Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
May 28, 2016 | Jul. 15, 2016 | Nov. 28, 2015 | |
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | May 28, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | CAL-MAINE FOODS INC | ||
Entity Central Index Key | 16,160 | ||
Current Fiscal Year End Date | --05-28 | ||
Entity Filer Category | Large Accelerated Filer | ||
Trading Symbol | calm | ||
Entity Public Float | $ 1,702,922,791 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | Yes | ||
Common Stock [Member] | |||
Entity Common Stock, Shares Outstanding | 43,734,955 | ||
Class A Common Stock [Member] | |||
Entity Common Stock, Shares Outstanding | 4,800,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 29,046 | $ 8,667 |
Investment securities available-for-sale | 360,499 | 249,961 |
Receivables: | ||
Trade receivables, less allowance for doubtful accounts of $727 in 2016 and $513 in 2015 | 62,012 | 99,013 |
Income tax receivable | 11,830 | |
Other | 5,436 | 2,964 |
Total receivables | 79,278 | 101,977 |
Inventories | 154,799 | 146,260 |
Prepaid expenses and other current assets | 2,661 | 2,099 |
Total current assets | 626,283 | 508,964 |
Other assets: | ||
Other investments | 53,975 | 18,843 |
Goodwill | 29,196 | 29,196 |
Other intangible assets | 4,958 | 7,560 |
Other long-lived assets | 5,079 | 5,300 |
Total other assets | 93,208 | 60,899 |
Property, plant and equipment, less accumulated depreciation | 392,274 | 358,790 |
TOTAL ASSETS | 1,111,765 | 928,653 |
Current liabilities: | ||
Trade accounts payable | 36,262 | 44,709 |
Accrued dividends payable | 15,372 | |
Accrued wages and benefits | 23,198 | 16,939 |
Accrued income taxes payable | 5,288 | |
Accrued expenses and other liabilities | 7,671 | 9,173 |
Current maturities of long-term debt | 16,320 | 10,065 |
Total current liabilities | 83,451 | 101,546 |
Long-term debt, less current maturities | 9,250 | 40,795 |
Other noncurrent liabilities | 6,321 | 5,745 |
Deferred income taxes | 95,382 | 76,005 |
Total liabilities | 194,404 | 224,091 |
Commitments and contingencies – See Notes 8, 9, and 13 | ||
Stockholders' equity: | ||
Paid-in capital | 46,404 | 43,304 |
Retained earnings | 890,440 | 679,969 |
Accumulated other comprehensive income (loss), net of tax | (48) | 22 |
Common stock in treasury, at cost –26,524 and 26,563 shares in 2016 and 2015, respectively | (22,272) | (20,482) |
Total Cal-Maine Foods, Inc. stockholders' equity | 915,275 | 703,564 |
Noncontrolling interest in consolidated entities | 2,086 | 998 |
Total stockholders' equity | 917,361 | 704,562 |
Total liabilities and stockholders' equity | 1,111,765 | 928,653 |
Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock | 703 | 703 |
Total stockholders' equity | 703 | 703 |
Class A Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock | 48 | 48 |
Total stockholders' equity | $ 48 | $ 48 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Allowance for doubtful accounts | $ 727 | $ 513 |
Treasury stock, shares | 26,524,000 | 26,563,000 |
Common Stock [Member] | ||
Common stock, par value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 70,261,000 | 70,261,000 |
Common stock, shares outstanding | 43,737,000 | 43,698,000 |
Class A Common Stock [Member] | ||
Common stock, par value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 4,800,000 | 4,800,000 |
Common stock, shares issued | 4,800,000 | 4,800,000 |
Common stock, shares outstanding | 4,800,000 | 4,800,000 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Consolidated Statements Of Income [Abstract] | |||
Net sales | $ 1,908,650 | $ 1,576,128 | $ 1,440,907 |
Cost of sales | 1,260,576 | 1,180,407 | 1,138,143 |
Gross profit | 648,074 | 395,721 | 302,764 |
Selling, general and administrative | 177,760 | 160,386 | 156,712 |
Operating income | 470,314 | 235,335 | 146,052 |
Other income (expense): | |||
Interest expense | (1,156) | (2,313) | (3,755) |
Interest income | 4,314 | 1,798 | 1,099 |
Patronage dividends | 6,930 | 6,893 | 6,139 |
Equity in income of affiliates | 5,016 | 2,657 | 3,512 |
Other, net | 1,831 | 2,179 | 8,795 |
Total other income | 16,935 | 11,214 | 15,790 |
Income before income taxes and noncontrolling interest | 487,249 | 246,549 | 161,842 |
Income tax expense | 169,202 | 84,268 | 52,035 |
Net income including noncontrolling interest | 318,047 | 162,281 | 109,807 |
Less: Net income attributable to noncontrolling interest | 2,006 | 1,027 | 600 |
Net income attributable to Cal-Maine Foods, Inc. | $ 316,041 | $ 161,254 | $ 109,207 |
Net income per share: | |||
Basic | $ 6.56 | $ 3.35 | $ 2.27 |
Diluted | $ 6.53 | $ 3.33 | $ 2.26 |
Weighted average shares outstanding: | |||
Basic | 48,195 | 48,136 | 48,095 |
Diluted | 48,365 | 48,437 | 48,297 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Consolidated Statements Of Comprehensive Income [Abstract] | |||
Net income including noncontrolling interests | $ 318,047 | $ 162,281 | $ 109,807 |
Other comprehensive income, before tax: | |||
Unrealized holding gain (loss) on available-for-sale securities, net of reclassification adjustments | (25) | (143) | 392 |
(Increase) decrease in accumulated postretirement benefits obligation, net of reclassification adjustments | (118) | (741) | 255 |
Other comprehensive income (loss), before tax | (143) | (884) | 647 |
Income tax (benefit) expense related to items of other comprehensive income (loss) | (73) | (345) | 252 |
Other comprehensive income (loss), net of tax | (70) | (539) | 395 |
Comprehensive income | 317,977 | 161,742 | 110,202 |
Less: comprehensive income attributable to the noncontrolling interest | 2,006 | 1,027 | 600 |
Comprehensive income attributable to Cal-Maine Foods, Inc. | $ 315,971 | $ 160,715 | $ 109,602 |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Class A Common Stock [Member] | Treasury Stock [Member] | Paid In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Noncontrolling Interests [Member] | Total |
Balance at Jun. 01, 2013 | $ 351 | $ 24 | $ (20,572) | $ 39,052 | $ 498,711 | $ 166 | $ 312 | $ 518,044 |
Balance, shares at Jun. 01, 2013 | 35,130,000 | 2,400,000 | 13,432,000 | |||||
Dividends | (35,044) | (35,044) | ||||||
Issuance of restricted stock from treasury, net of forfeitures | $ 98 | (98) | ||||||
Issuance of restricted stock from treasury, net of forfeitures, shares | (63,000) | |||||||
Purchase of company stock - shares withheld to satisfy withholding obligation in connection with the vesting of restricted stock | $ (9) | (9) | ||||||
Purchase of company stock - shares withheld to satisfy withholding obligation in connection with the vesting of restricted stock, shares | 1,000 | |||||||
Proceeds from stock option exercise | $ 30 | 88 | 118 | |||||
Proceeds from stock option exercise, shares | (20,000) | |||||||
Restricted stock compensation expense | 1,274 | 1,274 | ||||||
Tax benefit on nonqualifying disposition of incentive stock options | 160 | 160 | ||||||
Net income | 109,207 | 600 | 109,807 | |||||
Other comprehensive income, net of tax | 395 | 395 | ||||||
Balance at May. 31, 2014 | $ 351 | $ 24 | $ (20,453) | 40,476 | 572,874 | 561 | 912 | 594,745 |
Balance, shares at May. 31, 2014 | 35,130,000 | 2,400,000 | 13,350,000 | |||||
Dividends | (53,784) | (53,784) | ||||||
2-for-1 stock split effected in the form of a dividend | $ 352 | $ 24 | $ (133) | 132 | (375) | |||
2-for-1 stock split effected in the form of a dividend, shares | 35,131,000 | 2,400,000 | (13,340,000) | |||||
Issuance of restricted stock from treasury, net of forfeitures | $ 70 | (70) | ||||||
Issuance of restricted stock from treasury, net of forfeitures, shares | (91,000) | |||||||
Purchase of company stock - shares withheld to satisfy withholding obligation in connection with the vesting of restricted stock | $ (2) | 2 | ||||||
Proceeds from stock option exercise | $ 36 | 101 | $ 137 | |||||
Proceeds from stock option exercise, shares | (36,000) | (46,000) | ||||||
Restricted stock compensation expense | 2,268 | $ 2,268 | ||||||
Tax benefit on nonqualifying disposition of incentive stock options | 395 | 395 | ||||||
Distribution to noncontrolling interest partners | (941) | (941) | ||||||
Net income | 161,254 | 1,027 | 162,281 | |||||
Other comprehensive income, net of tax | (539) | (539) | ||||||
Balance at May. 30, 2015 | $ 703 | $ 48 | $ (20,482) | 43,304 | 679,969 | 22 | 998 | 704,562 |
Balance, shares at May. 30, 2015 | 70,261,000 | 4,800,000 | 26,563,000 | |||||
Dividends | (105,570) | (105,570) | ||||||
Issuance of restricted stock from treasury, net of forfeitures | $ (58) | 58 | ||||||
Issuance of restricted stock from treasury, net of forfeitures, shares | (76,000) | |||||||
Purchase of company stock - shares withheld to satisfy withholding obligation in connection with the vesting of restricted stock | $ (1,848) | (1,848) | ||||||
Purchase of company stock - shares withheld to satisfy withholding obligation in connection with the vesting of restricted stock, shares | 37,000 | |||||||
Restricted stock compensation expense | 3,071 | 3,071 | ||||||
Tax benefit on nonqualifying disposition of incentive stock options | 87 | 87 | ||||||
Distribution to noncontrolling interest partners | (918) | (918) | ||||||
Net income | 316,041 | 2,006 | 318,047 | |||||
Other comprehensive income, net of tax | (70) | (70) | ||||||
Balance at May. 28, 2016 | $ 703 | $ 48 | $ (22,272) | $ 46,404 | $ 890,440 | $ (48) | $ 2,086 | $ 917,361 |
Balance, shares at May. 28, 2016 | 70,261,000 | 4,800,000 | 26,524,000 |
Consolidated Statements Of Sto7
Consolidated Statements Of Stockholders' Equity (Parenthetical) | 12 Months Ended | |
May 28, 2016 | May 30, 2015 | |
Consolidated Statements Of Stockholders' Equity [Abstract] | ||
Stock split ratio | 2 | 2 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Cash flows from operating activities | |||
Net income including noncontrolling interests | $ 318,047 | $ 162,281 | $ 109,807 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 44,592 | 40,708 | 37,203 |
Deferred income taxes | 19,392 | 5,108 | 7,625 |
Equity in income of affiliates | (5,016) | (2,657) | (3,512) |
Non-cash gain on Delta Egg acquisition | (3,976) | ||
(Gain) loss on disposal of property, plant and equipment | (1,563) | 568 | 651 |
Stock compensation expense, net of amounts paid | 3,071 | 2,268 | 1,273 |
Recovery of note receivable | (798) | (584) | |
(Gain) loss on fair value adjustment of contingent consideration | 256 | 4,359 | |
Change in operating assets and liabilities, net of effects from acquisitions: | |||
(Increase) decrease in receivables and other assets | 21,160 | (18,961) | (2,282) |
(Increase) decrease in inventories | (8,539) | (143) | 8,909 |
Decrease in accrued expenses for payment of legal settlement expense | (28,000) | ||
Increase (decrease) in accounts payable, accrued expenses and other liabilities | (8,508) | 6,486 | (8,137) |
Net cash provided by operating activities | 381,838 | 195,330 | 123,920 |
Cash flows from investing activities | |||
Purchase of investments | (403,204) | (202,506) | (142,585) |
Sales of investments | 292,452 | 146,779 | 108,117 |
Acquisition of businesses, net of cash acquired | (11,548) | ||
Purchases of property, plant and equipment | (76,125) | (82,263) | (59,188) |
Payments received on notes receivable and from investments in affiliates | 5,427 | 2,019 | 5,003 |
Net proceeds from disposal of property, plant and equipment | 2,860 | 2,499 | 818 |
Net cash used in investing activities | (212,549) | (141,632) | (99,383) |
Cash flows from financing activities | |||
Principal payments on long-term debt | (25,290) | (10,233) | (10,745) |
Distributions to noncontrolling interests | (918) | (940) | |
Proceeds from issuance of common stock from treasury, net (including tax benefit on nonqualifying disposition of incentive stock options) | (1,760) | 531 | 279 |
Payments of dividends | (120,942) | (48,910) | (24,534) |
Net cash used in financing activities | (148,910) | (59,552) | (35,000) |
Increase (decrease) in cash and cash equivalents | 20,379 | (5,854) | (10,463) |
Cash and cash equivalents at beginning of year | 8,667 | 14,521 | 24,984 |
Cash and cash equivalents at end of year | 29,046 | 8,667 | 14,521 |
Supplemental cash flow information: | |||
Income taxes, net of refunds received | 166,840 | 75,533 | 41,626 |
Interest (net of amount capitalized) | 1,067 | 2,313 | $ 3,152 |
Southwest Specialty Eggs, LLC [Member] | |||
Cash flows from investing activities | |||
Investment in joint ventures | $ (8,160) | ||
Red River Valley Egg Farm, LLC [Member] | |||
Cash flows from investing activities | |||
Investment in joint ventures | $ (33,959) |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
May 28, 2016 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 1. Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of Cal-Maine Foods, Inc. and its subsidiaries (“we,” “us,” “our,” or the “Company”). All significant intercompany transactions and accounts have been eliminated in consolidation. Business The Company is principally engaged in the production, processing and distribution of shell eggs. The Company’s operations are significantly affected by the market price fluctuation of its principal product, shell eggs, and the costs of its principal feed ingredients, corn, soybean meal, and other grains. The Company sells shell eggs to a diverse group of customers, including national and local grocery store chains, club stores, foodservice distributors, and egg product consumers. T he Company’s sales are primarily in the southeastern, southwestern, mid-western and mid-Atlantic regions of the United States. Credit is extended based upon an evaluation of each customer’s financial condition and credit history and generally collateral is not required. Credit losses have consistently been within management’s expectations. Two customers, Wal-Mart and Sam’s Club, on a combined basis, accounted for 28.9% , 25.7% and 28.2% of the Company’s net sales in fiscal years 2016 , 2015 , and 2014 , respectively. Fiscal Year The Company’s fiscal year-end is on the Saturday nearest May 31, which was May 28, 2016 , May 30, 2015 , and May 31, 2014 for the most recent three fiscal years. All three years fiscal years were 52 week years. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. We maintain bank accounts that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 . At May 28, 2016 and routinely throughout these years, the Company maintained cash balances with certain financial institutions in excess of federally insured amounts. The Company has not experienced any losses in such accounts. The Company manages this risk through maintaining cash deposits and other highly liquid investments in high quality financial institutions. We primarily utilize a cash management system with a series of separate accounts consisting of lockbox accounts for receiving cash, concentration accounts where funds are moved to, and several zero-balance disbursement accounts for funding payroll and accounts payable. Checks issued, but not presented to the banks for payment, may result in negative book cash balances, which are included in accounts payable. At May 28, 2016 , and May 30, 2015 , checks outstanding in excess of related book cash balances totaled zero and $1.8 million, respectively. Investment Securities Our investment securities are accounted for in accordance with ASC 320, “Investments-Debt and Equity Securities” (“ASC 320”). The Company considers all of its investment securities for which there is a determinable fair market value and there are no restrictions on the Company's ability to sell within the next 12 months as available-for-sale. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported as a separate component of stockholders' equity. We had unrealized gains, net of tax, of $363,000 and $ 372,000 at May 28, 2016 and May 30, 2015 , respectively, which are included in the line item “Accumulated other comprehensive income (loss), net of tax” on our Consolidated Balance Sheet. Realized gains and losses are included in other income. The cost basis for realized gains and losses on available-for-sale securities is determined on the specific identification method. At May 28, 2016 and May 30, 2015 , we had $ 360.5 million and $ 250.0 million, respectively, of current investment securities available-for-sale consisting of commercial paper, time deposits, U.S. government obligations, government agency bonds, taxable municipal bonds, tax-exempt municipal bonds, zero coupon municipal bonds and corporate bonds with maturities of three months or longer when purchased. We classified these securities as current, because the amounts invested are available for current operations. At May 28, 2016 and May 30, 2015 we had $1.9 million and $1.7 million, respectively, of investments in mutual funds which are considered long term and are a part of “Other Investments” in the Consolidated Balance Sheet. Investment in Affiliates The equity method of accounting is used when the Company has a 20% to 50% interest in other entities or when the Company exercises significant influence over the entity. Under the equity method, original investments are recorded at cost and adjusted by the Company’s share of undistributed earnings or losses of these entities. Nonmarketable investments in which the Company has less than a 20% interest and in which it does not have the ability to exercise significant influence over the investee are initially recorded at cost, and periodically reviewed for impairment. Trade Receivables and Allowance for Doubtful Accounts Trade receivables are comprised primarily of amounts owed to the Company from customers, which amounted to $ 62.0 million at May 28, 2016 and $ 99.0 million at May 30, 2015 . They are presented net of an allowance for doubtful accounts of $727,000 at May 28, 2016 and $ 513,000 at May 30, 2015 . The Company extends credit to customers based upon an evaluation of each customer’s financial condition and credit history. Although credit risks associated with our customers are considered minimal, we routinely review our accounts receivable balances and make provisions for probable doubtful accounts. In circumstances where management is aware of a specific customer’s inability to meet its financial obligations to us (e.g., bankruptcy filings), a reserve is recorded to reduce the receivable to the amount expected to be collected. For all other customers, we recognize reserves for bad debt based on the length of time the receivables are past due, generally 100 % for amounts more than 60 days past due. Collateral is generally not required. Credit losses have consistently been within management’s expectations. At both May 28, 2016 and May 30, 2015 two customers accounted for approximately 29% and 24% of the Company’s trade accounts receivable, respectively. Inventories Inventories of eggs, feed, supplies and livestock are valued principally at the lower of cost (first-in, first-out method) or market. The cost associated with flocks, consisting principally of chick purchases, feed, labor, contractor payments and overhead costs, are accumulated during a growing period of approximately 22 weeks. Flock costs are amortized to cost of sales over the productive lives of the flocks, generally one to two years. Flock mortality is charged to cost of sales as incurred. The Company does not disclose the gross cost and accumulated amortization with respect to its flock inventories since this information is not utilized by management in the operation of the Company. Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is provided by the straight-line method over the estimated useful lives, which are 15 to 25 years for buildings and improvements and 3 to 12 years for machinery and equipment. Repairs and maintenance are expensed as incurred. Expenditures that increase the value or productive capacity of assets are capitalized. When property, plant, and equipment are retired, sold, or otherwise disposed of, the asset’s carrying amount and related accumulated depreciation are removed from the accounts and any gain or loss is included in operations. The Company capitalizes interest cost incurred on funds used to construct property, plant, and equipment as part of the asset to which it relates, and is amortized over the asset’s estimated useful life. Impairment of Long-Lived Assets The Company reviews the carrying value of long-lived assets, other than goodwill, for impairment whenever events and circumstances indicate the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where expected future cash flows (undiscounted and without interest charges) are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition, and other economic factors. Intangible Assets Included in other intangible assets are separable intangible assets acquired in business acquisitions, which include franchise fees, non-compete agreements and customer relationship intangibles, and are amortized over their estimated useful lives of 3 to 25 years. The gross cost and accumulated amortization of intangible assets are removed when the recorded amounts have been fully amortized and the asset is no longer in use or the contract has expired. Included in other long-lived assets are loan acquisition costs, which are amortized over the life of the related loan. Goodwill Goodwill represents the excess of the purchase price over the fair value of the identifiable net assets acquired. Goodwill is evaluated for impairment annually by first performing a qualitative assessment to determine whether a quantitative goodwill test is necessary. After assessing the totality of events or circumstances, if we determine it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then we perform additional quantitative tests to determine the magnitude of any impairment. Accrued Self Insurance We use a combination of insurance and self-insurance mechanisms to provide for the potential liabilities for health and welfare, workers’ compensation, auto liability and general liability risks. Liabilities associated with our risks retained are estimated, in part, by considering claims experience, demographic factors, severity factors and other actuarial assumptions. Dividends Cal-Maine pays a dividend to shareholders of its Common Stock and Class A Common Stock on a quarterly basis for each quarter for which the Company reports net income computed in accordance with generally accepted accounting principles in an amount equal to one-third (1/3) of such quarterly income. Dividends are paid to shareholders of record as of the 60 th day following the last day of such quarter, except for the fourth fiscal quarter. For the fourth quarter, the Company will pay dividends to shareholders of record on the 65 th day after the quarter end. Dividends are payable on the 15 th day following the record date. Following a quarter for which the Company does not report net income, the Company will not pay a dividend for a subsequent profitable quarter until the Company is profitable on a cumulative basis computed from the date of the last quarter for which a dividend was paid. Dividends payable were zero and $15.4 million at May 28, 2016 and May 30, 2015 , respectively. These amounts represent accrued unpaid dividends applicable to the Company’s fourth quarter net income for each fiscal year. Treasury Stock Treasury stock purchases are accounted for under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. The grant of restricted stock through the Company’s share-based compensation plans is funded through the issuance of treasury stock. Gains and losses on the subsequent reissuance of shares in accordance with the Company’s share-based compensation plans are credited or charged to paid-in capital in excess of par value using the average-cost method. Revenue Recognition and Delivery Costs The Company recognizes revenue only when all of the following criteria have been met: · Persuasive evidence of an arrangement exists; · Delivery has occurred; · The fee for the arrangement is determinable; and · Collectability is reasonably assured. The Company believes the above criteria are met upon delivery and acceptance of the product by our customers. Costs to deliver product to customers are included in selling, general and administrative expenses in the accompanying Consolidated Statements of Income and totaled $ 49.6 million, $ 47.0 million, and $ 43.0 million in fiscal years 2016 , 2015 , and 2014 , respectively. Sales revenue reported in the accompanying consolidated statements of income is reduced to reflect estimated returns and allowances. The Company records an estimated sales allowance for returns and discounts at the time of sale using historical trends based on actual sales returns and sales. Sales Incentives provided to Customers The Company periodically provides incentive offers to its customers to encourage purchases. Such offers include current discount offers (e.g., percentage discounts off current purchases), inducement offers (e.g., offers for future discounts subject to a minimum current purchase), and other similar offers. Current discount offers, when accepted by customers, are treated as a reduction to the sales price of the related transaction, while inducement offers, when accepted by customers, are treated as a reduction to sales price based on estimated future redemption rates. Redemption rates are estimated using the Company’s historical experience for similar inducement offers. Current discount and inducement offers are presented as a net amount in ‘‘Net sales.’’ Advertising Costs The Company expense d advertising costs as incurred of $ 10.3 million, $ 9.3 million, and $ 8.5 million in fiscal 2016 , 2015 , and 2014 , respectively. Income Taxes Income taxes are provided using the liability method. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s policy with respect to evaluating uncertain tax positions is based upon whether management believes it is more likely than not the uncertain tax positions will be sustained upon review by the taxing authorities. The tax positions must meet the more-likely-than-not recognition threshold with consideration given to the amounts and probabilities of the outcomes that could be realized upon settlement using the facts, circumstances and information at the reporting date. The Company will reflect only the portion of the tax benefit that will be sustained upon resolution of the position and applicable interest on the portion of the tax benefit not recognized. The Company shall initially and subsequently measure the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. Based upon management’s assessment, there are no uncertain tax positions expected to have a material impact on the Company’s consolidated financial statements. Stock Based Compensation We account for share-based compensation in accordance with ASC 718, “Compensation-Stock Compensation” (“ASC 718”). ASC 718 requires all share-based payments to employees, including grants of employee stock options, restricted stock and performance-based shares to be recognized in the income statement based on their fair values. ASC 718 requires the benefits of tax deductions in excess of recognized compensation cost to be reported as a financing cash flow. See Note 11: Stock Compensation Plans for more information. Net Income per Common Share Basic net income per share is based on the weighted average common and Class A shares outstanding. Diluted net income per share includes any dilutive effects of stock options outstanding and unvested restricted shares. Basic net income per share was calculated by dividing net income by the weighted-average number of common and Class A shares outstanding during the period. Diluted net income per share was calculated by dividing net income by the weighted-average number of common shares outstanding during the period plus the dilutive effects of stock options and unvested restricted shares. The computations of basic net income per share and diluted net income per share are as follows (in thousands): May 28, 2016 May 30, 2015 May 31, 2014 Net income attributable to Cal-Maine Foods, Inc. $ 316,041 $ 161,254 $ 109,207 Basic weighted-average common shares (including Class A) 48,195 48,136 48,095 Effect of dilutive securities: Common stock options and restricted stock 170 301 202 Dilutive potential common shares 48,365 48,437 48,297 Net income per common share: Basic $ 6.56 $ 3.35 $ 2.27 Diluted $ 6.53 $ 3.33 $ 2.26 Contingencies Certain conditions may exist as of the date the financial statements are issued that may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed. The Company expenses the costs of litigation as they are incurred. Impact of Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09). The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific revenue guidance. The core principle of the model is to recognize revenue when control of the goods or services transfers to the customer in an amount that reflects the consideration that is expected to be received for those goods or services. In August 2015, FASB issued ASU 2015-14 which deferred the effective date of ASU 2014-09 until annual reporting periods beginning after December 15, 2017. Early adoption is not permitted. The guidance permits companies to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. The Company does not expect ASU 2014-09 to have a material impact on the consolidated financial statement presentation. In November 2015, the FASB issued ASU 2015-17, Income Taxes – Balance Sheet Classification of Deferred Taxes . The purpose of the standard is to simplify the presentation of deferred taxes on a classified balance sheet. Under current GAAP, deferred income tax assets and liabilities are separated into current and noncurrent amounts in the balance sheet. The amendments in ASU 2015-17 require that all deferred tax assets and liabilities be classified as noncurrent in the balance sheet. ASU 2015-17 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted. The Company adopted ASU 2015-17 during the fourth quarter of fiscal 2016 and retrospectively applied it to all reported periods. Adoption of ASU 2015-17 impacted our previously reported current ratio for fiscal 2015 by increasing it from 3.86 as reported in the prior year to 5.01 as reported in this report . In February 2016, the FASB issued ASU 2016-02, Leases . The purpose of the standard is to improve transparency and comparability related to the accounting and reporting of leasing arrangements. The guidance will require balance sheet recognition for assets and liabilities associated with rights and obligations created by leases with terms greater than twelve months. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2016-02 on its financial statements and presentation. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Compensation Accounting . ASU 2016 -09 requires that excess tax benefits are recorded on the income statement as opposed to additional paid-in-capital, and treated as an operating activity on the statement of cash flows. ASU 2016-09 also allows companies to make an accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. ASU 2016- 09 is effective for annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company does not expect ASU 2016-09 to have a material impact on the consolidated financial statement presentation. |
Acquisition
Acquisition | 12 Months Ended |
May 28, 2016 | |
Acquisition [Abstract] | |
Acquisition | 2. Acquisition Effective March 1, 2014 , the Company purchased our joint venture partner’s 50% interest in Delta Egg Farm, LLC (“Delta Egg”) for $17.0 million. The Company previously owned 50% of Delta Egg through a joint venture with Moark, LLC. In conjunction with the acquisition, the Company recognized a non-recurring, non-cash gain of $4.0 million for the excess in purchase price over the carrying value of the 50% investment in the unconsolidated joint venture. This gain was recorded in “Other Income” in the Company’s Consolidated Statements of Income for fiscal 2014 . The gain is non-taxable, and therefore resulted in a $1.5 million reduction to the Company’s income tax expense for fiscal 2014. Additionally, the Company recorded a $3.3 million decrease to deferred income tax liabilities related to the outside basis of our equity investment in Delta Egg. Delta Egg’s assets include a feed mill and a production complex with capacity for approximately 1.2 million laying hens near Delta, Utah, as well as an organic complex with capacity for approximately 400,000 laying hens near Chase, Kansas. The results of the Company’s operation of the se assets are included in the Company’s consolidated financial statements since the respective date s of acquisition. Included in the Company’s consolidated financial statements for fiscal 2014 are revenues and net income from Delta Egg of $4.7 million and $1.3 million, respectively. Prior to the acquisition date the Company’s 50% share of net income was recorded “Equity in income of affiliates”. |
Investment In Affiliates
Investment In Affiliates | 12 Months Ended |
May 28, 2016 | |
Investment In Affiliates [Abstract] | |
Investment In Affiliates | 3. Investment in Affiliates On April 9, 2015, the Company entered into the Red River Valley Egg Farm, LLC (“Red River”) joint venture with Rose Acre Farms, Inc. The joint venture operates a state of the art shell egg production complex near Bogata, Red River County, Texas. The plans for the completed complex provide capacity for approximately 1.8 million cage-free laying hens. As of May 28, 2016 , the Company has contributed $34.0 million to fund its 50% share of the construction costs and expects to make future contributions of approximately $7.5 million. On July 25, 2014, the Company entered into the Southwest Specialty Eggs, LLC (“SWS”) joint venture with Hickman’s Egg Ranch. The SWS joint venture subsequently acquired the Egg-Land’s Best franchise for Arizona, southern California and Clark County (including Las Vegas), Nevada. The Company owns 50% of the SWS joint venture. The Company owns 50 % of each of Specialty Eggs LLC and Dallas Reinsurance, Co., LTD . as of May 28, 2016 . During fiscal 2014 the Company purchased our joint venture partner’s 50% interest in Delta Egg Farm (Refer to Note 2 – Acquisitions). Investment in affiliates, recorded using the equity method of accounting, are included in “Other Investments” in the accompanying Consolidated Balance Sheets and totaled $ 47.5 million and $ 13.1 million at May 28, 2016 and at May 30, 2015 , respectively. Equity in income of $5.0 million, $2.7 million, and $3.5 million from these entities has been included in the Consolidated Statements of Income for fiscal 2016 , 2015 , and 2014 , respectively. The Company is a member of Eggland’s Best, Inc. (“EB”), which is a cooperative. At May 28, 2016 and May 30, 2015 , “Other Investments” as shown on the Company’s Consolidat ed Balance Sheet includes the cost of th e Company’s investment in EB plus any qualified written allocations. The Company cannot exert significant influence over EB’s operating and financial activities; therefore, the Company accounts for this investment using the cost method. The carrying value of this investment at May 28, 2016 and May 30, 2015 was $ 3.5 million and $ 3.1 mi llion, respectively. The Company regularly transacts business with its affiliates. The following relates to the Company’s transactions with these unconsolidated affiliates (in thousands): For the fiscal year ended May 28, 2016 May 30, 2015 May 31, 2014 Sales to affiliates $ 61,094 $ 46,989 $ 44,798 Purchases from affiliates 79,419 62,659 74,325 Dividends from affiliates 4,550 1,250 4,650 May 28, 2016 May 30, 2015 Accounts receivable from affiliates $ 3,483 $ 4,253 Accounts payable to affiliates 1,464 2,118 |
Inventories
Inventories | 12 Months Ended |
May 28, 2016 | |
Inventories [Abstract] | |
Inventories | 4. Inventories Inventories consisted of the following (in thousands): May 28, 2016 May 30, 2015 Flocks, net of accumulated amortization $ 94,312 $ 87,280 Eggs 11,519 15,507 Feed and supplies 48,968 43,473 $ 154,799 $ 146,260 The Company expensed amortization and mortality associated with the flocks to cost of sales as follows (in thousands): May 28, 2016 May 30, 2015 May 31, 2014 Amortization $ 106,459 $ 108,570 $ 98,556 Mortality 3,665 3,803 3,818 Total flock costs charge to cost of sales $ 110,124 $ 112,373 $ 102,374 |
Prepaid Expenses And Other Curr
Prepaid Expenses And Other Current Assets | 12 Months Ended |
May 28, 2016 | |
Prepaid Expenses And Other Current Assets [Abstract] | |
Prepaid Expenses And Other Current Assets | 5. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): May 28, 2016 May 30, 2015 Prepaid insurance $ 1,988 $ 1,526 Other prepaid expenses 624 420 Other current assets 49 153 $ 2,661 $ 2,099 |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 12 Months Ended |
May 28, 2016 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | 6. Goodwill and Other Intangible Assets Goodwill and other intangibles consisted of the following (in thousands): Other Intangibles Franchise Customer Non-compete Right of use Water Total other Goodwill rights relationships agreements intangible rights intangibles Balance May 31, 2014 $ 29,196 $ 1,354 $ 8,090 $ 68 $ 191 $ 720 $ 10,423 Additions - - - - - - - Amortization - (484) (2,317) (20) (42) - (2,863) Balance May 30, 2015 29,196 870 5,773 48 149 720 7,560 Additions - - - - - - - Amortization - (473) (2,088) (20) (21) - (2,602) Balance May 28, 2016 $ 29,196 $ 397 $ 3,685 $ 28 $ 128 $ 720 $ 4,958 For the Other Intangibles listed above, the gross carrying amounts and accumulated amortization are as follows (in thousands): May 28, 2016 May 30, 2015 Gross carrying Accumulated Gross carrying Accumulated amount amortization amount amortization Other intangible assets: Franchise rights $ 5,284 $ (4,887) $ 5,284 $ (4,414) Customer relationships 17,644 (13,959) 17,644 (11,871) Non-compete agreements 100 (72) 100 (52) Right of use intangible 191 (63) 191 (42) Water rights * 720 - 720 - Total $ 23,939 $ (18,981) $ 23,939 $ (16,379) * Water rights are an indefinite life intangible asset. No significant residual value is estimated for these intangible assets. Aggregate amortization expense for the fiscal years ended 2016 , 2015 , and 2014 totaled $ 2.6 million, $ 2.9 million, and $ 2.8 million, respectively. The following table represents the total estimated amortization of intangible assets for the five succeeding years (in thousands): For fiscal period Estimated amortization expense 2017 $ 1,097 2018 939 2019 897 2020 873 2021 336 Thereafter 96 Total $ 4,238 |
Property, Plant And Equipment
Property, Plant And Equipment | 12 Months Ended |
May 28, 2016 | |
Property, Plant And Equipment [Abstract] | |
Property, Plant And Equipment | 7. Property, Plant and Equipment Property, plant and equipment consisted of the following (in thousands): May 28 May 30 2016 2015 Land and improvements $ 80,775 $ 77,064 Buildings and improvements 291,888 270,076 Machinery and equipment 399,804 364,209 Construction-in-progress 50,178 42,893 822,645 754,242 Less: accumulated depreciation 430,371 395,452 $ 392,274 $ 358,790 Depreciation expense was $ 41.4 million, $ 37.3 million and $ 33.5 million in fiscal years 2016 , 2015 and 2014 , respectively. The Company maintains insurance for both property damage and business interruption relating to catastrophic events, such as fires. Insurance recoveries received for property damage and business interruption in excess of the net book value of damaged assets, clean-up and demolition costs, and post-event costs are recognized as income in the period received or committed when all contingencies associated with the recoveries are resolved. Gains on insurance recoveries related to business interruption are recorded within “Cost of sales” and any gains or losses related to property damage are recorded within “Other income (expense).” Insurance recoveries related to business interruption are classified as operating cash flows and recoveries related to property damage are classified as investing cash flows in the statement of cash flows. Insurance claims incurred or finalized during the fiscal years ended 201 6 , 201 5 , and 201 4 are discussed below. In the second quarter of fiscal 2014, a contract producer owned pullet complex in Florida was damaged by fire. The fire destroyed two contract producer owned pullet houses that contained the Company’s flocks. In the third quarter of fiscal 2014, the Company’s Shady Dale, Georgia complex was damaged by a fire. The fire destroyed two pul let houses. These claims were resolved in fiscal 2015 and did not have a material impact on the Company’s results of operations. |
Leases
Leases | 12 Months Ended |
May 28, 2016 | |
Leases [Abstract] | |
Leases | 8. Leases Future minimum payments under non-cancelable operating leases that have initial or remaining non-cancelable terms in excess of one year at May 28, 2016 are as follows (in thousands): 2017 $ 571 2018 310 2019 57 2020 7 Total minimum lease payments $ 945 Substantially all of the leases require t he Company to pay taxes, maintenance, insurance and certain other operating expenses applicable to the leased assets. Vehicle rent expense totaled $ 190,000 , $ 101,000 and $ 174,000 in fiscal 2016 , 2015 and 2014 , respectively. Rent expense excluding vehicle rent was $ 3.9 million, $ 3.0 million, and $ 2.7 million in fiscal 2016 , 2015 and 2014 , respectively, primarily for the lease of certain operating facilities and equipment. |
Credit Facilities And Long-Term
Credit Facilities And Long-Term Debt | 12 Months Ended |
May 28, 2016 | |
Credit Facilities And Long-Term Debt [Abstract] | |
Credit Facilities And Long-Term Debt | 9. Credit Facilities and Long-Term Debt Long-term debt consisted of the following (in thousands except interest rate and installment data): May 28 May 30 2016 2015 Note payable at 6.20% , due in monthly principal installments of $250,000 , plus interest, maturing in 2019 $ 10,500 $ 13,500 Note payable at 6.35% , due in monthly principal installments of $100,000 , plus interest, maturing in 2017 9,100 10,300 Note payable at 5.40% , due in monthly principal installments of $125,000 , plus interest, maturing in 2018 3,250 4,750 Note payable at 6.40% , due in monthly principal installments of $35,000 , plus interest, maturing in 2017 2,720 3,140 Note payable at 5.99% , due in monthly principal installments of $150,000 , plus interest, repaid in 2016 - 12,700 Series A Senior Secured Notes at 5.45% , due in monthly principal installments of $175,500 , plus interest, repaid in 2016 - 6,311 Note payable at 2.00% , due in semi-annual principal and interest payments of $20,790 , repaid in 2016 - 159 Total debt 25,570 50,860 Less: current maturities 16,320 10,065 Long-term debt, less current maturities $ 9,250 $ 40,795 The aggregate annual fiscal year maturities of long-term debt at May 28, 2016 are as follows (in thousands): 2017 $ 16,320 2018 4,500 2019 3,250 2020 1,500 $ 25,570 Certain property, plant, and equipment is pledged as collateral on our notes payable and senior secured notes. Unless otherwise approved by our lenders, we are required by provisions of our loan agreements to (1) maintain minimum levels of working capital (ratio of not less than 1.25 to 1) and net worth (minimum of $ 90.0 million tangible net worth, plus 45 % of cumulative net income); (2) limit dividends paid in any given quarter to not exceed an amount equal to one third of the previous quarter’s consolidated net income (allowed if no events of default), (3) maintain minimum total funded debt to total capitalization (debt to total tangible capitalization not to exceed 55 %); and (4) maintain various current and cash-flow coverage ratios ( 1.25 to 1), among other restrictions. At May 28, 2016 , we were in compliance with the financial covenant requirements of all loan agreements. Under certain of the loan agreements, the lenders have the option to require the prepayment of any outstanding borrowings in the event we undergo a change in control, as defined in the applicable loan agreement. Our debt agreements require Fred R. Adams, Jr., the Company’s Founder and Chairman Emeritus, or his family, to maintain ownership of Company shares representing not less than 50 % of the outstanding voting power of the Company. We are in compliance with those covenants at May 28, 2016 . Interest , net of amount capitalized, of $ 1.1 million, $ 2.3 million, and $ 3.2 million was paid during fiscal 2016 , 2015 and 2014 , respectively. Interest of $ 1.1 million, $ 1.2 million and $ 603,000 was capitalized for construction of certain facilities during fiscal 2016 , 2015 and 2014 , respectively. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
May 28, 2016 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans | 10. Employee Benefit Plans The Company maintains a medical plan that is qualified under Section 401(a) of the Internal Revenue Code and is not subject to tax under present income tax laws. The plan is funded by contributions from the Company and its employees. Under its plan, the Company self-insures its portion of medical claims for substantially all full-time employees. The Company uses stop-loss insurance to limit its portion of medical claims to $225,000 per occurrence. The Company's expenses including accruals for incurred but not reported claims were approximately $ 11.8 million, $ 9.6 million, and $ 9.8 million in fiscal years 2016 , 2015 and 2014 , respectively. The liability recorded for incurred but not reported claims was $770,000 as of May 28, 2016 an d 700,000 as of May 30, 2015 . The Company ha s a KSOP plan that cover s substantially all employees (“the Plan”). The Company makes cash contributions to the Plan at a rate of 3% of participants' eligible compensation, plus an additional amount determined at the discretion of the Board of Directors. Contributions can be made in cash or the Company's c ommon s tock, and vest immediately. The Company's cash contributions to the Plan were $ 2.9 million, $ 2.8 million, and $ 3.0 million in fiscal years 2016 , 2015 and 2014 , respectively. The Company did not make direct contributions of the Company’s common stock in fiscal years 2016 , 2015 , or 2014 . Dividends on the Company’s common stock are paid to the Plan in cash. The Plan acquires the Company’s common stock, which is listed on the NASDAQ, by using the dividends and the Company’s cash contribution to purchase shares in the public markets. The Plan sold common stock on the NASDAQ to pay benefits to Plan participants. Participants may make contributions to the Plan up to the maximum allowed by the Internal Revenue Service regulations. The Company does not match participant contributions. The Company has deferred compensation agreements with certain officers for payments to be made over specified periods beginning when the officers reach age 65 or over as specified in the agreements. Amounts accrued for the agreements are based upon deferred compensation earned over the estimated remaining service period of each officer. Payments made under the plan were $102,000 , $97,000 , and $50,000 in fiscal years 2016 , 2015 , and 2014 , respectively . The liability recorded related to these agreements was $1.6 million at May 28, 2016 and May 30, 2015 . In December 2006, the Company adopted an additional deferred compensation plan to provide deferred compensation to named officers of the Company. The awards issued under this plan were $ 284,000 , $ 241,000 , and $ 202,000 in fiscal 2016 , 2015 and 2014 , respectively. Payments made under the plan were $128,000 and 116,000 in fiscal 2016 and 2015 , respectively. The liability recorded related to these agreements was $1.9 million and $1.7 million at May 28, 2016 and May 30, 2015 , respectively. Deferred compensation expense for both plans totaled $ 347,000 , $ 470,000 and $ 425,000 in fiscal 2016 , 2015 and 2014 , respectively. Postretirement Medical Plan The Company maintains an unfunded postretirement medical plan to provide limited health benefits to certain qualified retired employees and officers. Retired non-officers and spouses are eligible for coverage until attainment of Medicare eligibility, at which time coverage ceases. Retired officers and spouses are eligible for lifetime benefits under the plan. Officers and their spouses, who retired prior to May 1, 2012, must participate in Medicare Plans A and B. Officers, and their spouses, who retire on or after May 1, 2012 must participate in Medicare Plans A, B, and D. The plan is accounted for in accordance with ASC 715, “Compensation – Retirement Benefits”, whereby an employer recognizes the funded status of a defined benefit postretirement plan as an asset or liability, and recognizes changes in the funded status in the year the change occurs through comprehensive income. Additionally, this expense is recognized on an accrual basis over the employees’ approximate period of employment. The liability associated with the plan was $1.8 million and $1.5 million as of May 28, 2016 and May 30, 2015 , respectively. The remaining disclosures associated with ASC 715 are immaterial to the company’s financial statements. |
Stock Compensation Plans
Stock Compensation Plans | 12 Months Ended |
May 28, 2016 | |
Stock Compensation Plans [Abstract] | |
Stock Compensation Plans | 11. Stock Compensation Plans On July 28, 2005, the Company’s Board of Directors approved the Cal-Maine Foods, Inc. Stock Appreciation Rights Plan (the "Rights Plan"). The Rights Plan covers 2,000,000 shares of Common Stock of the Company. Stock Appreciation Rights ("SARs") may be granted to any employee or non-employee member of the Board of Directors. Upon exercise of a SAR, the holder will receive cash equal to the difference between the fair market value of a single share of Common Stock at the time of exercise and the strike price which is equal to the fair market value of a single share of Common Stock on the date of the grant. The SARs have a ten -year term and vest over five years. On August 17, 2005, the Company issued 1,185,000 SARs under the Rights Plan with a strike price of $ 2.97 and, on August 26, 2005, the Company issued 90,000 SARs with a strike price of $ 3.36 . On August 24, 2006, the Company issued 30,000 SARs with a strike price of $ 3.47 . The Rights Plan was ratified by the Company’s shareholders at the annual meeting of shareholders on October 13, 2005. The last remaining SARs were exercised during fiscal 2016 which effectively terminated this plan. On October 5, 2012, shareholders approved the Cal-Maine Foods, Inc. 2012 Omnibus Long-Term Incentive Plan (“2012 Plan”). The purpose of the 2012 Plan is to assist us and our subsidiaries in attracting and retaining selected individuals who, serving as our employees, outside directors and consultants, are expected to contribute to our success and to achieve long-term objectives which will benefit our shareholders through the additional incentives inherent in the awards under the 2012 Plan. The maximum number of shares of common stock that are available for awards under the 2012 Plan is 1,000,000 shares issuable from the Company’s treasury stock. Awards may be granted under the 2012 Plan to any employee, any non-employee member of the Company’s Board of Directors, and any consultant who is a natural person and provides services to us or one of our subsidiaries (except for incentive stock options which may be granted only to our employees). I n January 201 6, the Company granted 78,560 r estricted shares from treasury. The restricted shares vest three years from the grant date , or upon death or disability, change in control, or retirement (subject to certain requirements). The restricted shares contain no other service or performance conditions. Restricted stock is awarded in the name of the recipient and except for the right of disposal, constitutes issued and outstanding shares of the Company’s common stock for all corporate purposes during the period of restriction including the right to receive dividends. Compensation expense is a fixed amount based on the grant date closing price and is amortized over the vesting period. Our unrecognized compensation expense as a result of non-vested shares was $5.6 million as of both May 28, 2016 and May 30, 2015 . The unrecognized compensation expense will be amortized to stock compensation expense over a period of 2.1 years. The Company recognized stock compensation expense of $1.7 million for equity awards and $1.3 million for liability awards in fiscal 201 6 . In fiscal 2015, the Company recognized stock compensation expense of $2.3 million for equity awards and $749,000 for liability awards. In fiscal 2014 t he Company recognized stock compensation expense of $ 1.3 million for equity awards and $ 521,000 for liability awards. A summary of our equity award activity and related information for our stock options is as follows: Weighted Weighted Average Number Exercise Remaining Aggregate of Price Contractual Intrinsic Options Per Share Life (in Years) Value Outstanding, May 31, 2014 46,000 $ 2.97 Granted - - Exercised (46,000) 2.97 Forfeited - - Outstanding, May 30, 2015 - $ - - $ - The intrinsic value of stock options exercised totaled $1.6 million and $ 911,000 for fiscal years 201 5 and 201 4 , respectively. There were no options outstanding at May 18, 2016 or May 30, 2015. A summary of our equity award activity and related information for our restricted stock is as follows: Weighted Number Average of Grant Date Shares Fair Value Outstanding, May 31, 2014 245,200 $ 27.24 Granted 91,540 36.63 Vested (400) 23.65 Forfeited (1,200) 23.65 Outstanding, May 30, 2015 335,140 $ 27.24 Granted 78,560 49.39 Vested (122,140) 20.76 Forfeited (2,660) 31.29 Outstanding, May 28, 2016 288,900 $ 35.97 A summary of our liability award activity and related information is as follows: Weighted Weighted Average Number Average Remaining Aggregate Of Strike Price Contractual Intrinsic Rights Per Right Life (in Years) Value Outstanding, May 31, 2014 36,600 $ 3.29 Granted - - Exercised (9,700) 2.97 Forfeited - - Outstanding, May 30, 2015 26,900 $ 3.40 1.13 $ 1414 Granted - - Exercised (26,900) 3.40 Forfeited - - Outstanding, May 28, 2016 - $ - - $ - Exercisable, May 28, 2016 - $ - - $ - We determined the fair value of our obligation related to unexercised liability awards as of May 28, 2016 and May 30, 2015 was zero and $ 1.4 million , respectively. Total payments for liability awards exercised totaled $ 1.4 million, $ 407,000 , and $ 373,000 for fiscal 201 6 , 201 5 and 201 4 , respectively. The fair value of liabi lity awards was estimated as of May 30, 2015, and May 31 , 201 4 , using a Black-Scholes option pricing model using the following weighted-average assumptions: May 30, 2015 May 31, 2014 Risk-free interest rate 0.26% 0.10% Dividend yield 1.25% 1.66% Volatility factor of the expected market price of our stock 36.59% 37.36% Weighted-avg. expected life of the rights 1 yr. 1 yr. |
Income Taxes
Income Taxes | 12 Months Ended |
May 28, 2016 | |
Income Taxes [Abstract] | |
Income Taxes | 12. Income Taxes Income tax expense (benefit) consisted of the following: Fiscal year ended May 28 May 30 May 31 2016 2015 2014 Current: Federal $ 132,250 $ 70,900 $ 38,940 State 17,560 8,260 5,470 149,810 79,160 44,410 Deferred: Federal 17,096 4,503 6,474 State 2,296 605 1,151 19,392 5,108 7,625 $ 169,202 $ 84,268 $ 52,035 Significant components of the Company’s deferred tax liabilities and assets were as follows: May 28 May 30 2016 2015 Deferred tax liabilities: Property, plant and equipment $ 60,998 $ 48,117 Inventories 39,068 32,689 Investment in affiliates 1,438 240 Other comprehensive income 223 238 Other 4,343 3,857 Total deferred tax liabilities 106,070 85,141 Deferred tax assets: Accrued expenses 3,374 2,553 Other 7,314 6,583 Total deferred tax assets 10,688 9,136 Net deferred tax liabilities $ 95,382 $ 76,005 The differences between income tax expense at the Company’s effective income tax rate and income tax expense at the statutory federal income tax rate were as follows: Fiscal year end May 28 May 30 May 31 2016 2015 2014 Statutory federal income tax $ 169,835 $ 85,933 $ 56,435 State income taxes, net 12,906 5,762 4,303 Domestic manufacturers deduction (13,332) (7,308) (3,810) Reversal of outside basis in equity investment-Delta Egg - - (3,295) Non-taxable remeasurement gain upon consolidation of Delta Egg - - (1,392) Tax exempt interest income (233) (184) (143) Other, net 26 65 (63) $ 169,202 $ 84,268 $ 52,035 Federal and state income taxes of $167.2 million, $ 75.5 million, and $ 41.6 million were paid in fiscal years 2016, 2015 , and 201 4 , respectively. Federal and state income taxes of $320,000 , zero , and zero were refunded in fiscal years 2016, 201 5 , and 201 4 , respectively. We had no significant unrecognized tax benefits at May 28, 2016 or at May 30, 2015 . Accordingly, we do not have any accrued interest or penalties related to uncertain tax positions. However, if interest or penalties were to be incurred related to uncertain tax positions, such amounts would be recognized in income tax expense. We are under a limited scope audit by the IRS for the fiscal years 2013 through 2015. We are subject to income tax in many jurisdictions within the U.S., and certain jurisdictions are under audit by state and local tax authorities. The resolutions of these audits are not expected to be material to our consolidated financial statements. Tax periods for all years after fiscal year 2012 remain open to examination by the federal and state taxing jurisdictions to which we are subject. |
Contingencies
Contingencies | 12 Months Ended |
May 28, 2016 | |
Contingencies [Abstract] | |
Contingencies | 1 3 . Contingencies Financial Instruments The Company maintains standby letters of credit (“LOC”) with a bank totaling $3.7 million at May 28, 2016 . These LOCs are collateralized with cash. The cash that collateralizes the LOCs is included in the line item “Other assets” in the consolidated balance sheets. The outstanding LOCs are for the benefit of certain insurance companies. None of the LOCs are recorded as a liability on the Consolidated Balance Sheets. Litigation The Company is a defendant in certain legal actions, and intends to vigorously defend its position in these actions. The Company assesses the likelihood of material adverse judgments or outcomes to the extent losses are reasonably estimable. If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be reasonably estimated, the estimated liability is accrued in the Company’s financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Egg Antitrust Litigation Since September 25, 2008, the Company has been named as one of several defendants in numerous antitrust cases involving the United States shell egg industry. In some of these cases, the named plaintiffs allege that they purchased eggs or egg products directly from a defendant and have sued on behalf of themselves and a putative class of others who claim to be similarly situated. In other cases, the named plaintiffs allege that they purchased shell eggs and egg products directly from one or more of the defendants but sue only for their own alleged damages and not on behalf of a putative class. In the remaining cases, the named plaintiffs are individuals or companies who allege that they purchased shell eggs indirectly from one or more of the defendants – that is, they purchased from retailers that had previously purchased from defendants or other parties – and have sued on behalf of themselves and a putative class of others who claim to be similarly situated. The Judicial Panel on Multidistrict Litigation consolidated all of the putative class actions (as well as certain other cases in which the Company was not a named defendant) for pretrial proceedings in the United States District Court for the Eastern District of Pennsylvania. The Pennsylvania court has organized the putative class actions around two groups (direct purchasers and indirect purchasers) and has named interim lead counsel for the named plaintiffs in each group. The Direct Purchaser Putative Class Action . The direct purchaser putative class cases were consolidated into In re: Processed Egg Products Antitrust Litigation, No. 2:08-md-02002-GP, in the United States District Court for the Eastern District of Pennsylvania. As previously reported, in November 2014, the Court approved the Company’s settlement with the direct purchaser plaintiff class and entered final judgment dismissing with prejudice the class members’ claims against the Company. The Indirect Purchaser Putative Class Action . The indirect purchaser putative class cases were consolidated into In re: Processed Egg Products Antitrust Litigation, No. 2:08-md-02002-GP, in the United States District Court for the Eastern District of Pennsylvania. On April 20-21, 2015, the Court held an evidentiary hearing on the indirect purchaser plaintiffs’ motion for class certification. On July 2, 2015, the Company filed and joined several motions for summary judgment that sought either dismissal of the entire case or, in the alternative, dismissal of portions of the case. On July 2, 2015, the indirect purchaser plaintiffs filed motions for summary judgment seeking dismissal of certain affirmative defenses based on statutory immunities from federal and state antitrust laws. The Court heard oral argument on the motions for summary judgment on February 22 and 23, 2016. The Court has not ruled on these motions. On September 18, 2015, the Court denied the indirect purchaser plaintiffs’ motion for class certification of 21 separate classes seeking damages under the laws of 21 states, holding that the plaintiffs were not able to prove that their purported method for ascertaining class membership was reliable or administratively feasible, that common questions would predominate, or that their proposed class approach would be manageable in a single trial. In addition to barring any right to pursue a class monetary remedy under state law, the Court also denied indirect purchaser plaintiffs’ request for certification of an injunctive-relief class under federal law. However, the court allowed the indirect purchaser plaintiffs to renew their motion for class certification seeking a federal injunction. The plaintiffs filed their renewed motion to certify an injunctive-relief class on October 23, 2015. The Company joined the other defendants in opposing that motion on November 20. The plaintiffs filed their reply memorandum on December 11, 2015. The plaintiffs requested oral argument on their renewed motion for injunctive class certification. The plaintiffs also filed a petition with the United States Court of Appeals for the Third Circuit, asking the court to hear an immediate appeal of the trial court’s denial of the motion to certify 21 state-law damages classes. On December 3, 2015, the Third Circuit entered an order staying its consideration of the plaintiffs’ request for an immediate appeal of the damages-class ruling pending the trial court’s resolution of the plaintiffs’ renewed motion to certify an injunctive-relief class. The Non-Class Cases . Six of the cases in which plaintiffs do not seek to certify a class have been consolidated with the putative class actions into In re: Processed Egg Products Antitrust Litigation, No. 2:08-md-02002-GP, in the United States District Court for the Eastern District of Pennsylvania. The court granted with prejudice the defendants’ renewed motion to dismiss the non-class plaintiffs’ claims for damages arising before September 24, 2004. On July 2, 2015, the Company filed and joined several motions for summary judgment that sought either dismissal of all of the claims in all of these cases or, in the alternative, dismissal of portions of these cases. On July 2, 2015, the non-class plaintiffs filed a motion for summary judgment seeking dismissal of certain affirmative defenses based on statutory immunities from federal antitrust law. The Court heard oral argument on the motions for summary judgment on February 22 and 23, 2016. The Court has not ruled on these motions. Allegations in Each Case . In all of the cases described above, the plaintiffs allege that the Company and certain other large domestic egg producers conspired to reduce the domestic supply of eggs in a concerted effort to raise the price of eggs to artificially high levels. In each case, plaintiffs allege that all defendants agreed to reduce the domestic supply of eggs by: (a) agreeing to limit production; (b) manipulating egg exports; and (c) implementing industry-wide animal welfare guidelines that reduced the number of hens and eggs. The named plaintiffs in the remaining indirect purchaser putative class action seek treble damages under the statutes and common-law of various states and injunctive relief under the Sherman Act on behalf of themselves and all other putative class members in the United States. Although plaintiffs allege a class period starting in October, 2006 and running “through the present,” the Court denied the plaintiffs’ motion to certify classes seeking damages under the laws of 21 states and denied without prejudice the plaintiffs’ motion to certify an injunctive-relief class, although the plaintiffs have filed a renewed motion to certify an injunctive-relief class, as discussed above. Five of the original six non-class cases remain pending against the Company. The principal plaintiffs in these cases are: The Kroger Co.; Publix Super Markets, Inc.; SUPERVALU, Inc.; Safeway, Inc.; Albertsons LLC; H.E. Butt Grocery Co.; The Great Atlantic & Pacific Tea Company, Inc.; Walgreen Co.; Hy-Vee, Inc.; Kraft Food Global, Inc. , General Mills, Inc., Nestle USA, Inc., and The Kellogg Company. In four of these remaining non-class cases, the plaintiffs seek treble damages and injunctive relief under the Sherman Act. In the fifth remaining non-class case, the plaintiff seeks treble damages and injunctive relief under the Sherman Act and the Ohio antitrust act (known as the Valentine Act). The Pennsylvania court has entered a series of orders related to case management, discovery, class certification, summary judgment, and scheduling. The Pennsylvania court has not set a trial date for any of the Company’s remaining consolidated cases (non-class and indirect purchaser cases). The Company intends to continue to defend the remaining cases as vigorously as possible based on defenses which the Company believes are meritorious and provable. While management believes that the likelihood of a material adverse outcome in the overall egg antitrust litigation has been significantly reduced as a result of the settlements and rulings described above, there is still a reasonable possibility of a material adverse outcome in the remaining egg antitrust litigation. At the present time, however, it is not possible to estimate the amount of monetary exposure, if any, to the Company because of these cases. Accordingly, adjustments, if any, which might result from the resolution of these remaining legal matters, have not been reflected in the financial statements. State of Oklahoma Watershed Pollution Litigation On June 18, 2005, the State of Oklahoma filed suit, in the United States District Court for the Northern District of Oklahoma, against Cal-Maine Foods, Inc. and Tyson Foods, Inc. and affiliates, Cobb-Vantress, Inc., Cargill, Inc. and its affiliate, George’s, Inc. and its affiliate, Peterson Farms, Inc. and Simmons Foods, Inc. The State of Oklahoma claims that through the disposal of chicken litter the defendants have polluted the Illinois River Watershed. This watershed provides water to eastern Oklahoma. The complaint seeks injunctive relief and monetary damages, but the claim for monetary damages has been dismissed by the court. Cal-Maine Foods, Inc. discontinued operations in the watershed. Accordingly, we do not anticipate that Cal-Maine Foods, Inc. will be materially affected by the request for injunctive relief unless the court orders substantial affirmative remediation. Since the litigation began, Cal-Maine Foods, Inc. purchased 100% of the membership interests of Benton County Foods, LLC, which is an ongoing commercial shell egg operation within the Illinois River Watershed. Benton County Foods, LLC is not a defendant in the litigation. The trial in the case began in September 2009 and concluded in February 2010. The case was tried to the court without a jury and the court has not yet issued its ruling. Management believes the risk of material loss related to this matter to be remote. Florida Civil Investigative Demand On November 4, 2008, the Company received an antitrust civil investigative demand from the Attorney General of the State of Florida. The demand seeks production of documents and responses to interrogatories relating to the production and sale of eggs and egg products. The Company is cooperating with this investigation and has, on three occasions, entered into an agreement with the State of Florida tolling the statute of limitations applicable to any supposed claims the State is investigating. No allegations of wrongdoing have been made against the Company in this matter. Other Matters In addition to the above, the Company is involved in various other claims and litigation incidental to its business. Although the outcome of these matters cannot be determined with certainty, management, upon the advice of counsel, is of the opinion that the final outcome should not have a material effect on the Company’s consolidated results of operations or financial position. At this time, it is not possible for us to predict the ultimate outcome of the matters set forth above. |
Description Of Rights And Privi
Description Of Rights And Privileges Of Capital Stock-Capital Structure Consists Of Common Stock And Class A Common Stock | 12 Months Ended |
May 28, 2016 | |
Description Of Rights And Privileges Of Capital Stock-Capital Structure Consists Of Common Stock And Class A Common Stock [Abstract] | |
Description Of Rights And Privileges Of Capital Stock-Capital Structure Consists Of Common Stock And Class A Common Stock | 1 4 . Description of Rights and Privileges of Capital Stock—Capital Structure Consists of Common Stock and Class A Common Stock The Company has two classes of capital stock: Common Stock and Class A Common Stock. Holders of shares of the Company’s capital stock vote as a single class on all matters submitted to a vote of the stockholders, with each share of Common Stock entitled to one vote and each share of Class A Common Stock entitled to ten votes. The Common Stock and Class A Common Stock have equal liquidation rights and the same dividend rights. In the case of any stock dividend, holders of Common Stock are entitled to receive the same percentage dividend (payable only in shares of Common Stock) as the holders of Class A Common Stock receive (payable only in shares of Class A Common Stock). Upon liquidation, dissolution, or winding-up of the Company, the holders of Common Stock are entitled to share ratably with the holders of Class A Common Stock in all assets available for distribution after payment in full of creditors. The Class A Common Stock may only be issued to Fred R. Adams, Jr., the Company’s Founder and Chairman Emeritus, and members of his immediate family, as defined. In the event any share of Class A Common Stock, by operation of law or otherwise is, or shall be deemed to be owned by any person other than Mr. Adams or a member of his immediate family, the voting power of such stock will be reduced from ten votes per share to one vote per share. Also, shares of Class A Common Stock shall be automatically converted into Common Stock on a share per share basis in the event the beneficial or record ownership of any such share of Class A Common Stock is transferred to any person other than Mr. Adams or a member of his immediate family. Each share of Class A Common Stock is convertible, at the option of its holder, into one share of Common Stock at any time. The holders of Common Stock and Class A Common Stock are not entitled to preemptive or subscription rights. In any merger, consolidation or business combination, the consideration to be received per share by holders of Common Stock must be identical to that received by holders of Class A Common Stock, except that if any such transaction in which shares of Capital Stock are distributed, such shares may differ as to voting rights to the extent that voting rights now differ among the classes of capital stock. No class of capital stock may be combined or subdivided unless the other classes of capital stock are combined or subdivided in the same proportion. No dividend may be declared and paid on Class A Common Stock unless the dividend is payable only to the holders of Class A Common Stock and a dividend is declared and paid to Common Stock concur rently. On July 25, 2014, the Board of Directors approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to authorize an additional 60,000,000 shares of common stock and an additional 2,400,000 shares of Class A common stock. The primary purpose of the amendment was to provide a sufficient number of authorized shares in order to effect a 2 -for-1 stock split of the Company’s common stock and Class A common stock. The amendment was approved by the Company’s stockholders at the Company’s annual meeting on October 3, 2014 and the Board of Directors approved the 2-for-1 stock split on the same day. The new shares were distributed on October 31, 2014 to shareholders of record at the close of business on October 17, 2014. Unless otherwise noted, all prior period share and per share information contained in this report was adjusted to reflect the effect of the stock split. |
Fair Value Measures
Fair Value Measures | 12 Months Ended |
May 28, 2016 | |
Fair Value Measures [Abstract] | |
Fair Value Measures | 1 5 . Fair Value Measures The Company is required to categorize both financial and nonfinancial assets and liabilities based on the following fair value hierarchy. The fair value of an asset is the price at which the asset could be sold in an orderly transaction between unrelated, knowledgeable, and willing parties able to engage in the transaction. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor in a transaction between such parties, not the amount that would be paid to settle the liability with the creditor. · Level 1 - Quoted prices in active markets for identical assets or liabilities. · Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. · Level 3 - Unobservable inputs for the asset or liability supported by little or no market activity and are significant to the fair value of the assets or liabilities. The disclosure of fair value of certain financial assets and liabilities recorded at cost are as follows: Cash and cash equivalents , accounts receivable, and accounts payable : The carrying amount approximates fair value due to the short maturity of these instruments. Long-term debt: The carrying value of the Company’s long-term debt is at its stated value. We have not elected to carry our long-term debt at fair value. F air values for debt are based on quoted market prices or published forward interest rate curves , which are level 2 inputs . Estimated fair values are management’s estimates , which is a level 3 input ; however, when there is no readily available market data, the estimated fair values may not represent the amounts that could be realized in a current transaction, and the fair values could change significantly. The fair value of the Company’s debt i s sensitive to changes in the general level of U.S. interest rates. The Company maintains all of its debt as fixed rate in nature to mitigate the impact of fluctuations in interest rates. Under its current policies, the Company does not use interest rate derivative instruments to manage its exposure to interest rate changes. A one percent (1%) adverse move (i.e. decrease) in interest rates would adversely affect the net fair value of the Company’s debt by $ 300,000 at May 28, 2016 . The fair value and carrying value of the Company’s long-term debt were as follows (in thousands): May 28, 2016 May 30, 2015 Carrying Value Fair Value Carrying Value Fair Value 5.40 – 6.40% Notes payable $ 25,570 $ 25,824 $ 44,549 $ 45,158 Series A Senior Secured Notes at 5.45% - - 6,311 6,312 $ 25,570 $ 25,824 $ 50,860 $ 51,470 Assets and Liabilities Measured at Fair Value on a Recurring Basis In accordance with the fair value hierarchy described above, the following table shows the fair value of our financial assets and liabilities that are required to be measured at fair value on a recurring basis as of May 28, 2016 and May 30, 2015 (in thousands): May 28, 2016 Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Instruments Inputs Inputs Total (Level 1) (Level 2) (Level 3) Balance Assets US government and agency obligations $ - $ 18,814 $ - $ 18,814 Municipal bonds - 79,643 - 79,643 Corporate bonds - 240,537 - 240,537 Foreign government obligations - 2,046 - 2,046 Asset backed securities - 15,893 - 15,893 Mutual funds 5,503 - - 5,503 Total assets measured at fair value $ 5,503 $ 356,933 $ - $ 362,436 May 30, 2015 Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Instruments Inputs Inputs Total (Level 1) (Level 2) (Level 3) Balance Assets US government and agency obligations $ - $ 9,630 $ - $ 9,630 Municipal bonds - 76,311 - 76,311 Certificates of deposit - 2,002 - 2,002 Commercial paper - 7,496 - 7,496 Corporate bonds - 136,364 - 136,364 Foreign government obligations - 1,045 - 1,045 Variable rate demand notes - 14,352 - 14,352 Mutual funds 4,508 - - 4,508 Commodity contracts - 82 - 82 Total assets measured at fair value $ 4,508 $ 247,282 $ - $ 251,790 Liabilities Contingent consideration - - 1,024 1,024 Total liabilities measured at fair value $ - $ - $ 1,024 $ 1,024 Our investment securities – available-for-sale classified as level 2 consist of certificates of deposit, time deposits, U . S . government and agency obligations, taxable and tax exempt municipal bonds, zero coupon municipal bonds, asset-backed securities, foreign government obligations, and corporate bonds with maturities of three months or longer when purchased. We classified these securities as current, because amounts invested are available for current operations. Observable inputs for these securities are yields, credit risks, default rates, and volatility. The Company applies fair value accounting guidance to measure non-financial assets and liabilities associated with business acquisitions. These assets and liabilities are measured at fair value for the initial purchase price allocation and are subject to recurring revaluations. The fair value of non-financial assets acquired is determined internally. Our internal valuation methodology for non-financial assets takes into account the remaining estimated life of the assets acquired and what management believes is the market value for those assets. Liabilities for contingent consideration (earn-outs) take into account commodity prices based on published forward commodity price curves, projected future egg prices as of the date of the estimate, and projected future cash flows expected to be received as a result of business acquisitions. Given the unobservable nature of these inputs, they are deemed to be Level 3 fair value measurements. During fiscal 2015 we recognized a $239,000 loss resulting from the increase in fair value of the contingent consideration. In fiscal 2014 we recognized a $4.4 million loss. Both the losses were recognized in earnings as an increase of selling, general, and administrative expenses. Changes in the fair value of contingent consideration obligations for fiscal 201 6 were as follows (in thousands): Year ended May 28, 2016 Balance at beginning of year $ 1,024 (Gains)/Losses recognized in earnings - Payments (1,024) Balance at end of year $ - |
Investment Securities
Investment Securities | 12 Months Ended |
May 28, 2016 | |
Investment Securities [Abstract] | |
Investment Securities | 1 6 . Investment Securities Investment securities consisted of the following (in thousands): May 28, 2016 Gains in Losses in Accumulated Accumulated Estimated Amortized Other Other Fair Cost Comprehensive Comprehensive Value Income Income US government and agency obligations $ 18,809 $ 5 $ - $ 18,814 Municipal bonds 79,481 162 - 79,643 Corporate bonds 240,593 - 56 240,537 Foreign government obligations 2,044 2 - 2,046 Asset backed securities 15,908 - 15 15,893 Mutual funds 3,565 1 - 3,566 Total current investment securities $ 360,400 $ 170 $ 71 $ 360,499 Mutual funds 1,448 489 - 1,937 Total noncurrent investment securities $ 1,448 $ 489 $ - $ 1,937 May 30, 2015 Gains in Losses in Accumulated Accumulated Estimated Amortized Other Other Fair Cost Comprehensive Comprehensive Value Income Income US government and agency obligations $ 9,609 $ 21 $ - $ 9,630 Municipal bonds 76,225 83 - 76,308 Certificates of deposit 2,001 1 - 2,002 Commercial paper 7,491 5 - 7,496 Corporate bonds 136,411 - 47 136,364 Foreign government obligations 1,042 3 - 1,045 Variable rate demand notes 14,356 - 4 14,352 Mutual funds 2,761 3 - 2,764 Total current investment securities $ 249,896 $ 116 $ 51 $ 249,961 Mutual funds 1,199 548 - 1,747 Total noncurrent investment securities $ 1,199 $ 548 $ - $ 1,747 Proceeds from the sales of available-for-sale securities were $ 292.5 million, $ 1 46.8 million, and $ 1 08.1 million during fiscal 2016, 2015, and 2014, respectively. Gross realized gains on those sales during fiscal 2016, 2015, and 2014 were $ 131,000 , $ 82,000 , and $ 8,000 , respectively. Gross realized losses on those sales during fiscal 2016, 2015, and 2014 were $ 110,000 , $ 7,000 , and $ 2,000 , respectively. For purposes of determining gross realized gains and losses, the cost of securities sold is based on the specific identification method. Unrealized holding gains (losses) net of tax on available-for-sale securities classified as current in the amount of $ 22,000 , $ (149,000) , and $ 149,000 for the years ended May 28, 2016, May 30, 2015, and May 31, 2014, respectively, have been included in accumulated other comprehensive income (loss). Unrealized holding gains (losses) net of tax on long term available-for-sale securities in the amount of $ (31,000) , $ 59,000 and $90,000 for the years ended May 28, 2016, May 30, 2015, and May 31, 2014 have been included in other comprehensive income (loss). Actual maturities may differ from contractual maturities because some borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Contractual maturities of investment securities at May 28, 2016 , are as follows (in thousands) : Estimated Fair Value Within one year $ 176,665 1-3 years 180,268 $ 356,933 |
Quarterly Financial Data
Quarterly Financial Data | 12 Months Ended |
May 28, 2016 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data | 1 7 . Quarterly Financial Data: (unaudited, amount in thousands, except per share data): Fiscal Year 2016 First Second Third Fourth Quarter Quarter Quarter Quarter Net sales $ 609,895 $ 545,975 $ 449,760 $ 303,020 Gross profit 263,071 211,597 132,726 40,680 Net income attributable to Cal-Maine Foods, Inc. 143,023 109,230 64,164 (376) Net income per share: Basic $ 2.97 $ 2.27 $ 1.33 $ (0.01) Diluted $ 2.95 $ 2.26 $ 1.33 $ (0.01) Fiscal Year 2015 First Second Third Fourth Quarter Quarter Quarter Quarter Net sales $ 356,944 $ 378,617 $ 437,556 $ 403,011 Gross profit 81,101 92,709 112,517 109,394 Net income attributable to Cal-Maine Foods, Inc. 27,655 36,603 50,882 46,114 Net income per share: Basic $ 0.57 $ 0.76 $ 1.06 $ 0.96 Diluted $ 0.57 $ 0.76 $ 1.05 $ 0.95 |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
May 28, 2016 | |
Schedule II - Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation And Qualifying Accounts | SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Years ended May 28, 2016, May 30, 2015, and May 31, 2014 ( in thousands ) Balance at Charged to Balance at Beginning of Cost and Write-off End of Description Period Expense of Accounts Period Year ended May 28, 2016 Allowance for doubtful accounts $ 513 $ 225 $ 11 $ 727 Year ended May 30, 2015 Allowance for doubtful accounts $ 430 $ 432 $ 349 $ 513 Year ended May 31, 2014 Allowance for doubtful accounts $ 771 $ (323) $ 18 $ 430 |
Significant Accounting Polici27
Significant Accounting Policies (Policy) | 12 Months Ended |
May 28, 2016 | |
Significant Accounting Policies [Abstract] | |
Principles Of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Cal-Maine Foods, Inc. and its subsidiaries (“we,” “us,” “our,” or the “Company”). All significant intercompany transactions and accounts have been eliminated in consolidation. |
Business | Business The Company is principally engaged in the production, processing and distribution of shell eggs. The Company’s operations are significantly affected by the market price fluctuation of its principal product, shell eggs, and the costs of its principal feed ingredients, corn, soybean meal, and other grains. The Company sells shell eggs to a diverse group of customers, including national and local grocery store chains, club stores, foodservice distributors, and egg product consumers. T he Company’s sales are primarily in the southeastern, southwestern, mid-western and mid-Atlantic regions of the United States. Credit is extended based upon an evaluation of each customer’s financial condition and credit history and generally collateral is not required. Credit losses have consistently been within management’s expectations. Two customers, Wal-Mart and Sam’s Club, on a combined basis, accounted for 28.9% , 25.7% and 28.2% of the Company’s net sales in fiscal years 2016 , 2015 , and 2014 , respectively. |
Fiscal Year | Fiscal Year The Company’s fiscal year-end is on the Saturday nearest May 31, which was May 28, 2016 , May 30, 2015 , and May 31, 2014 for the most recent three fiscal years. All three years fiscal years were 52 week years. |
Use Of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. We maintain bank accounts that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 . At May 28, 2016 and routinely throughout these years, the Company maintained cash balances with certain financial institutions in excess of federally insured amounts. The Company has not experienced any losses in such accounts. The Company manages this risk through maintaining cash deposits and other highly liquid investments in high quality financial institutions. We primarily utilize a cash management system with a series of separate accounts consisting of lockbox accounts for receiving cash, concentration accounts where funds are moved to, and several zero-balance disbursement accounts for funding payroll and accounts payable. Checks issued, but not presented to the banks for payment, may result in negative book cash balances, which are included in accounts payable. At May 28, 2016 , and May 30, 2015 , checks outstanding in excess of related book cash balances totaled zero and $1.8 million, respectively. |
Investment Securities | Investment Securities Our investment securities are accounted for in accordance with ASC 320, “Investments-Debt and Equity Securities” (“ASC 320”). The Company considers all of its investment securities for which there is a determinable fair market value and there are no restrictions on the Company's ability to sell within the next 12 months as available-for-sale. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported as a separate component of stockholders' equity. We had unrealized gains, net of tax, of $363,000 and $ 372,000 at May 28, 2016 and May 30, 2015 , respectively, which are included in the line item “Accumulated other comprehensive income (loss), net of tax” on our Consolidated Balance Sheet. Realized gains and losses are included in other income. The cost basis for realized gains and losses on available-for-sale securities is determined on the specific identification method. At May 28, 2016 and May 30, 2015 , we had $ 360.5 million and $ 250.0 million, respectively, of current investment securities available-for-sale consisting of commercial paper, time deposits, U.S. government obligations, government agency bonds, taxable municipal bonds, tax-exempt municipal bonds, zero coupon municipal bonds and corporate bonds with maturities of three months or longer when purchased. We classified these securities as current, because the amounts invested are available for current operations. At May 28, 2016 and May 30, 2015 we had $1.9 million and $1.7 million, respectively, of investments in mutual funds which are considered long term and are a part of “Other Investments” in the Consolidated Balance Sheet. |
Investment In Affiliates | Investment in Affiliates The equity method of accounting is used when the Company has a 20% to 50% interest in other entities or when the Company exercises significant influence over the entity. Under the equity method, original investments are recorded at cost and adjusted by the Company’s share of undistributed earnings or losses of these entities. Nonmarketable investments in which the Company has less than a 20% interest and in which it does not have the ability to exercise significant influence over the investee are initially recorded at cost, and periodically reviewed for impairment. |
Trade Receivables And Allowance For Doubtful Accounts | Trade Receivables and Allowance for Doubtful Accounts Trade receivables are comprised primarily of amounts owed to the Company from customers, which amounted to $ 62.0 million at May 28, 2016 and $ 99.0 million at May 30, 2015 . They are presented net of an allowance for doubtful accounts of $727,000 at May 28, 2016 and $ 513,000 at May 30, 2015 . The Company extends credit to customers based upon an evaluation of each customer’s financial condition and credit history. Although credit risks associated with our customers are considered minimal, we routinely review our accounts receivable balances and make provisions for probable doubtful accounts. In circumstances where management is aware of a specific customer’s inability to meet its financial obligations to us (e.g., bankruptcy filings), a reserve is recorded to reduce the receivable to the amount expected to be collected. For all other customers, we recognize reserves for bad debt based on the length of time the receivables are past due, generally 100 % for amounts more than 60 days past due. Collateral is generally not required. Credit losses have consistently been within management’s expectations. At both May 28, 2016 and May 30, 2015 two customers accounted for approximately 29% and 24% of the Company’s trade accounts receivable, respectively. |
Inventories | Inventories Inventories of eggs, feed, supplies and livestock are valued principally at the lower of cost (first-in, first-out method) or market. The cost associated with flocks, consisting principally of chick purchases, feed, labor, contractor payments and overhead costs, are accumulated during a growing period of approximately 22 weeks. Flock costs are amortized to cost of sales over the productive lives of the flocks, generally one to two years. Flock mortality is charged to cost of sales as incurred. The Company does not disclose the gross cost and accumulated amortization with respect to its flock inventories since this information is not utilized by management in the operation of the Company. |
Property, Plant And Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is provided by the straight-line method over the estimated useful lives, which are 15 to 25 years for buildings and improvements and 3 to 12 years for machinery and equipment. Repairs and maintenance are expensed as incurred. Expenditures that increase the value or productive capacity of assets are capitalized. When property, plant, and equipment are retired, sold, or otherwise disposed of, the asset’s carrying amount and related accumulated depreciation are removed from the accounts and any gain or loss is included in operations. The Company capitalizes interest cost incurred on funds used to construct property, plant, and equipment as part of the asset to which it relates, and is amortized over the asset’s estimated useful life. |
Impairment Of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews the carrying value of long-lived assets, other than goodwill, for impairment whenever events and circumstances indicate the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where expected future cash flows (undiscounted and without interest charges) are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition, and other economic factors. |
Intangible Assets | Intangible Assets Included in other intangible assets are separable intangible assets acquired in business acquisitions, which include franchise fees, non-compete agreements and customer relationship intangibles, and are amortized over their estimated useful lives of 3 to 25 years. The gross cost and accumulated amortization of intangible assets are removed when the recorded amounts have been fully amortized and the asset is no longer in use or the contract has expired. Included in other long-lived assets are loan acquisition costs, which are amortized over the life of the related loan. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of the identifiable net assets acquired. Goodwill is evaluated for impairment annually by first performing a qualitative assessment to determine whether a quantitative goodwill test is necessary. After assessing the totality of events or circumstances, if we determine it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then we perform additional quantitative tests to determine the magnitude of any impairment. |
Accrued Self Insurance | Accrued Self Insurance We use a combination of insurance and self-insurance mechanisms to provide for the potential liabilities for health and welfare, workers’ compensation, auto liability and general liability risks. Liabilities associated with our risks retained are estimated, in part, by considering claims experience, demographic factors, severity factors and other actuarial assumptions. |
Dividends | Dividends Cal-Maine pays a dividend to shareholders of its Common Stock and Class A Common Stock on a quarterly basis for each quarter for which the Company reports net income computed in accordance with generally accepted accounting principles in an amount equal to one-third (1/3) of such quarterly income. Dividends are paid to shareholders of record as of the 60 th day following the last day of such quarter, except for the fourth fiscal quarter. For the fourth quarter, the Company will pay dividends to shareholders of record on the 65 th day after the quarter end. Dividends are payable on the 15 th day following the record date. Following a quarter for which the Company does not report net income, the Company will not pay a dividend for a subsequent profitable quarter until the Company is profitable on a cumulative basis computed from the date of the last quarter for which a dividend was paid. Dividends payable were zero and $15.4 million at May 28, 2016 and May 30, 2015 , respectively. These amounts represent accrued unpaid dividends applicable to the Company’s fourth quarter net income for each fiscal year. |
Treasury Stock | Treasury Stock Treasury stock purchases are accounted for under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. The grant of restricted stock through the Company’s share-based compensation plans is funded through the issuance of treasury stock. Gains and losses on the subsequent reissuance of shares in accordance with the Company’s share-based compensation plans are credited or charged to paid-in capital in excess of par value using the average-cost method. |
Revenue Recognition And Delivery Costs | Revenue Recognition and Delivery Costs The Company recognizes revenue only when all of the following criteria have been met: · Persuasive evidence of an arrangement exists; · Delivery has occurred; · The fee for the arrangement is determinable; and · Collectability is reasonably assured. The Company believes the above criteria are met upon delivery and acceptance of the product by our customers. Costs to deliver product to customers are included in selling, general and administrative expenses in the accompanying Consolidated Statements of Income and totaled $ 49.6 million, $ 47.0 million, and $ 43.0 million in fiscal years 2016 , 2015 , and 2014 , respectively. Sales revenue reported in the accompanying consolidated statements of income is reduced to reflect estimated returns and allowances. The Company records an estimated sales allowance for returns and discounts at the time of sale using historical trends based on actual sales returns and sales. |
Sales Incentives Provided To Customers | Sales Incentives provided to Customers The Company periodically provides incentive offers to its customers to encourage purchases. Such offers include current discount offers (e.g., percentage discounts off current purchases), inducement offers (e.g., offers for future discounts subject to a minimum current purchase), and other similar offers. Current discount offers, when accepted by customers, are treated as a reduction to the sales price of the related transaction, while inducement offers, when accepted by customers, are treated as a reduction to sales price based on estimated future redemption rates. Redemption rates are estimated using the Company’s historical experience for similar inducement offers. Current discount and inducement offers are presented as a net amount in ‘‘Net sales.’’ |
Advertising Costs | Advertising Costs The Company expense d advertising costs as incurred of $ 10.3 million, $ 9.3 million, and $ 8.5 million in fiscal 2016 , 2015 , and 2014 , respectively. |
Income Taxes | Income Taxes Income taxes are provided using the liability method. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s policy with respect to evaluating uncertain tax positions is based upon whether management believes it is more likely than not the uncertain tax positions will be sustained upon review by the taxing authorities. The tax positions must meet the more-likely-than-not recognition threshold with consideration given to the amounts and probabilities of the outcomes that could be realized upon settlement using the facts, circumstances and information at the reporting date. The Company will reflect only the portion of the tax benefit that will be sustained upon resolution of the position and applicable interest on the portion of the tax benefit not recognized. The Company shall initially and subsequently measure the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. Based upon management’s assessment, there are no uncertain tax positions expected to have a material impact on the Company’s consolidated financial statements. |
Stock Based Compensation | Stock Based Compensation We account for share-based compensation in accordance with ASC 718, “Compensation-Stock Compensation” (“ASC 718”). ASC 718 requires all share-based payments to employees, including grants of employee stock options, restricted stock and performance-based shares to be recognized in the income statement based on their fair values. ASC 718 requires the benefits of tax deductions in excess of recognized compensation cost to be reported as a financing cash flow. See Note 11: Stock Compensation Plans for more information. |
Net Income Per Common Share | Net Income per Common Share Basic net income per share is based on the weighted average common and Class A shares outstanding. Diluted net income per share includes any dilutive effects of stock options outstanding and unvested restricted shares. Basic net income per share was calculated by dividing net income by the weighted-average number of common and Class A shares outstanding during the period. Diluted net income per share was calculated by dividing net income by the weighted-average number of common shares outstanding during the period plus the dilutive effects of stock options and unvested restricted shares. The computations of basic net income per share and diluted net income per share are as follows (in thousands): May 28, 2016 May 30, 2015 May 31, 2014 Net income attributable to Cal-Maine Foods, Inc. $ 316,041 $ 161,254 $ 109,207 Basic weighted-average common shares (including Class A) 48,195 48,136 48,095 Effect of dilutive securities: Common stock options and restricted stock 170 301 202 Dilutive potential common shares 48,365 48,437 48,297 Net income per common share: Basic $ 6.56 $ 3.35 $ 2.27 Diluted $ 6.53 $ 3.33 $ 2.26 |
Contingencies | Contingencies Certain conditions may exist as of the date the financial statements are issued that may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed. The Company expenses the costs of litigation as they are incurred. |
Impact Of Recently Issued Accounting Standards | Impact of Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09). The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific revenue guidance. The core principle of the model is to recognize revenue when control of the goods or services transfers to the customer in an amount that reflects the consideration that is expected to be received for those goods or services. In August 2015, FASB issued ASU 2015-14 which deferred the effective date of ASU 2014-09 until annual reporting periods beginning after December 15, 2017. Early adoption is not permitted. The guidance permits companies to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. The Company does not expect ASU 2014-09 to have a material impact on the consolidated financial statement presentation. In November 2015, the FASB issued ASU 2015-17, Income Taxes – Balance Sheet Classification of Deferred Taxes . The purpose of the standard is to simplify the presentation of deferred taxes on a classified balance sheet. Under current GAAP, deferred income tax assets and liabilities are separated into current and noncurrent amounts in the balance sheet. The amendments in ASU 2015-17 require that all deferred tax assets and liabilities be classified as noncurrent in the balance sheet. ASU 2015-17 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted. The Company adopted ASU 2015-17 during the fourth quarter of fiscal 2016 and retrospectively applied it to all reported periods. Adoption of ASU 2015-17 impacted our previously reported current ratio for fiscal 2015 by increasing it from 3.86 as reported in the prior year to 5.01 as reported in this report . In February 2016, the FASB issued ASU 2016-02, Leases . The purpose of the standard is to improve transparency and comparability related to the accounting and reporting of leasing arrangements. The guidance will require balance sheet recognition for assets and liabilities associated with rights and obligations created by leases with terms greater than twelve months. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2016-02 on its financial statements and presentation. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Compensation Accounting . ASU 2016 -09 requires that excess tax benefits are recorded on the income statement as opposed to additional paid-in-capital, and treated as an operating activity on the statement of cash flows. ASU 2016-09 also allows companies to make an accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. ASU 2016- 09 is effective for annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company does not expect ASU 2016-09 to have a material impact on the consolidated financial statement presentation. |
Significant Accounting Polici28
Significant Accounting Policies (Tables) | 12 Months Ended |
May 28, 2016 | |
Significant Accounting Policies [Abstract] | |
Schedule Of Computations Of Earnings Per Share | May 28, 2016 May 30, 2015 May 31, 2014 Net income attributable to Cal-Maine Foods, Inc. $ 316,041 $ 161,254 $ 109,207 Basic weighted-average common shares (including Class A) 48,195 48,136 48,095 Effect of dilutive securities: Common stock options and restricted stock 170 301 202 Dilutive potential common shares 48,365 48,437 48,297 Net income per common share: Basic $ 6.56 $ 3.35 $ 2.27 Diluted $ 6.53 $ 3.33 $ 2.26 |
Investment In Affiliates (Table
Investment In Affiliates (Tables) | 12 Months Ended |
May 28, 2016 | |
Investment In Affiliates [Abstract] | |
Schedule Of Transactions With Unconsolidated Affiliates | For the fiscal year ended May 28, 2016 May 30, 2015 May 31, 2014 Sales to affiliates $ 61,094 $ 46,989 $ 44,798 Purchases from affiliates 79,419 62,659 74,325 Dividends from affiliates 4,550 1,250 4,650 May 28, 2016 May 30, 2015 Accounts receivable from affiliates $ 3,483 $ 4,253 Accounts payable to affiliates 1,464 2,118 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
May 28, 2016 | |
Inventories [Abstract] | |
Schedule Of Inventories | May 28, 2016 May 30, 2015 Flocks, net of accumulated amortization $ 94,312 $ 87,280 Eggs 11,519 15,507 Feed and supplies 48,968 43,473 $ 154,799 $ 146,260 |
Schedule Of Cost Of Sales Amortization And Mortality | May 28, 2016 May 30, 2015 May 31, 2014 Amortization $ 106,459 $ 108,570 $ 98,556 Mortality 3,665 3,803 3,818 Total flock costs charge to cost of sales $ 110,124 $ 112,373 $ 102,374 |
Prepaid Expenses And Other Cu31
Prepaid Expenses And Other Current Assets (Tables) | 12 Months Ended |
May 28, 2016 | |
Prepaid Expenses And Other Current Assets [Abstract] | |
Schedule Of Prepaid Expenses And Other Current Assets | May 28, 2016 May 30, 2015 Prepaid insurance $ 1,988 $ 1,526 Other prepaid expenses 624 420 Other current assets 49 153 $ 2,661 $ 2,099 |
Goodwill And Other Intangible32
Goodwill And Other Intangible Assets (Tables) | 12 Months Ended |
May 28, 2016 | |
Goodwill And Other Intangible Assets [Abstract] | |
Summary Of Goodwill And Other Intangible Assets | Other Intangibles Franchise Customer Non-compete Right of use Water Total other Goodwill rights relationships agreements intangible rights intangibles Balance May 31, 2014 $ 29,196 $ 1,354 $ 8,090 $ 68 $ 191 $ 720 $ 10,423 Additions - - - - - - - Amortization - (484) (2,317) (20) (42) - (2,863) Balance May 30, 2015 29,196 870 5,773 48 149 720 7,560 Additions - - - - - - - Amortization - (473) (2,088) (20) (21) - (2,602) Balance May 28, 2016 $ 29,196 $ 397 $ 3,685 $ 28 $ 128 $ 720 $ 4,958 |
Schedule Of Other Intangibles | May 28, 2016 May 30, 2015 Gross carrying Accumulated Gross carrying Accumulated amount amortization amount amortization Other intangible assets: Franchise rights $ 5,284 $ (4,887) $ 5,284 $ (4,414) Customer relationships 17,644 (13,959) 17,644 (11,871) Non-compete agreements 100 (72) 100 (52) Right of use intangible 191 (63) 191 (42) Water rights * 720 - 720 - Total $ 23,939 $ (18,981) $ 23,939 $ (16,379) * Water rights are an indefinite life intangible asset. |
Schedule Of Estimated Amortization Of Intangible Assets | For fiscal period Estimated amortization expense 2017 $ 1,097 2018 939 2019 897 2020 873 2021 336 Thereafter 96 Total $ 4,238 |
Property, Plant And Equipment (
Property, Plant And Equipment (Tables) | 12 Months Ended |
May 28, 2016 | |
Property, Plant And Equipment [Abstract] | |
Schedule Of Property, Plant And Equipment | May 28 May 30 2016 2015 Land and improvements $ 80,775 $ 77,064 Buildings and improvements 291,888 270,076 Machinery and equipment 399,804 364,209 Construction-in-progress 50,178 42,893 822,645 754,242 Less: accumulated depreciation 430,371 395,452 $ 392,274 $ 358,790 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
May 28, 2016 | |
Leases [Abstract] | |
Schedule Of Future Minimum Operating Lease Payments | 2017 $ 571 2018 310 2019 57 2020 7 Total minimum lease payments $ 945 |
Credit Facilities And Long-Te35
Credit Facilities And Long-Term Debt (Tables) | 12 Months Ended |
May 28, 2016 | |
Credit Facilities And Long-Term Debt [Abstract] | |
Schedule Of Long-term Debt Instruments | May 28 May 30 2016 2015 Note payable at 6.20% , due in monthly principal installments of $250,000 , plus interest, maturing in 2019 $ 10,500 $ 13,500 Note payable at 6.35% , due in monthly principal installments of $100,000 , plus interest, maturing in 2017 9,100 10,300 Note payable at 5.40% , due in monthly principal installments of $125,000 , plus interest, maturing in 2018 3,250 4,750 Note payable at 6.40% , due in monthly principal installments of $35,000 , plus interest, maturing in 2017 2,720 3,140 Note payable at 5.99% , due in monthly principal installments of $150,000 , plus interest, repaid in 2016 - 12,700 Series A Senior Secured Notes at 5.45% , due in monthly principal installments of $175,500 , plus interest, repaid in 2016 - 6,311 Note payable at 2.00% , due in semi-annual principal and interest payments of $20,790 , repaid in 2016 - 159 Total debt 25,570 50,860 Less: current maturities 16,320 10,065 Long-term debt, less current maturities $ 9,250 $ 40,795 |
Schedule Of Maturities Of Long-term Debt | 2017 $ 16,320 2018 4,500 2019 3,250 2020 1,500 $ 25,570 |
Stock Compensation Plans (Table
Stock Compensation Plans (Tables) | 12 Months Ended |
May 28, 2016 | |
Stock Compensation Plans [Abstract] | |
Summary Of Stock Option Activity | Weighted Weighted Average Number Exercise Remaining Aggregate of Price Contractual Intrinsic Options Per Share Life (in Years) Value Outstanding, May 31, 2014 46,000 $ 2.97 Granted - - Exercised (46,000) 2.97 Forfeited - - Outstanding, May 30, 2015 - $ - - $ - |
Summary Of Equity Award Activity | Weighted Number Average of Grant Date Shares Fair Value Outstanding, May 31, 2014 245,200 $ 27.24 Granted 91,540 36.63 Vested (400) 23.65 Forfeited (1,200) 23.65 Outstanding, May 30, 2015 335,140 $ 27.24 Granted 78,560 49.39 Vested (122,140) 20.76 Forfeited (2,660) 31.29 Outstanding, May 28, 2016 288,900 $ 35.97 |
Summary Of Liability Award Activity | Weighted Weighted Average Number Average Remaining Aggregate Of Strike Price Contractual Intrinsic Rights Per Right Life (in Years) Value Outstanding, May 31, 2014 36,600 $ 3.29 Granted - - Exercised (9,700) 2.97 Forfeited - - Outstanding, May 30, 2015 26,900 $ 3.40 1.13 $ 1414 Granted - - Exercised (26,900) 3.40 Forfeited - - Outstanding, May 28, 2016 - $ - - $ - Exercisable, May 28, 2016 - $ - - $ - |
Option Pricing Assumptions | May 30, 2015 May 31, 2014 Risk-free interest rate 0.26% 0.10% Dividend yield 1.25% 1.66% Volatility factor of the expected market price of our stock 36.59% 37.36% Weighted-avg. expected life of the rights 1 yr. 1 yr. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
May 28, 2016 | |
Income Taxes [Abstract] | |
Tax Expense By Jurisdiction | Fiscal year ended May 28 May 30 May 31 2016 2015 2014 Current: Federal $ 132,250 $ 70,900 $ 38,940 State 17,560 8,260 5,470 149,810 79,160 44,410 Deferred: Federal 17,096 4,503 6,474 State 2,296 605 1,151 19,392 5,108 7,625 $ 169,202 $ 84,268 $ 52,035 |
Deferred Tax Assets And Liabilities | May 28 May 30 2016 2015 Deferred tax liabilities: Property, plant and equipment $ 60,998 $ 48,117 Inventories 39,068 32,689 Investment in affiliates 1,438 240 Other comprehensive income 223 238 Other 4,343 3,857 Total deferred tax liabilities 106,070 85,141 Deferred tax assets: Accrued expenses 3,374 2,553 Other 7,314 6,583 Total deferred tax assets 10,688 9,136 Net deferred tax liabilities $ 95,382 $ 76,005 |
Reconciliation Of Effective Tax Expense | Fiscal year end May 28 May 30 May 31 2016 2015 2014 Statutory federal income tax $ 169,835 $ 85,933 $ 56,435 State income taxes, net 12,906 5,762 4,303 Domestic manufacturers deduction (13,332) (7,308) (3,810) Reversal of outside basis in equity investment-Delta Egg - - (3,295) Non-taxable remeasurement gain upon consolidation of Delta Egg - - (1,392) Tax exempt interest income (233) (184) (143) Other, net 26 65 (63) $ 169,202 $ 84,268 $ 52,035 |
Fair Value Measures (Tables)
Fair Value Measures (Tables) | 12 Months Ended |
May 28, 2016 | |
Fair Value Measures [Abstract] | |
Schedule Of Fair Value And Carrying Value Of Borrowings Under Credit Facilities And Long-Term Debt | May 28, 2016 May 30, 2015 Carrying Value Fair Value Carrying Value Fair Value 5.40 – 6.40% Notes payable $ 25,570 $ 25,824 $ 44,549 $ 45,158 Series A Senior Secured Notes at 5.45% - - 6,311 6,312 $ 25,570 $ 25,824 $ 50,860 $ 51,470 |
Schedule Of Assets Measured At Fair Value On A Recurring Basis | May 28, 2016 Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Instruments Inputs Inputs Total (Level 1) (Level 2) (Level 3) Balance Assets US government and agency obligations $ - $ 18,814 $ - $ 18,814 Municipal bonds - 79,643 - 79,643 Corporate bonds - 240,537 - 240,537 Foreign government obligations - 2,046 - 2,046 Asset backed securities - 15,893 - 15,893 Mutual funds 5,503 - - 5,503 Total assets measured at fair value $ 5,503 $ 356,933 $ - $ 362,436 May 30, 2015 Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Instruments Inputs Inputs Total (Level 1) (Level 2) (Level 3) Balance Assets US government and agency obligations $ - $ 9,630 $ - $ 9,630 Municipal bonds - 76,311 - 76,311 Certificates of deposit - 2,002 - 2,002 Commercial paper - 7,496 - 7,496 Corporate bonds - 136,364 - 136,364 Foreign government obligations - 1,045 - 1,045 Variable rate demand notes - 14,352 - 14,352 Mutual funds 4,508 - - 4,508 Commodity contracts - 82 - 82 Total assets measured at fair value $ 4,508 $ 247,282 $ - $ 251,790 Liabilities Contingent consideration - - 1,024 1,024 Total liabilities measured at fair value $ - $ - $ 1,024 $ 1,024 |
Changes In Fair Value Of Contingent Consideration | Year ended May 28, 2016 Balance at beginning of year $ 1,024 (Gains)/Losses recognized in earnings - Payments (1,024) Balance at end of year $ - |
Investment Securities (Tables)
Investment Securities (Tables) | 12 Months Ended |
May 28, 2016 | |
Investment Securities [Abstract] | |
Schedule Of Investment Securities | May 28, 2016 Gains in Losses in Accumulated Accumulated Estimated Amortized Other Other Fair Cost Comprehensive Comprehensive Value Income Income US government and agency obligations $ 18,809 $ 5 $ - $ 18,814 Municipal bonds 79,481 162 - 79,643 Corporate bonds 240,593 - 56 240,537 Foreign government obligations 2,044 2 - 2,046 Asset backed securities 15,908 - 15 15,893 Mutual funds 3,565 1 - 3,566 Total current investment securities $ 360,400 $ 170 $ 71 $ 360,499 Mutual funds 1,448 489 - 1,937 Total noncurrent investment securities $ 1,448 $ 489 $ - $ 1,937 May 30, 2015 Gains in Losses in Accumulated Accumulated Estimated Amortized Other Other Fair Cost Comprehensive Comprehensive Value Income Income US government and agency obligations $ 9,609 $ 21 $ - $ 9,630 Municipal bonds 76,225 83 - 76,308 Certificates of deposit 2,001 1 - 2,002 Commercial paper 7,491 5 - 7,496 Corporate bonds 136,411 - 47 136,364 Foreign government obligations 1,042 3 - 1,045 Variable rate demand notes 14,356 - 4 14,352 Mutual funds 2,761 3 - 2,764 Total current investment securities $ 249,896 $ 116 $ 51 $ 249,961 Mutual funds 1,199 548 - 1,747 Total noncurrent investment securities $ 1,199 $ 548 $ - $ 1,747 |
Schedule Of Contractual Maturities Of Investment Securities | Estimated Fair Value Within one year $ 176,665 1-3 years 180,268 $ 356,933 |
Quarterly Financial Data (Table
Quarterly Financial Data (Tables) | 12 Months Ended |
May 28, 2016 | |
Quarterly Financial Data [Abstract] | |
Schedule Of Quarterly Financial Data | Fiscal Year 2016 First Second Third Fourth Quarter Quarter Quarter Quarter Net sales $ 609,895 $ 545,975 $ 449,760 $ 303,020 Gross profit 263,071 211,597 132,726 40,680 Net income attributable to Cal-Maine Foods, Inc. 143,023 109,230 64,164 (376) Net income per share: Basic $ 2.97 $ 2.27 $ 1.33 $ (0.01) Diluted $ 2.95 $ 2.26 $ 1.33 $ (0.01) Fiscal Year 2015 First Second Third Fourth Quarter Quarter Quarter Quarter Net sales $ 356,944 $ 378,617 $ 437,556 $ 403,011 Gross profit 81,101 92,709 112,517 109,394 Net income attributable to Cal-Maine Foods, Inc. 27,655 36,603 50,882 46,114 Net income per share: Basic $ 0.57 $ 0.76 $ 1.06 $ 0.96 Diluted $ 0.57 $ 0.76 $ 1.05 $ 0.95 |
Significant Accounting Polici41
Significant Accounting Policies (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
May 28, 2016USD ($)customer | May 30, 2015USD ($)customer | May 31, 2014USD ($) | |
Significant Accounting Policies [Line Items] | |||
Maximum amount of cash insured by the FDIC | $ 250 | ||
Checks outstanding in excess of related book cash balances | 0 | $ 1,800 | |
Available-for-sale securities unrealized lossed included in AOCI | 363 | 372 | |
Investment securities available-for-sale, current | 360,499 | 249,961 | |
Investment securities available-for-sale, non-current | 1,900 | 1,700 | |
Trade receivables | 62,012 | 99,013 | |
Allowance for doubtful accounts | $ 727 | 513 | |
Percentage of bad debts recognized at sixty days past due | 100.00% | ||
Threshold period past due for bad debt | 60 days | ||
Growing period | 154 days | ||
Dividends paid to shareholder of record number of days after quarter | 60 days | ||
Dividends paid to shareholder of record number of days after yearend | 65 days | ||
Number of days after record dividends payable | 15 days | ||
Dividends payable | $ 0 | 15,400 | |
Delivery costs | 49,600 | 47,000 | $ 43,000 |
Advertising expense | $ 10,300 | $ 9,300 | $ 8,500 |
Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Number of major customers | customer | 2 | ||
Accounts Receivable [Member] | |||
Significant Accounting Policies [Line Items] | |||
Number of major customers | customer | 2 | 2 | |
Two Affiliated Customers [Member] | Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Trade receivables concentration percentage | 28.90% | 25.70% | 28.20% |
Two Affiliated Customers [Member] | Accounts Receivable [Member] | |||
Significant Accounting Policies [Line Items] | |||
Trade receivables concentration percentage | 29.00% | 24.00% | |
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Flock cost amortization period | 1 year | ||
Intangible assets estimated useful life | 3 years | ||
Minimum [Member] | Buildings and Improvements [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 15 years | ||
Minimum [Member] | Machinery and Equipment [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 3 years | ||
Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Flock cost amortization period | 2 years | ||
Intangible assets estimated useful life | 25 years | ||
Maximum [Member] | Buildings and Improvements [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 25 years | ||
Maximum [Member] | Machinery and Equipment [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 12 years |
Significant Accounting Polici42
Significant Accounting Policies (Schedule Of Computations Of Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
May 28, 2016 | Feb. 27, 2016 | Nov. 28, 2015 | Aug. 29, 2015 | May 30, 2015 | Feb. 28, 2015 | Nov. 29, 2014 | Aug. 30, 2014 | May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Significant Accounting Policies [Abstract] | |||||||||||
Net income attributable to Cal-Maine Foods, Inc. | $ (376) | $ 64,164 | $ 109,230 | $ 143,023 | $ 46,114 | $ 50,882 | $ 36,603 | $ 27,655 | $ 316,041 | $ 161,254 | $ 109,207 |
Basic weighted-average common shares (including Class A) | 48,195 | 48,136 | 48,095 | ||||||||
Effect of dilutive securities: Common stock options and restricted stock | 170 | 301 | 202 | ||||||||
Dilutive potential common shares | 48,365 | 48,437 | 48,297 | ||||||||
Basic | $ (0.01) | $ 1.33 | $ 2.27 | $ 2.97 | $ 0.96 | $ 1.06 | $ 0.76 | $ 0.57 | $ 6.56 | $ 3.35 | $ 2.27 |
Diluted | $ (0.01) | $ 1.33 | $ 2.26 | $ 2.95 | $ 0.95 | $ 1.05 | $ 0.76 | $ 0.57 | $ 6.53 | $ 3.33 | $ 2.26 |
Acquisition (Narrative) (Detail
Acquisition (Narrative) (Details) item in Thousands, $ in Thousands | Mar. 01, 2014USD ($)item | May 28, 2016USD ($) | May 30, 2015USD ($) | May 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||
Net income including noncontrolling interests | $ 318,047 | $ 162,281 | $ 109,807 | |
Delta Egg Farm, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition date | Mar. 1, 2014 | |||
Percentage of voting interest acquired | 50.00% | |||
Purchase price | $ 17,000 | |||
Previous ownership interest of purchase | 50.00% | |||
Non-recurring, non-cash gain for excess purchase price over carrying value | 4,000 | |||
Reduction in tax expense | (1,500) | |||
Decrease in deferred tax liability | (3,300) | |||
Revenues | 4,700 | |||
Net income including noncontrolling interests | $ 1,300 | |||
Delta, Utah [Member] | Delta Egg Farm, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of laying hens | item | 1,200 | |||
Chase, Kansas [Member] | Delta Egg Farm, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of laying hens | item | 400 |
Investment In Affiliates (Narra
Investment In Affiliates (Narrative) (Details) $ in Thousands, item in Millions | 12 Months Ended | ||
May 28, 2016USD ($)item | May 30, 2015USD ($) | May 31, 2014USD ($) | |
Investments in and Advances to Affiliates [Line Items] | |||
Investments in affiliates, recorded using the equity method of accounting | $ 47,500 | $ 13,100 | |
Equity in income of affiliates | $ 5,016 | 2,657 | $ 3,512 |
Red River Valley Egg Farm, LLC [Member] | |||
Investments in and Advances to Affiliates [Line Items] | |||
Number of laying hens | item | 1.8 | ||
Ownership percentage | 50.00% | ||
Construction costs | $ 34,000 | ||
Expected construction and startup costs | $ 7,500 | ||
Southwest Specialty Eggs, LLC [Member] | |||
Investments in and Advances to Affiliates [Line Items] | |||
Ownership percentage | 50.00% | ||
Specialty Eggs LLC [Member] | |||
Investments in and Advances to Affiliates [Line Items] | |||
Ownership percentage | 50.00% | ||
Delta Egg Farm, LLC [Member] | |||
Investments in and Advances to Affiliates [Line Items] | |||
Percentage of voting interest acquired | 50.00% | ||
Dallas Reinsurance, Co., LTD [Member] | |||
Investments in and Advances to Affiliates [Line Items] | |||
Ownership percentage | 50.00% | ||
Egg-Land's Best, Inc. [Member] | |||
Investments in and Advances to Affiliates [Line Items] | |||
Carrying value of cost method investment | $ 3,500 | $ 3,100 |
Investment In Affiliates (Sched
Investment In Affiliates (Schedule Of Transactions With Unconsolidated Affiliates) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Investment In Affiliates [Abstract] | |||
Sales to affiliates | $ 61,094 | $ 46,989 | $ 44,798 |
Purchases from affiliates | 79,419 | 62,659 | 74,325 |
Dividends from affiliates | 4,550 | 1,250 | $ 4,650 |
Accounts receivable from affiliates | 3,483 | 4,253 | |
Accounts payable to affiliates | $ 1,464 | $ 2,118 |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Inventories [Abstract] | ||
Flocks | $ 94,312 | $ 87,280 |
Eggs | 11,519 | 15,507 |
Feed and supplies | 48,968 | 43,473 |
Total inventories | $ 154,799 | $ 146,260 |
Inventories (Schedule Of Cost O
Inventories (Schedule Of Cost Of Sales Amortization And Mortality) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Inventories [Abstract] | |||
Amortization | $ 106,459 | $ 108,570 | $ 98,556 |
Mortality | 3,665 | 3,803 | 3,818 |
Total flock costs charge to cost of sales | $ 110,124 | $ 112,373 | $ 102,374 |
Prepaid Expenses And Other Cu48
Prepaid Expenses And Other Current Assets (Schedule Of Prepaid Expenses And Other Current Assets) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Prepaid Expenses And Other Current Assets [Abstract] | ||
Prepaid insurance | $ 1,988 | $ 1,526 |
Other prepaid expenses | 624 | 420 |
Other current assets | 49 | 153 |
Prepaid expenses and other current assets | $ 2,661 | $ 2,099 |
Goodwill And Other Intangible49
Goodwill And Other Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Goodwill And Other Intangible Assets [Abstract] | |||
Aggregate amortization expense for intangible assets | $ 2,602 | $ 2,863 | $ 2,800 |
Goodwill And Other Intangible50
Goodwill And Other Intangible Assets (Schedule Of Goodwill And Other Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Goodwill, Balance | $ 29,196 | $ 29,196 | |
Goodwill, Additions | |||
Goodwill, Balance | 29,196 | 29,196 | $ 29,196 |
Other intangibles, Balance | 7,560 | 10,423 | |
Other intangibles, Additions | |||
Other intangibles, Amortization | (2,602) | (2,863) | (2,800) |
Other Intangibles, Finite-Lived, Balance | 4,238 | ||
Other intangibles, Balance | 4,958 | 7,560 | 10,423 |
Water Rights [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Other Intangibles, Indefinite-Lived, Balance | 720 | 720 | |
Other Intangibles, Indefinite-Lived, Additions | |||
Other intangibles, Amortization | |||
Other Intangibles, Indefinite-Lived, Balance | 720 | 720 | 720 |
Franchise Rights [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Other Intangibles, Finite-Lived, Balance | 870 | 1,354 | |
Other Intangibles, Finite-Lived, Additions | |||
Other intangibles, Amortization | (473) | (484) | |
Other Intangibles, Finite-Lived, Balance | 397 | 870 | 1,354 |
Customer Relationships [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Other Intangibles, Finite-Lived, Balance | 5,773 | 8,090 | |
Other Intangibles, Finite-Lived, Additions | |||
Other intangibles, Amortization | (2,088) | (2,317) | |
Other Intangibles, Finite-Lived, Balance | 3,685 | 5,773 | 8,090 |
Non-compete Agreements [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Other Intangibles, Finite-Lived, Balance | 48 | 68 | |
Other Intangibles, Finite-Lived, Additions | |||
Other intangibles, Amortization | (20) | (20) | |
Other Intangibles, Finite-Lived, Balance | 28 | 48 | 68 |
Right Of Use Intangible [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Other Intangibles, Finite-Lived, Balance | 149 | 191 | |
Other Intangibles, Finite-Lived, Additions | |||
Other intangibles, Amortization | (21) | (42) | |
Other Intangibles, Finite-Lived, Balance | $ 128 | $ 149 | $ 191 |
Goodwill And Other Intangible51
Goodwill And Other Intangible Assets (Schedule Of Other Intangibles) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 | May 31, 2014 |
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | $ 23,939 | $ 23,939 | |
Accumulated amortization | (18,981) | (16,379) | |
Franchise Rights [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived | 5,284 | 5,284 | |
Accumulated amortization | (4,887) | (4,414) | |
Customer Relationships [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived | 17,644 | 17,644 | |
Accumulated amortization | (13,959) | (11,871) | |
Non-compete Agreements [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived | 100 | 100 | |
Accumulated amortization | (72) | (52) | |
Right Of Use Intangible [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived | 191 | 191 | |
Accumulated amortization | (63) | (42) | |
Water Rights [Member] | |||
Schedule of Finite-Lived And Indefinite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, indefinite-lived | $ 720 | $ 720 | $ 720 |
Goodwill And Other Intangible52
Goodwill And Other Intangible Assets (Schedule Of Estimated Amortization Of Intangible Assets) (Details) $ in Thousands | May 28, 2016USD ($) |
Goodwill And Other Intangible Assets [Abstract] | |
2,017 | $ 1,097 |
2,018 | 939 |
2,019 | 897 |
2,020 | 873 |
2,021 | 336 |
Thereafter | 96 |
Total | $ 4,238 |
Property, Plant And Equipment53
Property, Plant And Equipment (Narrative) (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Mar. 01, 2014property | Nov. 30, 2013property | May 28, 2016USD ($) | May 30, 2015USD ($) | May 31, 2014USD ($) | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation expense | $ | $ 41.4 | $ 37.3 | $ 33.5 | ||
Florida [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Number of pullet houses destroyed | 2 | ||||
Shady Dale Georgia [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Number of pullet houses destroyed | 2 |
Property, Plant And Equipment54
Property, Plant And Equipment (Schedule Of Property, Plant And Equipment) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 822,645 | $ 754,242 |
Less: accumulated depreciation | 430,371 | 395,452 |
Property, plant and equipment, less accumulated depreciation | 392,274 | 358,790 |
Land and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 80,775 | 77,064 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 291,888 | 270,076 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 399,804 | 364,209 |
Construction-in-Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 50,178 | $ 42,893 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Leases [Abstract] | |||
Rent expense | $ 3,900 | $ 3,000 | $ 2,700 |
Vehicle rent included in rent expense | $ 190 | $ 101 | $ 174 |
Leases (Schedule Of Future Mini
Leases (Schedule Of Future Minimum Operating Lease Payments) (Details) $ in Thousands | May 28, 2016USD ($) |
Leases [Abstract] | |
2,017 | $ 571 |
2,018 | 310 |
2,019 | 57 |
2,020 | 7 |
Total minimum lease payments | $ 945 |
Credit Facilities And Long-Te57
Credit Facilities And Long-Term Debt (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Debt Instrument [Line Items] | |||
Interest costs incurred | $ 1,100 | $ 2,300 | $ 3,200 |
Interest costs capitalized | $ 1,100 | $ 1,200 | $ 603 |
Loan Agreements [Member] | |||
Debt Instrument [Line Items] | |||
Covenant description | Unless otherwise approved by our lenders, we are required by provisions of our loan agreements to (1) maintain minimum levels of working capital (ratio of not less than 1.25 to 1) and net worth (minimum of $90.0 million tangible net worth, plus 45% of cumulative net income); (2) limit dividends paid in any given quarter to not exceed an amount equal to one third of the previous quarter's consolidated net income (allowed if no events of default), (3) maintain minimum total funded debt to total capitalization (debt to total tangible capitalization not to exceed 55%); and (4) maintain various current and cash-flow coverage ratios (1.25 to 1), among other restrictions. | ||
Restrictive covenants, minimum working capital ratio | 1.25 | ||
Restrictive covenants, cumulative net income percentage | 45.00% | ||
Restrictive covenants, minimum tangible net worth | $ 90,000 | ||
Restrictive covenants, maximum dividends as a percentage of prior year net income | 33.33% | ||
Restrictive covenants, funded debt to total | 55.00% | ||
Restrictive covenants, minimum current ratio | 1.25 | ||
Covenant compliance | At May 28, 2016, we were in compliance with the financial covenant requirements of all loan agreements. | ||
Debt Agreements [Member] | |||
Debt Instrument [Line Items] | |||
Covenant description | Under certain of the loan agreements, the lenders have the option to require the prepayment of any outstanding borrowings in the event we undergo a change in control, as defined in the applicable loan agreement. Our debt agreements require Fred R. Adams, Jr., the Company's Founder and Chairman Emeritus, or his family, to maintain ownership of Company shares representing not less than 50% of the outstanding voting power of the Company. | ||
Covenant compliance | We are in compliance with those covenants at May 28, 2016. | ||
Restrictive covenants, minimum voting ownership percentage | 50.00% |
Credit Facilities And Long-Te58
Credit Facilities And Long-Term Debt (Schedule Of Long-term Debt Instruments) (Details) - USD ($) | 12 Months Ended | |
May 28, 2016 | May 30, 2015 | |
Debt Instrument [Line Items] | ||
Total debt | $ 25,570,000 | $ 50,860,000 |
Less: current maturities | 16,320,000 | 10,065,000 |
Long-term debt, less current maturities | 9,250,000 | 40,795,000 |
Note payable at 6.20% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 10,500,000 | 13,500,000 |
Interest rate | 6.20% | |
Principal installment | $ 250,000 | |
Maturity year | 2,019 | |
Note payable at 6.35% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 9,100,000 | 10,300,000 |
Interest rate | 6.35% | |
Principal installment | $ 100,000 | |
Maturity year | 2,017 | |
Note payable at 5.40% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 3,250,000 | 4,750,000 |
Interest rate | 5.40% | |
Principal installment | $ 125,000 | |
Maturity year | 2,018 | |
Note payable at 6.40% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 2,720,000 | 3,140,000 |
Interest rate | 6.40% | |
Principal installment | $ 35,000 | |
Maturity year | 2,017 | |
Note payable at 5.99% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 12,700,000 | |
Interest rate | 5.99% | |
Principal installment | $ 150,000 | |
Series A Senior Secured Notes at 5.45% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 6,311,000 | |
Interest rate | 5.45% | |
Principal installment | $ 175,500 | |
Note payable at 2.00% [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 159,000 | |
Interest rate | 2.00% | |
Principal installment | $ 20,790 |
Credit Facilities And Long-Te59
Credit Facilities And Long-Term Debt (Schedule Of Maturities Of Long-term Debt) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Credit Facilities And Long-Term Debt [Abstract] | ||
2,017 | $ 16,320 | |
2,018 | 4,500 | |
2,019 | 3,250 | |
2,020 | 1,500 | |
Total debt | $ 25,570 | $ 50,860 |
Employee Benefit Plans (Narrati
Employee Benefit Plans (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Medical claim, maximum per occurrence | $ 225 | ||
Medical plan expense | 11,800 | $ 9,600 | $ 9,800 |
Liability recorded for incurred but not reported claims | 770 | 700 | |
Deferred compensation expense | 347 | 470 | 425 |
Payments made under plan | 102 | 97 | 50 |
Liability related to deferred compensation agreements | 1,600 | 1,600 | |
Postretirement expense liability | 1,800 | 1,500 | |
2006 Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Awards issued under deferred compensation plan | 284 | 241 | $ 202 |
Payments made under plan | 128 | 116 | |
Liability related to deferred compensation agreements | $ 1,900 | $ 1,700 | |
KSOP [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Company matching contribution percentage | 3.00% | 3.00% | 3.00% |
Company cash contribution | $ 2,900 | $ 2,800 | $ 3,000 |
Stock Compensation Plans (Narra
Stock Compensation Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 15, 2016 | Aug. 24, 2006 | Aug. 26, 2005 | Aug. 17, 2005 | Jul. 28, 2005 | May 28, 2016 | May 30, 2015 | May 31, 2014 | Oct. 05, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Strike price | $ 2.97 | ||||||||
Number of options outstanding | 0 | 46,000 | |||||||
Restricted stock units granted from treasury | 78,560 | 91,540 | |||||||
Stock based compensation expense (benefit) | $ 1,700 | $ 2,300 | $ 1,300 | ||||||
Stock based compensation expense (benefit) for liability awards | 1,300 | 749 | 521 | ||||||
Intrinsic value of stock options exercised | 1,600 | 911 | |||||||
Fair value of unexercised liability awards | 0 | 1,400 | |||||||
Payments for liability awards exercised | $ 1,400 | 407 | $ 373 | ||||||
Stock Appreciation Rights Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Term | 10 years | ||||||||
Vesting period | 5 years | ||||||||
Incentive plan share authorized | 2,000,000 | ||||||||
2012 Omnibus Long-Term Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period | 3 years | ||||||||
Incentive plan share authorized | 1,000,000 | ||||||||
Restricted stock units granted from treasury | 78,560 | ||||||||
Unrecognized compensation expense | $ 5,600 | ||||||||
Weighted average period of unrecognized compensation expense | 2 years 1 month 6 days | ||||||||
Stock Appreciation Rights (SARs) [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares issued | 30,000 | 90,000 | 1,185,000 | ||||||
Strike price | $ 3.47 | $ 3.36 | $ 2.97 |
Stock Compensation Plans (Summa
Stock Compensation Plans (Summary Of Stock Option Activity) (Details) | 12 Months Ended |
May 30, 2015USD ($)$ / sharesshares | |
Stock Compensation Plans [Abstract] | |
Number of options, beginning balance | shares | 46,000 |
Number of Shares, Granted | shares | |
Number of options, exercised | shares | (46,000) |
Number of options, forfeited | shares | |
Number of options, ending balance | shares | |
Weighted exercise price per share, beginning balance | $ / shares | $ 2.97 |
Weighted exercise price per share, granted | $ / shares | |
Weighted exercise price per share, exercised | $ / shares | 2.97 |
Weighted exercise price per share, forfeited | $ / shares | |
Weighted exercise price per share, ending balance | $ / shares | |
Aggregate intrinsic value, outstanding | $ |
Stock Compensation Plans (Sum63
Stock Compensation Plans (Summary Of Equity Award Activity) (Details) - $ / shares | 12 Months Ended | |
May 28, 2016 | May 30, 2015 | |
Stock Compensation Plans [Abstract] | ||
Number of Shares, Outstanding, Beginning Balance | 335,140 | 245,200 |
Number of Shares, Granted | 78,560 | 91,540 |
Number of Shares, Vested | (122,140) | (400) |
Number of Shares, Forfeited | (2,660) | (1,200) |
Number of Shares, Outstanding, Ending Balance | 288,900 | 335,140 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ 27.24 | $ 27.24 |
Weighted Average Grant Date Fair Value, Granted | 49.39 | 36.63 |
Weighted Average Grant Date Fair Value, Vested | 20.76 | 23.65 |
Weighted Average Grant Date Fair Value, Forfeited | 31.29 | 23.65 |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ 35.97 | $ 27.24 |
Stock Compensation Plans (Sum64
Stock Compensation Plans (Summary Of Liability Award Activity) (Details) - USD ($) | 12 Months Ended | |
May 28, 2016 | May 30, 2015 | |
Stock Compensation Plans [Abstract] | ||
Number of Rights, Outstanding, beginning balance | 26,900 | 36,600 |
Number of Rights, Granted | ||
Number of Rights, Exercised | (26,900) | (9,700) |
Number of Rights, Forfeited | ||
Number of Rights, Outstanding, ending balance | 26,900 | |
Number of Rights, Exercisable | ||
Weighted Average Strike Price Per Right, Outstanding, beginning balance | $ 3.40 | $ 3.29 |
Weighted Average Strike Price Per Right, Granted | ||
Weighted Average Strike Price Per Right, Exercised | 3.40 | 2.97 |
Weighted Average Strike Price Per Right, Forfeited | ||
Weighted Average Strike Price Per Right, Outstanding, ending balance | $ 3.40 | |
Weighted Average Strike Price Per Right, Exercisable | ||
Weighted Average Remaining Contractual Life, Outstanding | 1 year 1 month 17 days | |
Aggregate Intrinsic Value, Outstanding | $ 1,414,000 | |
Aggregate Intrinsic Value, Exercisable |
Stock Compensation Plans (Optio
Stock Compensation Plans (Option Pricing Assumptions) (Details) | 12 Months Ended | |
May 30, 2015 | May 31, 2014 | |
Stock Compensation Plans [Abstract] | ||
Risk-free interest rate | 0.26% | 0.10% |
Dividend yield | 1.25% | 1.66% |
Volatility factor of the expected market price of our stock | 36.59% | 37.36% |
Weighted-avg. expected life of the rights | 1 year | 1 year |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Income Taxes [Abstract] | |||
Federal and state taxes paid | $ 167,200,000 | $ 75,500,000 | $ 41,600,000 |
Federal and state taxes refunded | 320,000 | 0 | $ 0 |
Significant unrecognized tax benefits | $ 0 | $ 0 |
Income Taxes (Tax Expense By Ju
Income Taxes (Tax Expense By Jurisdiction) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Income Taxes [Abstract] | |||
Current income tax expense (benefit): Federal | $ 132,250 | $ 70,900 | $ 38,940 |
Current income tax expense (benefit): State | 17,560 | 8,260 | 5,470 |
Current income tax expense (benefit): Total | 149,810 | 79,160 | 44,410 |
Deferred income tax expense (benefit): Federal | 17,096 | 4,503 | 6,474 |
Deferred income tax expense (benefit): State | 2,296 | 605 | 1,151 |
Deferred income tax expense (benefit): Total | 19,392 | 5,108 | 7,625 |
Income tax expense (benefit) | $ 169,202 | $ 84,268 | $ 52,035 |
Income Taxes (Deferred Tax Asse
Income Taxes (Deferred Tax Assets And Liabilities) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Income Taxes [Abstract] | ||
Property, plant and equipment | $ 60,998 | $ 48,117 |
Inventories | 39,068 | 32,689 |
Investment in affiliates | 1,438 | 240 |
Other comprehensive income | 223 | 238 |
Other | 4,343 | 3,857 |
Total deferred tax liabilities | 106,070 | 85,141 |
Accrued expenses | 3,374 | 2,553 |
Other | 7,314 | 6,583 |
Total deferred tax assets | 10,688 | 9,136 |
Net deferred tax liabilities | $ 95,382 | $ 76,005 |
Income Taxes (Reconciliation Of
Income Taxes (Reconciliation Of Effective Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Income Taxes [Abstract] | |||
Statutory federal income tax | $ 169,835 | $ 85,933 | $ 56,435 |
State income taxes, net | 12,906 | 5,762 | 4,303 |
Domestic manufacturers deduction | (13,332) | (7,308) | (3,810) |
Reversal of outside basis in equity investment-Delta Egg | (3,295) | ||
Non-taxable remeasurement gain upon consolidation of Delta Egg | (1,392) | ||
Tax exempt interest income | (233) | (184) | (143) |
Other, net | 26 | 65 | (63) |
Income tax expense (benefit) | $ 169,202 | $ 84,268 | $ 52,035 |
Contingencies (Narrative) (Deta
Contingencies (Narrative) (Details) $ in Millions | May 28, 2016USD ($) |
Contingencies [Abstract] | |
Standby letters of credit | $ 3.7 |
Description Of Rights And Pri71
Description Of Rights And Privileges Of Capital Stock-Capital Structure Consists Of Common Stock And Class A Common Stock (Details) | Jul. 25, 2014shares | May 28, 2016 | May 30, 2015 |
Schedule of Stockholders Equity [Line Items] | |||
Stock split ratio | 2 | 2 | |
Common Stock [Member] | |||
Schedule of Stockholders Equity [Line Items] | |||
Additional shares authorized | 60,000,000 | ||
Class A Common Stock [Member] | |||
Schedule of Stockholders Equity [Line Items] | |||
Additional shares authorized | 2,400,000 |
Fair Value Measures (Narrative)
Fair Value Measures (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Adverse effect on fair value of debt from 1% change in interest rate | $ 300 | ||
Level 3 [Member] | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Payments | 1,024 | ||
(Losses) recognized in earnings | $ (239) | $ (4,400) |
Fair Value Measures (Schedule O
Fair Value Measures (Schedule Of Fair Value And Carrying Value Of Borrowings Under Credit Facilities And Long-Term Debt) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 28, 2016 | May 30, 2015 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying Value | $ 25,570 | $ 50,860 |
Long-term debt, Fair Value | $ 25,824 | 51,470 |
Series A Senior Secured Notes at 5.45% [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying Value | 6,311 | |
Long-term debt, Fair Value | 6,312 | |
Interest rate | 5.45% | |
5.40 – 6.40% Notes payable [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying Value | $ 25,570 | 44,549 |
Long-term debt, Fair Value | $ 25,824 | $ 45,158 |
Interest rate, minimum | 5.40% | |
Interest rate, maximum | 6.40% |
Fair Value Measures (Schedule74
Fair Value Measures (Schedule Of Assets Measured At Fair Value On A Recurring Basis) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Commodity contracts | $ 82 | |
Total assets measured at fair value | $ 362,436 | 251,790 |
Contingent consideration | 1,024 | |
Total liabilities measured at fair value | 1,024 | |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 5,503 | 4,508 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Commodity contracts | 82 | |
Total assets measured at fair value | 356,933 | 247,282 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 1,024 | |
Total liabilities measured at fair value | 1,024 | |
US Government And Agency Obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 18,814 | 9,630 |
US Government And Agency Obligations [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 18,814 | 9,630 |
Municipal Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 79,643 | 76,311 |
Municipal Bonds [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 79,643 | 76,311 |
Certificates Of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,002 | |
Certificates Of Deposit [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,002 | |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 7,496 | |
Commercial Paper [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 7,496 | |
Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 240,537 | 136,364 |
Corporate Bonds [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 240,537 | 136,364 |
Foreign Government Obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,046 | 1,045 |
Foreign Government Obligations [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,046 | 1,045 |
Asset Backed Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 15,893 | |
Asset Backed Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 15,893 | |
Variable Rate Demand Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 14,352 | |
Variable Rate Demand Notes [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 14,352 | |
Mutual Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 5,503 | 4,508 |
Mutual Funds [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | $ 5,503 | $ 4,508 |
Fair Value Measures (Changes In
Fair Value Measures (Changes In Fair Value Of Contingent Consideration) (Details) - Level 3 [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Balance at beginning of year | $ 1,024 | ||
(Gains)/Losses recognized in earnings | $ 239 | $ 4,400 | |
Payments | (1,024) | ||
Balance at end of year | $ 1,024 |
Investment Securities (Narrativ
Investment Securities (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Investment Securities [Abstract] | |||
Proceeds from sale of available-for-sale securities | $ 292,500 | $ 146,800 | $ 108,100 |
Gross realized gains on sales of available-for-sale securities | 131 | 82 | 8 |
Gross realized losses on sales of available-for-sale securities | 110 | 7 | 2 |
Unrealized holding losses, net of tax on available-for-sale securities | 22 | (149) | 149 |
Unrealized gains (losses) on long term available for sale securities in other comprehensive income | $ (31) | $ 59 | $ 90 |
Investment Securities (Schedule
Investment Securities (Schedule Of Investment Securities) (Details) - USD ($) $ in Thousands | May 28, 2016 | May 30, 2015 |
Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 360,400 | $ 249,896 |
Gains in Accumulated Other Comprehensive Income | 170 | 116 |
Losses in Accumulated Other Comprehensive Income | 71 | 51 |
Estimated Fair Value | 360,499 | 249,961 |
Noncurrent Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,448 | 1,199 |
Gains in Accumulated Other Comprehensive Income | 489 | 548 |
Estimated Fair Value | 1,937 | 1,747 |
US Government And Agency Obligations [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 18,809 | 9,609 |
Gains in Accumulated Other Comprehensive Income | 5 | 21 |
Estimated Fair Value | 18,814 | 9,630 |
Municipal Bonds [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 79,481 | 76,225 |
Gains in Accumulated Other Comprehensive Income | 162 | 83 |
Estimated Fair Value | 79,643 | 76,308 |
Certificates Of Deposit [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,001 | |
Gains in Accumulated Other Comprehensive Income | 1 | |
Estimated Fair Value | 2,002 | |
Commercial Paper [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 7,491 | |
Gains in Accumulated Other Comprehensive Income | 5 | |
Estimated Fair Value | 7,496 | |
Corporate Bonds [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 240,593 | 136,411 |
Losses in Accumulated Other Comprehensive Income | 56 | 47 |
Estimated Fair Value | 240,537 | 136,364 |
Foreign Government Obligations [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,044 | 1,042 |
Gains in Accumulated Other Comprehensive Income | 2 | 3 |
Estimated Fair Value | 2,046 | 1,045 |
Asset Backed Securities [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 15,908 | |
Losses in Accumulated Other Comprehensive Income | 15 | |
Estimated Fair Value | 15,893 | |
Variable Rate Demand Notes [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 14,356 | |
Losses in Accumulated Other Comprehensive Income | 4 | |
Estimated Fair Value | 14,352 | |
Mutual Funds [Member] | Current Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 3,565 | 2,761 |
Gains in Accumulated Other Comprehensive Income | 1 | 3 |
Estimated Fair Value | 3,566 | 2,764 |
Mutual Funds [Member] | Noncurrent Assets [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,448 | 1,199 |
Gains in Accumulated Other Comprehensive Income | 489 | 548 |
Estimated Fair Value | $ 1,937 | $ 1,747 |
Investment Securities (Schedu78
Investment Securities (Schedule Of Contractual Maturities Of Investment Securities) (Details) $ in Thousands | May 28, 2016USD ($) |
Investment Securities [Abstract] | |
Within one year | $ 176,665 |
1-3 years | 180,268 |
Total | $ 356,933 |
Quarterly Financial Data (Sched
Quarterly Financial Data (Schedule Of Quarterly Financial Data) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
May 28, 2016 | Feb. 27, 2016 | Nov. 28, 2015 | Aug. 29, 2015 | May 30, 2015 | Feb. 28, 2015 | Nov. 29, 2014 | Aug. 30, 2014 | May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Quarterly Financial Data [Abstract] | |||||||||||
Net sales | $ 303,020 | $ 449,760 | $ 545,975 | $ 609,895 | $ 403,011 | $ 437,556 | $ 378,617 | $ 356,944 | $ 1,908,650 | $ 1,576,128 | $ 1,440,907 |
Gross profit | 40,680 | 132,726 | 211,597 | 263,071 | 109,394 | 112,517 | 92,709 | 81,101 | 648,074 | 395,721 | 302,764 |
Net income attributable to Cal-Maine Foods, Inc. | $ (376) | $ 64,164 | $ 109,230 | $ 143,023 | $ 46,114 | $ 50,882 | $ 36,603 | $ 27,655 | $ 316,041 | $ 161,254 | $ 109,207 |
Net income per share: | |||||||||||
Basic | $ (0.01) | $ 1.33 | $ 2.27 | $ 2.97 | $ 0.96 | $ 1.06 | $ 0.76 | $ 0.57 | $ 6.56 | $ 3.35 | $ 2.27 |
Diluted | $ (0.01) | $ 1.33 | $ 2.26 | $ 2.95 | $ 0.95 | $ 1.05 | $ 0.76 | $ 0.57 | $ 6.53 | $ 3.33 | $ 2.26 |
Schedule II - Valuation And Q80
Schedule II - Valuation And Qualifying Accounts (Details) - Allowance For Doubtful Accounts [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
May 28, 2016 | May 30, 2015 | May 31, 2014 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 513 | $ 430 | $ 771 |
Charged to Cost and Expense | 225 | 432 | (323) |
Write-off of Accounts | 11 | 349 | 18 |
Balance at End of Period | $ 727 | $ 513 | $ 430 |