |
Financial Instruments - Sched87
Financial Instruments - Schedule of the Fair Value of Financial Instrument by Balance Sheet Classification (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Designated as hedging instrument | Cash flow hedging | ||
Derivative [Line Items] | ||
Asset Derivatives | $ 8,194 | $ 86 |
Liability Derivatives | 750 | 16,852 |
Designated as hedging instrument | Interest rate contracts | Cash flow hedging | Other current assets | ||
Derivative [Line Items] | ||
Asset Derivatives | 34 | 0 |
Designated as hedging instrument | Interest rate contracts | Cash flow hedging | Accrued liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives | 0 | 4,613 |
Designated as hedging instrument | Interest rate contracts | Cash flow hedging | Other assets, net | ||
Derivative [Line Items] | ||
Asset Derivatives | 8,160 | 0 |
Designated as hedging instrument | Interest rate contracts | Cash flow hedging | Other long-term liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives | 0 | 12,239 |
Designated as hedging instrument | Foreign exchange contracts | Cash flow hedging | Other current assets | ||
Derivative [Line Items] | ||
Asset Derivatives | 0 | 86 |
Designated as hedging instrument | Foreign exchange contracts | Cash flow hedging | Accrued liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives | 750 | 0 |
Not designated as hedging instrument | ||
Derivative [Line Items] | ||
Asset Derivatives | 2,615 | 2,833 |
Liability Derivatives | 336 | 327 |
Not designated as hedging instrument | Commodity contract | Other current assets | ||
Derivative [Line Items] | ||
Asset Derivatives | 2,615 | 545 |
Not designated as hedging instrument | Commodity contract | Accrued liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives | 238 | 327 |
Not designated as hedging instrument | Commodity contract | Other assets, net | ||
Derivative [Line Items] | ||
Asset Derivatives | 0 | 2,288 |
Not designated as hedging instrument | Commodity contract | Other long-term liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives | $ 98 | $ 0 |
Financial Instruments - Summary
Financial Instruments - Summary of Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Derivative Asset [Abstract] | ||
Gross Amounts Presented in the Consolidated Balance Sheet | $ 10,809 | $ 2,919 |
Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | (1,086) | (1,770) |
Asset derivatives, Net Amount | 9,723 | 1,149 |
Derivative Liability [Abstract] | ||
Gross Amounts Presented in the Consolidated Balance Sheet | 1,086 | 17,179 |
Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | (1,086) | (1,770) |
Liability, derivatives, Net Amount | $ 0 | $ 15,409 |
Financial Instruments - Sched89
Financial Instruments - Schedule of Derivative Financial Instruments on the Consolidated Statements of Operations and Accumulated other comprehensive (loss) earnings (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Not designated as hedging instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Recognized in Earnings on Derivative | $ 849 | $ 3,304 | $ (9,292) |
Not designated as hedging instrument | Commodity contract | Cost of products sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Recognized in Earnings on Derivative | 849 | 3,304 | (9,292) |
Cash flow hedging | Designated as hedging instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Recognized in AOCL on Derivative (Effective Portion) | 4,444 | (6,573) | (22,078) |
Reclassified from AOCL into Earnings (Effective Portion) | (19,766) | (8,219) | (526) |
Recognized in Earnings on Derivative (Ineffective Portion) | 2 | (8) | (16) |
Cash flow hedging | Designated as hedging instrument | Interest rate contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Recognized in AOCL on Derivative (Effective Portion) | 5,635 | (6,523) | (24,482) |
Cash flow hedging | Designated as hedging instrument | Interest rate contracts | Interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Reclassified from AOCL into Earnings (Effective Portion) | (19,412) | (8,539) | (3,737) |
Recognized in Earnings on Derivative (Ineffective Portion) | 0 | 0 | 0 |
Cash flow hedging | Designated as hedging instrument | Foreign exchange contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Recognized in AOCL on Derivative (Effective Portion) | (1,191) | (50) | 2,404 |
Cash flow hedging | Designated as hedging instrument | Foreign exchange contracts | Cost of products sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Reclassified from AOCL into Earnings (Effective Portion) | (354) | 320 | 3,211 |
Recognized in Earnings on Derivative (Ineffective Portion) | 2 | $ (8) | $ (16) |
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | Cash flow hedging | Designated as hedging instrument | Interest rate contracts | Interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Reclassified from AOCL into Earnings (Effective Portion) | $ 20,700 |
Financial Instruments - Sched90
Financial Instruments - Schedule of Aggregate Fair Values of Derivatives that Contain Credit Risk-Related Contingent Features (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Credit Derivatives [Line Items] | ||
Termination Value | $ 10,012 | $ (16,113) |
Performance Risk Adjustment | 189 | 909 |
Accrued Interest | 476 | (943) |
Fair Value (excluding interest) | 9,723 | (14,260) |
Barclays | Commodity contract | ||
Credit Derivatives [Line Items] | ||
Termination Value | 569 | |
Performance Risk Adjustment | (2) | |
Accrued Interest | 0 | |
Fair Value (excluding interest) | 567 | |
Bank of America | Commodity contract | ||
Credit Derivatives [Line Items] | ||
Termination Value | 2,252 | 790 |
Performance Risk Adjustment | 22 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | 2,274 | 790 |
Macquarie | Commodity contract | ||
Credit Derivatives [Line Items] | ||
Termination Value | 1,149 | |
Performance Risk Adjustment | 0 | |
Accrued Interest | 0 | |
Fair Value (excluding interest) | 1,149 | |
Cash flow hedging | Barclays | Interest rate contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 2,049 | (10,091) |
Performance Risk Adjustment | 2 | 422 |
Accrued Interest | 160 | (536) |
Fair Value (excluding interest) | 1,891 | (9,133) |
Cash flow hedging | Barclays | Foreign exchange contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | (767) | 86 |
Performance Risk Adjustment | 17 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | (750) | 86 |
Cash flow hedging | Bank of America | Interest rate contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | (7,474) | |
Performance Risk Adjustment | 481 | |
Accrued Interest | 0 | |
Fair Value (excluding interest) | (6,992) | |
Cash flow hedging | Credit Suisse | Interest rate contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 2,065 | (1,141) |
Performance Risk Adjustment | 3 | 7 |
Accrued Interest | 160 | (407) |
Fair Value (excluding interest) | 1,908 | $ (727) |
Cash flow hedging | Goldman Sachs | Interest rate contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 4,412 | |
Performance Risk Adjustment | 144 | |
Accrued Interest | 156 | |
Fair Value (excluding interest) | $ 4,400 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Operating Leases, Capital Leases and Purchase Commitments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | ||
Operating leases | ||||
2,018 | $ 13,382 | |||
2,019 | 11,341 | |||
2,020 | 10,019 | |||
2,021 | 9,344 | |||
2,022 | 6,880 | |||
Thereafter | 9,190 | |||
Capital leases | ||||
2,018 | 14,514 | |||
2,019 | 14,396 | |||
2,020 | 13,952 | |||
2,021 | 13,607 | |||
2,022 | 11,027 | |||
Thereafter | 28,746 | |||
Purchase Commitments | ||||
2,018 | [1] | 650,663 | ||
2,019 | [1] | 59,908 | ||
2,020 | [1] | 55,705 | ||
2,021 | [1] | 51,582 | ||
2,022 | [1] | 39,803 | ||
Thereafter | [1] | 224,750 | ||
Rent expense | 24,700 | $ 19,800 | $ 15,300 | |
Aunt Jemima Frozen Pancakes | ||||
Loss Contingencies [Line Items] | ||||
Inventory recall expense | 13,000 | |||
Product liability accrual | 900 | |||
Aunt Jemima Frozen Pancakes | Sales | ||||
Loss Contingencies [Line Items] | ||||
Inventory recall expense | 10,800 | |||
Aunt Jemima Frozen Pancakes | Freight and disposal expense | ||||
Loss Contingencies [Line Items] | ||||
Inventory recall expense | 2,200 | |||
Frozen segment | Aunt Jemima Frozen Pancakes | ||||
Loss Contingencies [Line Items] | ||||
Inventory recall expense | 6,500 | |||
Specialty segment | Aunt Jemima Frozen Pancakes | ||||
Loss Contingencies [Line Items] | ||||
Inventory recall expense | $ 6,500 | |||
[1] | The amounts indicated in this line primarily reflect future contractual payments, including certain take-or-pay arrangements entered into as part of the normal course of business. The amounts do not include obligations related to other contractual purchase obligations that are not take-or-pay arrangements. Such contractual purchase obligations are primarily purchase orders at fair value that are part of normal operations and are reflected in historical operating cash flow trends. Purchase obligations also include trade and consumer promotion and advertising commitments. |
Segments - Schedule of Segment
Segments - Schedule of Segment Reporting Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2017USD ($) | Jun. 25, 2017USD ($) | Dec. 25, 2016USD ($) | Sep. 25, 2016USD ($) | Jun. 26, 2016USD ($) | Mar. 27, 2016USD ($) | Sep. 27, 2015USD ($) | Jun. 28, 2015USD ($) | Mar. 29, 2015USD ($) | Dec. 31, 2017USD ($)segment | Dec. 25, 2016USD ($) | Dec. 27, 2015USD ($) | ||
Segment Reporting Information [Line Items] | |||||||||||||
Number of operating segments | segment | 4 | ||||||||||||
Net sales | $ 883,506 | $ 858,481 | $ 749,814 | $ 744,608 | $ 766,074 | $ 758,821 | $ 756,381 | $ 754,255 | $ 3,144,002 | $ 3,127,938 | $ 2,655,792 | ||
Earnings (loss) before interest and taxes | 448,656 | 479,645 | 424,702 | ||||||||||
Depreciation and amortization | 132,887 | 105,772 | 89,660 | ||||||||||
Capital expenditures | [1] | 106,342 | 119,064 | 108,477 | |||||||||
Total assets | 6,578,264 | 6,687,966 | 6,578,264 | 6,687,966 | |||||||||
Long-lived assets | 739,713 | 723,345 | 739,713 | 723,345 | |||||||||
Frozen segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 1,299,146 | 1,304,791 | 1,235,951 | ||||||||||
Depreciation and amortization | [2] | 69,325 | 42,371 | 42,162 | |||||||||
Capital expenditures | [1] | 46,887 | 57,555 | 46,662 | |||||||||
Grocery segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 1,115,439 | 1,089,270 | 1,024,269 | ||||||||||
Depreciation and amortization | 31,383 | 32,971 | 30,671 | ||||||||||
Capital expenditures | [1] | 27,644 | 28,038 | 42,289 | |||||||||
Boulder segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 403,447 | 364,716 | 41,494 | ||||||||||
Depreciation and amortization | 15,778 | 13,230 | 2,430 | ||||||||||
Capital expenditures | [1] | 17,930 | 20,404 | 8,457 | |||||||||
Specialty segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 325,970 | 369,161 | 354,078 | ||||||||||
Depreciation and amortization | 16,401 | 17,200 | 14,397 | ||||||||||
Capital expenditures | [1] | 13,881 | 13,067 | 11,069 | |||||||||
United States | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Long-lived assets | 707,670 | 690,515 | 707,670 | 690,515 | |||||||||
Canada | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Long-lived assets | 32,043 | 31,399 | 32,043 | 31,399 | |||||||||
United Kingdom | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Long-lived assets | 0 | 1,431 | 0 | 1,431 | |||||||||
Frozen | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 1,661,877 | 1,664,505 | 1,384,587 | ||||||||||
Meals and Meal Enhancers | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 999,742 | 990,642 | 859,598 | ||||||||||
Desserts | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 340,861 | 330,876 | 309,702 | ||||||||||
Snacks | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 141,522 | 141,915 | 101,905 | ||||||||||
Operating segments | Frozen segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Earnings (loss) before interest and taxes | 154,797 | 240,919 | 218,536 | ||||||||||
Total assets | 2,417,543 | 2,430,782 | 2,417,543 | 2,430,782 | |||||||||
Operating segments | Grocery segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Earnings (loss) before interest and taxes | 248,967 | 229,155 | 203,146 | ||||||||||
Total assets | 2,787,209 | 2,833,186 | 2,787,209 | 2,833,186 | |||||||||
Operating segments | Boulder segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Earnings (loss) before interest and taxes | 59,874 | 9,096 | (5,498) | ||||||||||
Total assets | 1,005,209 | 1,013,059 | 1,005,209 | 1,013,059 | |||||||||
Operating segments | Specialty segment | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Earnings (loss) before interest and taxes | 10,799 | 32,263 | 34,369 | ||||||||||
Total assets | 357,040 | 400,521 | 357,040 | 400,521 | |||||||||
Unallocated corporate | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Earnings (loss) before interest and taxes | (25,781) | (31,788) | (25,851) | ||||||||||
Total assets | $ 11,263 | $ 10,418 | 11,263 | 10,418 | |||||||||
Reportable geographical components | United States | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 3,084,630 | 3,064,800 | 2,635,141 | ||||||||||
Reportable geographical components | Canada | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 155,569 | 165,761 | 118,194 | ||||||||||
Reportable geographical components | United Kingdom | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | 0 | 8,573 | 0 | ||||||||||
Intercompany | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net sales | (96,197) | $ (111,196) | $ (97,543) | ||||||||||
Aunt Jemima Retail and Foodservice Frozen Breakfast Products Exit | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Accelerated depreciation | $ 22,600 | $ 22,600 | |||||||||||
[1] | Includes new capital leases. | ||||||||||||
[2] | $22.6 million of depreciation is due to accelerated depreciation resulting from the Exit. |
(Benefit)_Provision for Incom93
(Benefit)/Provision for Income Taxes - Schedule of the Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Current | |||
Federal | $ 44,556 | $ 71,619 | $ 2,191 |
State | 6,461 | 8,746 | 6,431 |
Non-U.S. | 1,409 | 883 | (327) |
Total Current | 52,426 | 81,248 | 8,295 |
Deferred | |||
Federal | (327,002) | 36,213 | 106,975 |
State | 20,847 | 12,058 | 7,452 |
Non-U.S. | 730 | (89) | 1,157 |
Total Deferred | (305,425) | 48,182 | 115,584 |
(Benefit)/Provision for income taxes | (252,999) | 129,430 | 123,879 |
Earnings before income taxes | |||
United States | 270,598 | 346,865 | 332,020 |
Non-U.S. | 8,624 | (6,318) | 4,367 |
Earnings before income taxes | $ 279,222 | $ 340,547 | $ 336,387 |
Effective Income Tax Rate | |||
Federal statutory income tax rate | 35.00% | 35.00% | 35.00% |
State income taxes (net of federal benefit) | 1.80% | 4.00% | 2.70% |
Tax effect resulting from international activities | (0.30%) | 0.10% | (0.60%) |
Domestic production activities deduction | (1.50%) | (1.90%) | (0.30%) |
Non-deductible expenses | 0.10% | 0.70% | 0.30% |
Equity based compensation | (4.50%) | 0.00% | 0.10% |
Uncertain tax positions | (0.90%) | 0.00% | 0.00% |
Impact of Tax Cuts and Jobs Act | (119.90%) | 0.00% | 0.00% |
Other | (0.40%) | 0.10% | (0.40%) |
Effective income tax rate | (90.60%) | 38.00% | 36.80% |
(Benefit)_Provision for Incom94
(Benefit)/Provision for Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Deferred Tax Assets, Gross [Abstract] | ||
Accrued liabilities | $ 6,725 | $ 11,537 |
Inventories | 9,066 | 11,489 |
Benefits and compensation | 15,439 | 37,049 |
Hedges | 0 | 6,511 |
Net operating loss carryforwards | 53,914 | 81,515 |
Federal & state tax credits | 1,859 | 2,386 |
Postretirement benefits | 11,831 | 20,863 |
Alternative minimum tax | 2,013 | 1,993 |
Other | 940 | 2,755 |
Subtotal | 101,787 | 176,098 |
Valuation allowance | (1,695) | (3,146) |
Total net deferred tax assets | 100,092 | 172,952 |
Deferred Tax Liabilities, Gross [Abstract] | ||
Other intangible assets | (632,794) | (964,547) |
Partnership interests | (6,922) | (10,473) |
Plant assets | (79,986) | (118,223) |
Hedges | (1,813) | 0 |
Other | (1,796) | (2,689) |
Total deferred tax liabilities | (723,311) | (1,095,932) |
Net deferred tax liability | (623,219) | (922,980) |
Amounts recognized in the Consolidated Balance Sheets | ||
Long-term net deferred tax assets | 614 | 0 |
Long-term net deferred tax liability | $ (623,833) | $ (922,980) |
(Benefit)_Provision for Incom95
(Benefit)/Provision for Income Taxes - Schedule of Valuation Allowance (Details) - Valuation Allowance of Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Deferred tax valuation allowance, Beginning balance | $ 3,913 | $ 2,287 | $ 2,288 |
Additions | 150 | 1,775 | 623 |
Acquisitions | 0 | 59 | 0 |
Deductions | (1,917) | (208) | (624) |
Deferred tax valuation allowance, Ending balance | $ 2,146 | $ 3,913 | $ 2,287 |
(Benefit)_Provision for Incom96
(Benefit)/Provision for Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | Dec. 28, 2014 | |
Operating Loss Carryforwards [Line Items] | ||||
Effective income tax rate | (90.60%) | 38.00% | 36.80% | |
Tax Cuts and Jobs Act of 2017, tax rate reconciliation | (119.90%) | 0.00% | 0.00% | |
Domestic production activities deduction | 1.50% | 1.90% | 0.30% | |
Share-based compensation, excess tax benefit, Percent | (4.50%) | 0.00% | 0.10% | |
Non-deductible acquisition costs and compensation payments | 0.60% | |||
Increase in deferred state tax liabilities, percent | 1.00% | |||
Foreign tax credit carry forward, percentage | 0.20% | |||
Unrecognized tax benefits | $ 13,615 | $ 12,104 | $ 8,611 | $ 8,242 |
Net increase in unrecognized tax benefit | 1,500 | |||
Reductions due to lapse of applicable statutes of limitations | (2,537) | (706) | (189) | |
Unrecognized tax benefits that would impact effective tax rate | 7,800 | |||
Interest and penalty income associated with uncertain tax positions | (100) | 400 | 100 | |
Accrued interest and penalties | 1,000 | 1,100 | ||
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating losses | 408,300 | |||
Operating loss carryforwards, annual limitation | 17,100 | |||
State and Local Jurisdiction | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating losses | 261,000 | |||
Tax credits | 2,800 | |||
Valuation allowance increase (decrease) | 200 | |||
Exceeds limitation | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating losses | 237,200 | |||
Valuation Allowance of Deferred Tax Assets | ||||
Operating Loss Carryforwards [Line Items] | ||||
Decrease in valuation allowance | 1,917 | $ 208 | $ 624 | |
Minimum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Potential decrease in uncertain tax positions in next twelve months | 3,000 | |||
Maximum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Potential decrease in uncertain tax positions in next twelve months | $ 5,000 |
(Benefit)_Provision for Incom97
(Benefit)/Provision for Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Gross unrecognized tax positions at beginning of year | $ 12,104 | $ 8,611 | $ 8,242 |
Increase for tax positions related to prior periods | 858 | 4,225 | 0 |
Decrease for tax positions related to prior periods | (297) | (444) | 0 |
Increase for tax positions related to the current period | 4,080 | 507 | 558 |
Decrease related to settlement with tax authorities | (593) | (89) | 0 |
Reductions due to lapse of applicable statutes of limitations | (2,537) | (706) | (189) |
Gross unrecognized tax positions at end of year | $ 13,615 | $ 12,104 | $ 8,611 |
Quarterly Results (Unaudited) -
Quarterly Results (Unaudited) - Summary of Quarterly Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2017 | Aug. 31, 2017 | Jun. 25, 2017 | Feb. 28, 2017 | Dec. 25, 2016 | Aug. 31, 2016 | Jun. 30, 2016 | Feb. 29, 2016 | Dec. 27, 2015 | Sep. 27, 2015 | Jun. 30, 2015 | Feb. 28, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Sep. 25, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | ||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||
Net sales | $ 883,506 | $ 858,481 | $ 749,814 | $ 744,608 | $ 766,074 | $ 758,821 | $ 756,381 | $ 754,255 | $ 3,144,002 | $ 3,127,938 | $ 2,655,792 | |||||||||||||||||||||||
Cost of products sold | 610,131 | 590,870 | 530,523 | 580,190 | 555,010 | 530,117 | 535,189 | 555,688 | 2,275,854 | 2,211,864 | 1,915,286 | |||||||||||||||||||||||
Gross profit | 273,375 | 267,611 | 219,291 | 164,418 | 211,064 | 228,704 | 221,192 | 198,567 | 868,148 | 916,074 | 740,506 | |||||||||||||||||||||||
Net earnings (loss) | $ 443,873 | $ 88,144 | $ 46,581 | $ 18,618 | $ 23,149 | $ 52,353 | $ 45,783 | $ 24,837 | $ 532,221 | $ 211,117 | $ 212,508 | |||||||||||||||||||||||
Basic (in dollars per share) | $ 3.75 | [1] | $ 0.75 | [1] | $ 0.39 | [1] | $ 0.16 | [1] | $ 0.20 | [1] | $ 0.45 | [1] | $ 0.39 | [1] | $ 0.21 | [1] | $ 4.50 | [1] | $ 1.81 | [1] | $ 1.83 | |||||||||||||
Weighted average shares outstanding-basic (in shares) | 118,497,000 | [1],[2] | 117,489,000 | [1],[2] | 118,329,000 | [1],[2] | 118,114,000 | [1],[2] | 117,624,000 | [1],[2] | 117,224,000 | [1],[2] | 116,657,000 | [1],[2] | 116,117,000 | [1],[2] | 118,140,957 | [2] | 116,871,948 | [1],[2] | 116,031,648 | |||||||||||||
Diluted (in dollars per share) | $ 3.71 | [1] | $ 0.74 | [1] | $ 0.39 | [1] | $ 0.16 | [1] | $ 0.19 | [1] | $ 0.44 | [1] | $ 0.39 | [1] | $ 0.21 | [1] | $ 4.45 | [1] | $ 1.79 | [1] | $ 1.81 | |||||||||||||
Weighted average shares outstanding- diluted (in shares) | 119,580,000 | [1],[2] | 118,874,000 | [1],[2] | 119,690,000 | [1],[2] | 119,607,000 | [1],[2] | 119,332,000 | [1],[2] | 118,390,000 | [1],[2] | 117,766,000 | [1],[2] | 117,613,000 | [1],[2] | 119,552,072 | [2] | 118,160,704 | [1],[2] | 117,322,526 | |||||||||||||
Dividends declared (in dollars per share) | $ 0.325 | $ 0.325 | $ 0.285 | $ 0.285 | $ 0.285 | $ 0.285 | $ 0.255 | $ 0.255 | $ 0.255 | $ 0.255 | $ 0.235 | $ 0.235 | $ 0.325 | [1] | $ 0.285 | [1] | $ 0.325 | [1] | $ 0.285 | [1] | $ 0.285 | [1] | $ 0.285 | [1] | $ 0.255 | [1] | $ 0.255 | [1] | $ 1.22 | [1] | $ 1.08 | [1] | $ 0.98 | |
Market price - high (in dollars per share) | [1] | 59.79 | 53.25 | 62 | 66.17 | 58.96 | 51.85 | 45.37 | 46.08 | 66.17 | 53.25 | |||||||||||||||||||||||
Market price - low (in dollars per share) | [1] | $ 53.09 | $ 46.62 | $ 56.99 | $ 57.54 | $ 52.74 | $ 43.34 | $ 41.82 | $ 39.89 | $ 52.74 | $ 39.89 | |||||||||||||||||||||||
[1] | The sum of the individual per share amounts may not add due to rounding. | |||||||||||||||||||||||||||||||||
[2] | Shares presented in thousands. |
Quarterly Results (Unaudited)99
Quarterly Results (Unaudited) - Summary of Net Earnings Impact (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2017 | Sep. 24, 2017 | Jun. 25, 2017 | Mar. 26, 2017 | Dec. 25, 2016 | Sep. 25, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Boulder Brands UK wind down | $ (771) | $ 4,265 | $ 0 | |||||||||||||||||||
Tradename impairment charges | $ 0 | [1] | $ 39,100 | [1] | $ 27,430 | [1] | $ 0 | [1] | $ 0 | [1] | $ 11,200 | [1] | $ 0 | [1] | $ 0 | [1] | 66,530 | [1] | 11,200 | [1] | $ 0 | |
Benefit for income taxes | [2] | (334,706) | 0 | 0 | 0 | (334,706) | ||||||||||||||||
Net sales | ||||||||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Charges resulting from the Recall | (1,000) | (2,752) | (7,015) | 0 | (10,767) | |||||||||||||||||
Cost of products sold | ||||||||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Charges resulting from the Recall | 0 | (680) | (1,535) | 0 | (2,215) | |||||||||||||||||
Charges resulting from the Exit | (1,050) | 0 | 33,006 | 0 | 31,956 | |||||||||||||||||
Cost of products sold | Boulder Brands and Garden Protein Acquisitions | ||||||||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Acquisition integration costs | [3] | $ 1,009 | $ 1,146 | $ 4,021 | $ 5,016 | 3,108 | 1,077 | 539 | 842 | 11,192 | 5,566 | |||||||||||
Administrative expenses | Boulder Brands Inc. | ||||||||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Acquisition integration costs | 3,183 | 3,637 | 8,822 | 12,814 | 28,456 | |||||||||||||||||
Other expense (income), net | Boulder Brands Inc. | ||||||||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Acquisition integration costs | [4] | 0 | 0 | 0 | 6,781 | 6,781 | ||||||||||||||||
Boulder Brands UK wind down | [5] | $ 4,265 | $ 0 | $ 0 | $ 0 | $ 4,265 | ||||||||||||||||
Private label relationships | ||||||||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||||||||
Boulder Brands UK wind down | $ 4,300 | |||||||||||||||||||||
[1] | The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. | |||||||||||||||||||||
[2] | Represents removal of the benefit of the decrease in our net deferred income tax liability as a result of the Tax Cuts and Jobs Act of 2017. For more information, see Note 16, (Benefit)/Provision for Income Taxes. | |||||||||||||||||||||
[3] | The Company recorded integration costs related to the Boulder Brands and Garden Protein acquisitions. | |||||||||||||||||||||
[4] | Boulder Brands acquisition costs primarily consist of legal, accounting and other professional fees. | |||||||||||||||||||||
[5] | The Company recorded $4.3 million of charges related to wind down of operations and the disposal of associated assets at Boulder Brands private label gluten-free bakery operation which is based in the United Kingdom. This is explained in greater detail in Note 7, Other Expense (Income), net. |
Guarantor and Nonguarantor S100
Guarantor and Nonguarantor Statements - Narrative (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Percent owned domestic subsidiaries that guarantee other indebtedness of the Company | 100.00% |
Guarantor and Nonguarantor S101
Guarantor and Nonguarantor Statements - Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | Dec. 28, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 249,828 | $ 353,076 | $ 180,549 | $ 38,477 |
Accounts receivable, net | 281,622 | 289,582 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 489,806 | 445,491 | ||
Other current assets | 11,061 | 10,687 | ||
Total current assets | 1,032,317 | 1,098,836 | ||
Plant assets, net | 739,713 | 723,345 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany note receivable | 0 | 0 | ||
Tradenames | 2,463,374 | 2,529,558 | ||
Other assets, net | 164,899 | 173,071 | ||
Deferred tax assets | 614 | 0 | ||
Goodwill | 2,177,961 | 2,163,156 | 1,714,008 | |
Total assets | 6,578,264 | 6,687,966 | ||
Current liabilities: | ||||
Short-term borrowings | 2,739 | 2,389 | ||
Current portion of long-term obligations | 33,934 | 23,801 | ||
Accounts payable | 323,062 | 292,478 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 38,975 | 51,054 | ||
Accrued liabilities | 122,131 | 166,741 | ||
Dividends payable | 40,470 | 35,233 | ||
Total current liabilities | 561,311 | 571,696 | ||
Long-term debt | 2,925,594 | 3,140,496 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 53,251 | 56,323 | ||
Other long-term liabilities | 34,037 | 47,529 | ||
Deferred tax liabilities | 623,833 | 922,980 | ||
Total liabilities | 4,198,026 | 4,739,024 | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Pinnacle Common Stock | 1,200 | 1,191 | ||
Additional paid-in-capital | 1,453,054 | 1,429,447 | ||
Retained earnings | 987,238 | 601,049 | ||
Accumulated other comprehensive (loss)/gain | (30,250) | (51,569) | ||
Capital stock in treasury, at cost, 1,000,000 common shares | (32,110) | (32,110) | ||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 2,379,132 | 1,948,008 | ||
Noncontrolling interest | 1,106 | 934 | ||
Total Equity | 2,380,238 | 1,948,942 | 1,805,529 | 1,713,989 |
Total liabilities and shareholders' equity | 6,578,264 | 6,687,966 | ||
Pinnacle Foods Inc. | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Total current assets | 102,335 | 96,923 | ||
Investment in subsidiaries | 2,317,445 | 1,886,496 | ||
Total assets | 2,419,780 | 1,983,419 | ||
Current liabilities: | ||||
Accrued liabilities | 178 | 178 | ||
Dividends payable | 40,470 | 35,233 | ||
Total liabilities | 40,648 | 35,411 | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 2,379,132 | 1,948,008 | ||
Total liabilities and shareholders' equity | 2,419,780 | 1,983,419 | ||
Reportable legal entities | Pinnacle Foods Inc. | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | 102,335 | 96,923 | ||
Inventories, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 102,335 | 96,923 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | 2,317,445 | 1,886,496 | ||
Intercompany note receivable | 0 | 0 | ||
Tradenames | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Total assets | 2,419,780 | 1,983,419 | ||
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 | 178 | 178 | ||
Dividends payable | 40,470 | 35,233 | ||
Total current liabilities | 40,648 | 35,411 | ||
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 | 40,648 | 35,411 | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Pinnacle Common Stock | 1,200 | 1,191 | ||
Additional paid-in-capital | 1,453,054 | 1,429,447 | ||
Retained earnings | 987,238 | 601,049 | ||
Accumulated other comprehensive (loss)/gain | (30,250) | (51,569) | ||
Capital stock in treasury, at cost, 1,000,000 common shares | (32,110) | (32,110) | ||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 2,379,132 | 1,948,008 | ||
Noncontrolling interest | 0 | 0 | ||
Total Equity | 2,379,132 | 1,948,008 | ||
Total liabilities and shareholders' equity | 2,419,780 | 1,983,419 | ||
Reportable legal entities | PInnacle Foods Finance LLC | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 0 | 0 | ||
Other current assets | 2,649 | 631 | ||
Total current assets | 2,649 | 631 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | 3,180,932 | 2,589,850 | ||
Intercompany note receivable | 2,907,799 | 2,984,974 | ||
Tradenames | 0 | 0 | ||
Other assets, net | 8,802 | 2,963 | ||
Deferred tax assets | 233,391 | 335,178 | ||
Goodwill | 0 | 0 | ||
Total assets | 6,333,573 | 5,913,596 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 22,620 | 10,750 | ||
Accounts payable | 0 | 0 | ||
Intercompany accounts payable | 1,078,535 | 863,358 | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 19,913 | 28,557 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 1,121,068 | 902,665 | ||
Long-term debt | 2,894,962 | 3,112,196 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 98 | 12,239 | ||
Deferred tax liabilities | 0 | 0 | ||
Total liabilities | 4,016,128 | 4,027,100 | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Pinnacle Common Stock | 0 | 0 | ||
Additional paid-in-capital | 1,454,253 | 1,430,639 | ||
Retained earnings | 893,441 | 507,426 | ||
Accumulated other comprehensive (loss)/gain | (30,249) | (51,569) | ||
Capital stock in treasury, at cost, 1,000,000 common shares | 0 | 0 | ||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 2,317,445 | 1,886,496 | ||
Noncontrolling interest | 0 | 0 | ||
Total Equity | 2,317,445 | 1,886,496 | ||
Total liabilities and shareholders' equity | 6,333,573 | 5,913,596 | ||
Reportable legal entities | Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 241,772 | 341,238 | 177,669 | 32,942 |
Accounts receivable, net | 272,401 | 281,189 | ||
Intercompany accounts receivable | 1,001,329 | 804,203 | ||
Inventories, net | 469,813 | 429,009 | ||
Other current assets | 8,124 | 8,402 | ||
Total current assets | 1,993,439 | 1,864,041 | ||
Plant assets, net | 707,670 | 690,515 | ||
Investment in subsidiaries | 43,056 | 30,600 | ||
Intercompany note receivable | 45,226 | 44,928 | ||
Tradenames | 2,458,681 | 2,525,200 | ||
Other assets, net | 145,489 | 158,934 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 2,115,731 | 2,104,648 | ||
Total assets | 7,509,292 | 7,418,866 | ||
Current liabilities: | ||||
Short-term borrowings | 2,739 | 2,389 | ||
Current portion of long-term obligations | 11,311 | 13,028 | ||
Accounts payable | 315,142 | 283,999 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 36,484 | 48,850 | ||
Accrued liabilities | 95,010 | 133,316 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 460,686 | 481,582 | ||
Long-term debt | 30,594 | 28,024 | ||
Intercompany note payable | 2,896,811 | 2,975,471 | ||
Pension and other postretirement benefits | 53,251 | 56,323 | ||
Other long-term liabilities | 32,971 | 31,994 | ||
Deferred tax liabilities | 854,047 | 1,255,622 | ||
Total liabilities | 4,328,360 | 4,829,016 | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Pinnacle Common Stock | 0 | 0 | ||
Additional paid-in-capital | 1,376,175 | 1,352,568 | ||
Retained earnings | 1,834,555 | 1,272,939 | ||
Accumulated other comprehensive (loss)/gain | (29,798) | (35,657) | ||
Capital stock in treasury, at cost, 1,000,000 common shares | 0 | 0 | ||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 3,180,932 | 2,589,850 | ||
Noncontrolling interest | 0 | 0 | ||
Total Equity | 3,180,932 | 2,589,850 | ||
Total liabilities and shareholders' equity | 7,509,292 | 7,418,866 | ||
Reportable legal entities | Nonguarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 8,056 | 11,838 | 2,880 | 5,535 |
Accounts receivable, net | 9,221 | 8,393 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 19,993 | 16,482 | ||
Other current assets | 288 | 1,654 | ||
Total current assets | 37,558 | 38,367 | ||
Plant assets, net | 32,043 | 32,830 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany note receivable | 9,800 | 9,800 | ||
Tradenames | 4,693 | 4,358 | ||
Other assets, net | 10,608 | 11,174 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 62,230 | 58,508 | ||
Total assets | 156,932 | 155,037 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 3 | 23 | ||
Accounts payable | 7,920 | 8,479 | ||
Intercompany accounts payable | 25,129 | 37,766 | ||
Accrued trade marketing expense | 2,491 | 2,204 | ||
Accrued liabilities | 7,030 | 4,690 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 42,573 | 53,162 | ||
Long-term debt | 38 | 276 | ||
Intercompany note payable | 66,014 | 64,233 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 968 | 3,296 | ||
Deferred tax liabilities | 3,177 | 2,536 | ||
Total liabilities | 112,770 | 123,503 | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Pinnacle Common Stock | 0 | 0 | ||
Additional paid-in-capital | 32,771 | 32,770 | ||
Retained earnings | 10,756 | 3,936 | ||
Accumulated other comprehensive (loss)/gain | (471) | (6,106) | ||
Capital stock in treasury, at cost, 1,000,000 common shares | 0 | 0 | ||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | 43,056 | 30,600 | ||
Noncontrolling interest | 1,106 | 934 | ||
Total Equity | 44,162 | 31,534 | ||
Total liabilities and shareholders' equity | 156,932 | 155,037 | ||
Eliminations and Reclassifications | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | (1,103,664) | (901,126) | ||
Inventories, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | (1,103,664) | (901,126) | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | (5,541,433) | (4,506,946) | ||
Intercompany note receivable | (2,962,825) | (3,039,702) | ||
Tradenames | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Deferred tax assets | (233,391) | (335,178) | ||
Goodwill | 0 | 0 | ||
Total assets | (9,841,313) | (8,782,952) | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Intercompany accounts payable | (1,103,664) | (901,124) | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | (1,103,664) | (901,124) | ||
Long-term debt | 0 | 0 | ||
Intercompany note payable | (2,962,825) | (3,039,704) | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Deferred tax liabilities | (233,391) | (335,178) | ||
Total liabilities | (4,299,880) | (4,276,006) | ||
Commitments and contingencies | ||||
Shareholder’s equity: | ||||
Pinnacle Common Stock | 0 | 0 | ||
Additional paid-in-capital | (2,863,199) | (2,815,977) | ||
Retained earnings | (2,738,752) | (1,784,301) | ||
Accumulated other comprehensive (loss)/gain | 60,518 | 93,332 | ||
Capital stock in treasury, at cost, 1,000,000 common shares | 0 | 0 | ||
Total Pinnacle Foods Inc. and Subsidiaries shareholders' equity | (5,541,433) | (4,506,946) | ||
Noncontrolling interest | 0 | 0 | ||
Total Equity | (5,541,433) | (4,506,946) | ||
Total liabilities and shareholders' equity | $ (9,841,313) | $ (8,782,952) |
Guarantor and Nonguarantor S102
Guarantor and Nonguarantor Statements - Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2017 | Sep. 24, 2017 | [1] | Jun. 25, 2017 | [1] | Mar. 26, 2017 | [1] | Dec. 25, 2016 | Sep. 25, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||||||||
Net sales | $ 883,506 | $ 858,481 | $ 749,814 | $ 744,608 | $ 766,074 | $ 758,821 | $ 756,381 | $ 754,255 | $ 3,144,002 | $ 3,127,938 | $ 2,655,792 | |||||||||||||
Cost of products sold | 610,131 | 590,870 | 530,523 | 580,190 | 555,010 | 530,117 | 535,189 | 555,688 | 2,275,854 | 2,211,864 | 1,915,286 | |||||||||||||
Gross profit | 273,375 | 267,611 | 219,291 | 164,418 | 211,064 | 228,704 | 221,192 | 198,567 | 868,148 | 916,074 | 740,506 | |||||||||||||
Operating expenses | ||||||||||||||||||||||||
Marketing and selling expenses | 193,119 | 218,260 | 176,702 | |||||||||||||||||||||
Administrative expenses | 130,884 | 163,056 | 107,004 | |||||||||||||||||||||
Research and development expenses | 16,070 | 18,113 | 12,992 | |||||||||||||||||||||
Tradename impairment charges | 0 | [1] | $ 39,100 | $ 27,430 | $ 0 | 0 | [1] | 11,200 | [1] | 0 | [1] | 0 | [1] | 66,530 | [1] | 11,200 | [1] | 0 | ||||||
Intercompany royalties | 0 | 0 | 0 | |||||||||||||||||||||
Intercompany management fees | 0 | 0 | ||||||||||||||||||||||
Intercompany technical service fees | 0 | 0 | ||||||||||||||||||||||
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | |||||||||||||||||||||||
Other expense, net | 12,889 | 25,800 | 19,106 | |||||||||||||||||||||
Equity in (earnings) of investees | 0 | 0 | 0 | |||||||||||||||||||||
Total operating expenses | 419,492 | 436,429 | 315,804 | |||||||||||||||||||||
Earnings before interest and taxes | 448,656 | 479,645 | 424,702 | |||||||||||||||||||||
Intercompany interest (income) expense | 0 | 0 | 0 | |||||||||||||||||||||
Interest expense | 169,587 | 139,243 | 88,513 | |||||||||||||||||||||
Interest income | 153 | 145 | 198 | |||||||||||||||||||||
Earnings before income taxes | 279,222 | 340,547 | 336,387 | |||||||||||||||||||||
(Benefit)/Provision for income taxes | (252,999) | 129,430 | 123,879 | |||||||||||||||||||||
Net earnings | $ 443,873 | $ 88,144 | $ 46,581 | $ 18,618 | $ 23,149 | $ 52,353 | $ 45,783 | $ 24,837 | 532,221 | 211,117 | 212,508 | |||||||||||||
Less: Net earnings attributable to non-controlling interest | 172 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Total comprehensive earnings (loss) | 553,540 | 218,936 | 190,854 | |||||||||||||||||||||
Less: Comprehensive loss attributable to non-controlling interest | 172 | 0 | 0 | |||||||||||||||||||||
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | 553,368 | 218,936 | 190,854 | |||||||||||||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Operating expenses | ||||||||||||||||||||||||
Equity in (earnings) of investees | (532,049) | (211,117) | (212,508) | |||||||||||||||||||||
Earnings before income taxes | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
(Benefit)/Provision for income taxes | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Total comprehensive earnings (loss) | 553,368 | 218,936 | 190,854 | |||||||||||||||||||||
Reportable legal entities | Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||||||||
Net sales | 0 | 0 | 0 | |||||||||||||||||||||
Cost of products sold | 0 | 0 | 0 | |||||||||||||||||||||
Gross profit | 0 | 0 | 0 | |||||||||||||||||||||
Operating expenses | ||||||||||||||||||||||||
Marketing and selling expenses | 0 | 0 | 0 | |||||||||||||||||||||
Administrative expenses | 0 | 0 | 0 | |||||||||||||||||||||
Research and development expenses | 0 | 0 | 0 | |||||||||||||||||||||
Tradename impairment charges | 0 | 0 | ||||||||||||||||||||||
Intercompany royalties | 0 | 0 | 0 | |||||||||||||||||||||
Intercompany management fees | 0 | 0 | ||||||||||||||||||||||
Intercompany technical service fees | 0 | 0 | ||||||||||||||||||||||
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | |||||||||||||||||||||||
Other expense, net | 0 | 0 | 0 | |||||||||||||||||||||
Equity in (earnings) of investees | (532,049) | (211,117) | (212,508) | |||||||||||||||||||||
Total operating expenses | (532,049) | (211,117) | (212,508) | |||||||||||||||||||||
Earnings before interest and taxes | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Intercompany interest (income) expense | 0 | 0 | 0 | |||||||||||||||||||||
Interest expense | 0 | 0 | 0 | |||||||||||||||||||||
Interest income | 0 | 0 | 0 | |||||||||||||||||||||
Earnings before income taxes | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
(Benefit)/Provision for income taxes | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Less: Net earnings attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Total comprehensive earnings (loss) | 553,368 | 218,936 | 190,854 | |||||||||||||||||||||
Less: Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | 553,368 | 218,936 | 190,854 | |||||||||||||||||||||
Reportable legal entities | PInnacle Foods Finance LLC | ||||||||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||||||||
Net sales | 0 | 0 | 0 | |||||||||||||||||||||
Cost of products sold | 0 | 0 | 0 | |||||||||||||||||||||
Gross profit | 0 | 0 | 0 | |||||||||||||||||||||
Operating expenses | ||||||||||||||||||||||||
Marketing and selling expenses | 0 | 0 | 0 | |||||||||||||||||||||
Administrative expenses | 0 | 0 | 0 | |||||||||||||||||||||
Research and development expenses | 0 | 0 | 0 | |||||||||||||||||||||
Tradename impairment charges | 0 | 0 | ||||||||||||||||||||||
Intercompany royalties | 0 | 0 | 0 | |||||||||||||||||||||
Intercompany management fees | 0 | 0 | ||||||||||||||||||||||
Intercompany technical service fees | 0 | 0 | ||||||||||||||||||||||
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | |||||||||||||||||||||||
Other expense, net | (1,484) | (486) | 3,663 | |||||||||||||||||||||
Equity in (earnings) of investees | (707,649) | (231,305) | (226,847) | |||||||||||||||||||||
Total operating expenses | (709,133) | (231,791) | (223,184) | |||||||||||||||||||||
Earnings before interest and taxes | 709,133 | 231,791 | 223,184 | |||||||||||||||||||||
Intercompany interest (income) expense | (81,749) | (105,328) | (68,701) | |||||||||||||||||||||
Interest expense | 166,518 | 137,227 | 86,745 | |||||||||||||||||||||
Interest income | 0 | 0 | 0 | |||||||||||||||||||||
Earnings before income taxes | 624,364 | 199,892 | 205,140 | |||||||||||||||||||||
(Benefit)/Provision for income taxes | 92,315 | (11,225) | (7,368) | |||||||||||||||||||||
Net earnings | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Less: Net earnings attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 532,049 | 211,117 | 212,508 | |||||||||||||||||||||
Total comprehensive earnings (loss) | 553,368 | 218,936 | 190,854 | |||||||||||||||||||||
Less: Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | 553,368 | 218,936 | 190,854 | |||||||||||||||||||||
Reportable legal entities | Guarantor Subsidiaries | ||||||||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||||||||
Net sales | 3,084,630 | 3,064,800 | 2,635,141 | |||||||||||||||||||||
Cost of products sold | 2,239,102 | 2,161,918 | 1,915,267 | |||||||||||||||||||||
Gross profit | 845,528 | 902,882 | 719,874 | |||||||||||||||||||||
Operating expenses | ||||||||||||||||||||||||
Marketing and selling expenses | 189,345 | 213,171 | 168,239 | |||||||||||||||||||||
Administrative expenses | 123,788 | 153,835 | 100,556 | |||||||||||||||||||||
Research and development expenses | 15,207 | 17,384 | 12,492 | |||||||||||||||||||||
Tradename impairment charges | 66,530 | 11,200 | ||||||||||||||||||||||
Intercompany royalties | (695) | (562) | 0 | |||||||||||||||||||||
Intercompany management fees | 0 | 0 | ||||||||||||||||||||||
Intercompany technical service fees | 0 | 0 | ||||||||||||||||||||||
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | |||||||||||||||||||||||
Other expense, net | 14,271 | 21,265 | 15,338 | |||||||||||||||||||||
Equity in (earnings) of investees | (6,884) | 10,275 | (3,235) | |||||||||||||||||||||
Total operating expenses | 401,562 | 426,568 | 293,390 | |||||||||||||||||||||
Earnings before interest and taxes | 443,966 | 476,314 | 426,484 | |||||||||||||||||||||
Intercompany interest (income) expense | 80,873 | 103,268 | 67,657 | |||||||||||||||||||||
Interest expense | 3,029 | 1,973 | 1,727 | |||||||||||||||||||||
Interest income | 132 | 93 | 163 | |||||||||||||||||||||
Earnings before income taxes | 360,196 | 371,166 | 357,263 | |||||||||||||||||||||
(Benefit)/Provision for income taxes | (347,453) | 139,861 | 130,416 | |||||||||||||||||||||
Net earnings | 707,649 | 231,305 | 226,847 | |||||||||||||||||||||
Less: Net earnings attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 707,649 | 231,305 | 226,847 | |||||||||||||||||||||
Total comprehensive earnings (loss) | 713,502 | 237,851 | 217,931 | |||||||||||||||||||||
Less: Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | 713,502 | 237,851 | 217,931 | |||||||||||||||||||||
Reportable legal entities | Nonguarantor Subsidiaries | ||||||||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||||||||
Net sales | 155,569 | 174,334 | 118,194 | |||||||||||||||||||||
Cost of products sold | 131,826 | 157,859 | 96,545 | |||||||||||||||||||||
Gross profit | 23,743 | 16,475 | 21,649 | |||||||||||||||||||||
Operating expenses | ||||||||||||||||||||||||
Marketing and selling expenses | 3,774 | 5,089 | 8,463 | |||||||||||||||||||||
Administrative expenses | 7,096 | 9,221 | 6,448 | |||||||||||||||||||||
Research and development expenses | 863 | 729 | 500 | |||||||||||||||||||||
Tradename impairment charges | 0 | |||||||||||||||||||||||
Intercompany royalties | 695 | 562 | 20 | |||||||||||||||||||||
Intercompany management fees | 1,123 | 2,286 | ||||||||||||||||||||||
Intercompany technical service fees | 997 | 997 | ||||||||||||||||||||||
Termination fee received, net of costs, associated with the Hillshire merger agreement | ||||||||||||||||||||||||
Other expense, net | 102 | 5,021 | 105 | |||||||||||||||||||||
Equity in (earnings) of investees | 0 | 0 | 0 | |||||||||||||||||||||
Total operating expenses | 13,653 | 23,905 | 16,533 | |||||||||||||||||||||
Earnings before interest and taxes | 10,090 | (7,430) | 5,116 | |||||||||||||||||||||
Intercompany interest (income) expense | 876 | 2,060 | 1,044 | |||||||||||||||||||||
Interest expense | 40 | 43 | 41 | |||||||||||||||||||||
Interest income | 21 | 52 | 35 | |||||||||||||||||||||
Earnings before income taxes | 9,195 | (9,481) | 4,066 | |||||||||||||||||||||
(Benefit)/Provision for income taxes | 2,139 | 794 | 831 | |||||||||||||||||||||
Net earnings | 7,056 | (10,275) | 3,235 | |||||||||||||||||||||
Less: Net earnings attributable to non-controlling interest | 172 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | 6,884 | (10,275) | 3,235 | |||||||||||||||||||||
Total comprehensive earnings (loss) | 12,520 | (8,127) | (1,747) | |||||||||||||||||||||
Less: Comprehensive loss attributable to non-controlling interest | 172 | 0 | 0 | |||||||||||||||||||||
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | 12,348 | (8,127) | (1,747) | |||||||||||||||||||||
Eliminations | ||||||||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||||||||
Net sales | (96,197) | (111,196) | (97,543) | |||||||||||||||||||||
Cost of products sold | (95,074) | (107,913) | (96,526) | |||||||||||||||||||||
Gross profit | (1,123) | (3,283) | (1,017) | |||||||||||||||||||||
Operating expenses | ||||||||||||||||||||||||
Marketing and selling expenses | 0 | 0 | 0 | |||||||||||||||||||||
Administrative expenses | 0 | 0 | 0 | |||||||||||||||||||||
Research and development expenses | 0 | 0 | 0 | |||||||||||||||||||||
Tradename impairment charges | 0 | |||||||||||||||||||||||
Intercompany royalties | 0 | 0 | (20) | |||||||||||||||||||||
Intercompany management fees | (1,123) | (2,286) | ||||||||||||||||||||||
Intercompany technical service fees | (997) | (997) | ||||||||||||||||||||||
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | |||||||||||||||||||||||
Other expense, net | 0 | 0 | 0 | |||||||||||||||||||||
Equity in (earnings) of investees | 1,246,582 | 432,147 | 442,590 | |||||||||||||||||||||
Total operating expenses | 1,245,459 | 428,864 | 441,573 | |||||||||||||||||||||
Earnings before interest and taxes | (1,246,582) | (432,147) | (442,590) | |||||||||||||||||||||
Intercompany interest (income) expense | 0 | 0 | 0 | |||||||||||||||||||||
Interest expense | 0 | 0 | 0 | |||||||||||||||||||||
Interest income | 0 | 0 | 0 | |||||||||||||||||||||
Earnings before income taxes | (1,246,582) | (432,147) | (442,590) | |||||||||||||||||||||
(Benefit)/Provision for income taxes | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings | (1,246,582) | (432,147) | (442,590) | |||||||||||||||||||||
Less: Net earnings attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Net earnings attributable to Pinnacle Foods, Inc. and Subsidiaries common stockholders | (1,246,582) | (432,147) | (442,590) | |||||||||||||||||||||
Total comprehensive earnings (loss) | (1,279,218) | (448,660) | (407,038) | |||||||||||||||||||||
Less: Comprehensive loss attributable to non-controlling interest | 0 | 0 | 0 | |||||||||||||||||||||
Comprehensive earnings (loss) attributable to Pinnacle Foods, Inc. and Subsidiaries | $ (1,279,218) | $ (448,660) | $ (407,038) | |||||||||||||||||||||
[1] | The Company recorded various tradename impairments. See Note 9 , Goodwill, Tradenames and Other Assets for further detail. |
Guarantor and Nonguarantor S103
Guarantor and Nonguarantor Statements - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | $ 415,953 | $ 487,504 | $ 372,911 |
Cash flows from investing activities | |||
Intercompany accounts receivable/payable | 0 | 0 | 0 |
Intercompany loans | 0 | 0 | 0 |
Payments for business acquisition | (37,487) | (985,365) | 1,102 |
Capital expenditures | (94,226) | (101,050) | (108,477) |
Sale of plant assets | 1,947 | 0 | 1,618 |
Net cash used in investing activities | (129,766) | (1,086,415) | (105,757) |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 15,097 | 26,436 | 1,231 |
Excess tax benefits on stock-based compensation | 0 | 11,577 | 1,442 |
Taxes paid related to net share settlement of equity awards | (10,238) | (1,087) | (2,401) |
Dividends paid | (140,738) | (122,850) | (111,758) |
Proceeds from notes offerings | 0 | 350,000 | 0 |
Proceeds from bank term loans | 2,262,000 | 547,250 | 0 |
Repayments of long-term obligations | (2,491,529) | (13,741) | (8,870) |
Proceeds from short-term borrowing | 0 | 4,452 | 4,261 |
Repayments of short-term borrowing | (4,785) | (4,259) | (4,480) |
Borrowings under revolving credit facility | 0 | ||
Repayments of revolving credit facility | 0 | ||
Intercompany accounts receivable/payable | 0 | 0 | 0 |
Return of Capital | 0 | 0 | 0 |
Intercompany loans | 0 | 0 | 0 |
Repayment of capital lease obligations | (7,124) | (3,950) | (3,585) |
Purchase of stock for treasury | 0 | ||
Debt acquisition costs | (12,937) | (22,564) | 0 |
Net cash (used in) provided by by financing activities | (390,254) | 771,264 | (124,160) |
Effect of exchange rate changes on cash | 819 | 174 | (922) |
Net change in cash and cash equivalents | (103,248) | 172,527 | 142,072 |
Cash and cash equivalents - beginning of period | 353,076 | 180,549 | 38,477 |
Cash and cash equivalents - end of period | 249,828 | 353,076 | 180,549 |
Pinnacle Foods Inc. | |||
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | 0 | 0 | 0 |
Cash flows from investing activities | |||
Net cash used in investing activities | 135,879 | 85,924 | 111,486 |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 15,097 | 26,436 | 1,231 |
Excess tax benefits on stock-based compensation | 0 | 11,577 | 1,442 |
Taxes paid related to net share settlement of equity awards | (10,238) | (1,087) | (2,401) |
Dividends paid | (140,738) | (122,850) | (111,758) |
Net cash (used in) provided by by financing activities | (135,879) | (85,924) | (111,486) |
Cash and cash equivalents - beginning of period | 0 | 0 | 0 |
Cash and cash equivalents - end of period | 0 | 0 | 0 |
Reportable legal entities | Pinnacle Foods Inc. | |||
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | 0 | 0 | 0 |
Cash flows from investing activities | |||
Intercompany accounts receivable/payable | 0 | 0 | 0 |
Intercompany loans | 0 | 0 | 0 |
Payments for business acquisition | 0 | 0 | 0 |
Investment in subsidiary | 135,879 | 85,924 | 111,486 |
Capital expenditures | 0 | 0 | 0 |
Sale of plant assets | 0 | 0 | |
Net cash used in investing activities | 135,879 | 85,924 | 111,486 |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 15,097 | 26,436 | 1,231 |
Excess tax benefits on stock-based compensation | 11,577 | 1,442 | |
Taxes paid related to net share settlement of equity awards | (10,238) | (1,087) | (2,401) |
Dividends paid | (140,738) | (122,850) | (111,758) |
Proceeds from notes offerings | 0 | ||
Proceeds from bank term loans | 0 | 0 | |
Repayments of long-term obligations | 0 | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 | |
Repayments of short-term borrowing | 0 | 0 | 0 |
Borrowings under revolving credit facility | 0 | ||
Repayments of revolving credit facility | 0 | ||
Intercompany accounts receivable/payable | 0 | 0 | 0 |
Return of Capital | 0 | 0 | 0 |
Intercompany loans | 0 | 0 | 0 |
Repayment of capital lease obligations | 0 | 0 | 0 |
Purchase of stock for treasury | |||
Debt acquisition costs | 0 | 0 | 0 |
Net cash (used in) provided by by financing activities | (135,879) | (85,924) | (111,486) |
Effect of exchange rate changes on cash | 0 | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents - beginning of period | 0 | 0 | 0 |
Cash and cash equivalents - end of period | 0 | 0 | 0 |
Reportable legal entities | PInnacle Foods Finance LLC | |||
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | (150,227) | (714) | (12,155) |
Cash flows from investing activities | |||
Intercompany accounts receivable/payable | 272,882 | 24,977 | 128,891 |
Intercompany loans | 129,106 | (880,122) | 0 |
Payments for business acquisition | 0 | 0 | 0 |
Investment in subsidiary | 122,425 | 76,472 | |
Capital expenditures | 0 | 0 | 0 |
Sale of plant assets | 0 | 0 | |
Net cash used in investing activities | 524,413 | (778,673) | 128,891 |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 0 | 0 | 0 |
Excess tax benefits on stock-based compensation | 0 | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | 0 | 0 |
Dividends paid | 0 | 0 | 0 |
Proceeds from notes offerings | 350,000 | ||
Proceeds from bank term loans | 2,262,000 | 547,250 | |
Repayments of long-term obligations | (2,487,370) | (9,375) | (5,250) |
Proceeds from short-term borrowing | 0 | 0 | |
Repayments of short-term borrowing | 0 | 0 | 0 |
Borrowings under revolving credit facility | 0 | ||
Repayments of revolving credit facility | 0 | ||
Intercompany accounts receivable/payable | 0 | 0 | 0 |
Return of Capital | (135,879) | (85,924) | (111,486) |
Intercompany loans | 0 | 0 | 0 |
Repayment of capital lease obligations | 0 | 0 | 0 |
Purchase of stock for treasury | 0 | ||
Debt acquisition costs | (12,937) | (22,564) | 0 |
Net cash (used in) provided by by financing activities | (374,186) | 779,387 | (116,736) |
Effect of exchange rate changes on cash | 0 | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents - beginning of period | 0 | 0 | 0 |
Cash and cash equivalents - end of period | 0 | 0 | 0 |
Reportable legal entities | Guarantor Subsidiaries | |||
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | 551,034 | 474,237 | 394,876 |
Cash flows from investing activities | |||
Intercompany accounts receivable/payable | 18,111 | 541 | (14,400) |
Intercompany loans | 0 | 0 | (801) |
Payments for business acquisition | (37,487) | (985,365) | 1,102 |
Capital expenditures | (91,286) | (96,404) | (101,353) |
Sale of plant assets | 517 | 1,618 | |
Net cash used in investing activities | (110,145) | (1,081,228) | (113,834) |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 0 | 0 | 0 |
Excess tax benefits on stock-based compensation | 0 | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | 0 | 0 |
Dividends paid | 0 | 0 | 0 |
Proceeds from notes offerings | 0 | ||
Proceeds from bank term loans | 0 | 0 | |
Repayments of long-term obligations | (4,159) | (4,366) | (3,620) |
Proceeds from short-term borrowing | 4,452 | 4,261 | |
Repayments of short-term borrowing | (4,785) | (4,259) | (4,480) |
Borrowings under revolving credit facility | 0 | ||
Repayments of revolving credit facility | 0 | ||
Intercompany accounts receivable/payable | (272,882) | (24,977) | (128,891) |
Return of Capital | (122,425) | (76,472) | 0 |
Intercompany loans | (129,106) | 880,122 | 0 |
Repayment of capital lease obligations | (6,998) | (3,940) | (3,585) |
Purchase of stock for treasury | 0 | ||
Debt acquisition costs | 0 | 0 | 0 |
Net cash (used in) provided by by financing activities | (540,355) | 770,560 | (136,315) |
Effect of exchange rate changes on cash | 0 | 0 | 0 |
Net change in cash and cash equivalents | (99,466) | 163,569 | 144,727 |
Cash and cash equivalents - beginning of period | 341,238 | 177,669 | 32,942 |
Cash and cash equivalents - end of period | 241,772 | 341,238 | 177,669 |
Reportable legal entities | Nonguarantor Subsidiaries | |||
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | 15,146 | 13,981 | (9,810) |
Cash flows from investing activities | |||
Intercompany accounts receivable/payable | 0 | 0 | 0 |
Intercompany loans | 0 | ||
Payments for business acquisition | 0 | 0 | 0 |
Capital expenditures | (2,940) | (4,646) | (7,124) |
Sale of plant assets | 1,430 | 0 | |
Net cash used in investing activities | (1,510) | (4,646) | (7,124) |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 0 | 0 | 0 |
Excess tax benefits on stock-based compensation | 0 | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | 0 | 0 |
Dividends paid | 0 | 0 | 0 |
Proceeds from notes offerings | 0 | ||
Proceeds from bank term loans | 0 | 0 | |
Repayments of long-term obligations | 0 | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 | |
Repayments of short-term borrowing | 0 | 0 | 0 |
Borrowings under revolving credit facility | 0 | ||
Repayments of revolving credit facility | 0 | ||
Intercompany accounts receivable/payable | (18,111) | (541) | 14,400 |
Return of Capital | 0 | 0 | 0 |
Intercompany loans | 0 | 0 | 801 |
Repayment of capital lease obligations | (126) | (10) | 0 |
Purchase of stock for treasury | 0 | ||
Debt acquisition costs | 0 | 0 | 0 |
Net cash (used in) provided by by financing activities | (18,237) | (551) | 15,201 |
Effect of exchange rate changes on cash | 819 | 174 | (922) |
Net change in cash and cash equivalents | (3,782) | 8,958 | (2,655) |
Cash and cash equivalents - beginning of period | 11,838 | 2,880 | 5,535 |
Cash and cash equivalents - end of period | 8,056 | 11,838 | 2,880 |
Eliminations and Reclassifications | |||
Cash flows from operating activities | |||
Net cash (used in) provided by operating activities | 0 | 0 | 0 |
Cash flows from investing activities | |||
Intercompany accounts receivable/payable | (290,993) | (25,518) | (114,491) |
Intercompany loans | (129,106) | 880,122 | 801 |
Payments for business acquisition | 0 | 0 | 0 |
Investment in subsidiary | (258,304) | (162,396) | (111,486) |
Capital expenditures | 0 | 0 | 0 |
Sale of plant assets | 0 | 0 | |
Net cash used in investing activities | (678,403) | 692,208 | (225,176) |
Cash flows from financing activities | |||
Proceeds from issuance of common stock | 0 | 0 | 0 |
Excess tax benefits on stock-based compensation | 0 | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | 0 | 0 |
Dividends paid | 0 | 0 | 0 |
Proceeds from notes offerings | 0 | ||
Proceeds from bank term loans | 0 | 0 | |
Repayments of long-term obligations | 0 | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 | |
Repayments of short-term borrowing | 0 | 0 | 0 |
Borrowings under revolving credit facility | 0 | ||
Repayments of revolving credit facility | 0 | ||
Intercompany accounts receivable/payable | 290,993 | 25,518 | 114,491 |
Return of Capital | 258,304 | 162,396 | 111,486 |
Intercompany loans | 129,106 | (880,122) | (801) |
Repayment of capital lease obligations | 0 | 0 | 0 |
Purchase of stock for treasury | 0 | ||
Debt acquisition costs | 0 | 0 | 0 |
Net cash (used in) provided by by financing activities | 678,403 | (692,208) | 225,176 |
Effect of exchange rate changes on cash | 0 | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents - beginning of period | 0 | 0 | 0 |
Cash and cash equivalents - end of period | $ 0 | $ 0 | $ 0 |
Schedule I - Condensed Finan104
Schedule I - Condensed Financial Statements - Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Condensed Income Statements, Captions [Line Items] | |||
Equity in earnings of investees | $ 0 | $ 0 | $ 0 |
Earnings before interest and taxes | 279,222 | 340,547 | 336,387 |
Provision for income taxes | (252,999) | 129,430 | 123,879 |
Net earnings | 532,049 | 211,117 | 212,508 |
Total comprehensive earnings (loss) | 553,540 | 218,936 | 190,854 |
Pinnacle Foods Inc. | |||
Condensed Income Statements, Captions [Line Items] | |||
Equity in earnings of investees | 532,049 | 211,117 | 212,508 |
Earnings before interest and taxes | 532,049 | 211,117 | 212,508 |
Provision for income taxes | 0 | 0 | 0 |
Net earnings | 532,049 | 211,117 | 212,508 |
Total comprehensive earnings (loss) | $ 553,368 | $ 218,936 | $ 190,854 |
Schedule I - Condensed Finan105
Schedule I - Condensed Financial Statements - Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 25, 2016 |
Current assets: | ||
Total current assets | $ 1,032,317 | $ 1,098,836 |
Assets, Noncurrent [Abstract] | ||
Investment in subsidiaries | 0 | 0 |
Total assets | 6,578,264 | 6,687,966 |
Current liabilities: | ||
Accrued liabilities | 122,131 | 166,741 |
Dividends payable | 40,470 | 35,233 |
Total liabilities | 4,198,026 | 4,739,024 |
Commitments and contingencies (Note 14) | ||
Shareholders' equity | 2,379,132 | 1,948,008 |
Total liabilities and shareholders' equity | 6,578,264 | 6,687,966 |
Pinnacle Foods Inc. | ||
Current assets: | ||
Due from subsidiaries | 102,335 | 96,923 |
Total current assets | 102,335 | 96,923 |
Assets, Noncurrent [Abstract] | ||
Investment in subsidiaries | 2,317,445 | 1,886,496 |
Total assets | 2,419,780 | 1,983,419 |
Current liabilities: | ||
Accrued liabilities | 178 | 178 |
Dividends payable | 40,470 | 35,233 |
Total liabilities | 40,648 | 35,411 |
Commitments and contingencies (Note 14) | ||
Shareholders' equity | 2,379,132 | 1,948,008 |
Total liabilities and shareholders' equity | $ 2,419,780 | $ 1,983,419 |
Schedule I - Condensed Finan106
Schedule I - Condensed Financial Statements - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 | |
Cash flows from operating activities | |||
Net earnings | $ 532,049 | $ 211,117 | $ 212,508 |
Non-cash charges (credits) to net earnings | |||
Deferred taxes | (305,425) | 48,182 | 115,584 |
Equity in (earnings) of investees | 0 | 0 | 0 |
Net cash provided by operating activities | 415,953 | 487,504 | 372,911 |
Cash flows from investing activities | |||
Reduction in investment in subsidiaries | (37,487) | (985,365) | 1,102 |
Net cash used in investing activities | (129,766) | (1,086,415) | (105,757) |
Cash flows from financing activities | |||
Net proceeds from issuance of common stock | 15,097 | 26,436 | 1,231 |
Dividends paid | (140,738) | (122,850) | (111,758) |
Excess tax benefits on stock-based compensation | 0 | 11,577 | 1,442 |
Taxes paid related to net share settlement of equity awards | (10,238) | (1,087) | (2,401) |
Net cash (used in) provided by by financing activities | (390,254) | 771,264 | (124,160) |
Cash and cash equivalents - beginning of period | 353,076 | 180,549 | 38,477 |
Cash and cash equivalents - end of period | 249,828 | 353,076 | 180,549 |
Pinnacle Foods Inc. | |||
Cash flows from operating activities | |||
Net earnings | 532,049 | 211,117 | 212,508 |
Non-cash charges (credits) to net earnings | |||
Deferred taxes | 0 | 0 | 0 |
Equity in (earnings) of investees | (532,049) | (211,117) | (212,508) |
Net cash provided by operating activities | 0 | 0 | 0 |
Cash flows from investing activities | |||
Reduction in investment in subsidiaries | 135,879 | 85,924 | 111,486 |
Net cash used in investing activities | 135,879 | 85,924 | 111,486 |
Cash flows from financing activities | |||
Net proceeds from issuance of common stock | 15,097 | 26,436 | 1,231 |
Dividends paid | (140,738) | (122,850) | (111,758) |
Excess tax benefits on stock-based compensation | 0 | 11,577 | 1,442 |
Taxes paid related to net share settlement of equity awards | (10,238) | (1,087) | (2,401) |
Net cash (used in) provided by by financing activities | (135,879) | (85,924) | (111,486) |
Cash and cash equivalents - beginning of period | 0 | 0 | 0 |
Cash and cash equivalents - end of period | $ 0 | $ 0 | $ 0 |
Peak Finance Holdings LLC | |||
Cash flows from financing activities | |||
Ownership percentage | 100.00% | ||
PInnacle Foods Finance LLC | Peak Finance Holdings LLC | |||
Cash flows from financing activities | |||
Ownership percentage | 100.00% |