Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Feb. 25, 2017 | Mar. 24, 2017 | |
Document Period End Date | Feb. 25, 2017 | |
Entity Registrant Name | CAL-MAINE FOODS INC | |
Entity Central Index Key | 16,160 | |
Current Fiscal Year End Date | --05-27 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Trading Symbol | calm | |
Common Stock | ||
Entity Common Stock, Shares Outstanding | 43,776,551 | |
Class A Common Stock | ||
Entity Common Stock, Shares Outstanding | 4,800,000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 31,905 | $ 29,046 |
Investment securities available-for-sale | 157,670 | 360,499 |
Trade and other receivables (less allowance for doubtful accounts of $368 and $727 at February 25, 2017 and May 28, 2016, respectively) | 79,179 | 67,448 |
Income tax receivable | 49,919 | 11,830 |
Inventories | 163,818 | 154,799 |
Prepaid expenses and other current assets | 2,310 | 2,661 |
Total current assets | 484,801 | 626,283 |
Property, plant and equipment, net | 461,378 | 392,274 |
Goodwill | 35,432 | 29,196 |
Other investments | 68,832 | 53,975 |
Other intangible assets, net | 29,920 | 4,958 |
Other assets | 4,912 | 5,079 |
TOTAL ASSETS | 1,085,275 | 1,111,765 |
Current liabilities: | ||
Accounts payable and accrued expenses | 77,128 | 67,131 |
Current maturities of long-term debt | 15,449 | 16,320 |
Total current liabilities | 92,577 | 83,451 |
Long-term debt, less current maturities | 7,302 | 9,250 |
Other noncurrent liabilities | 6,834 | 6,321 |
Deferred income taxes | 110,200 | 95,382 |
Total liabilities | 216,913 | 194,404 |
Commitments and Contingencies - see Note 5 | ||
Stockholders’ equity: | ||
Paid-in capital | 48,985 | 46,404 |
Retained earnings | 840,517 | 890,440 |
Accumulated other comprehensive income (loss), net of tax | 76 | (48) |
Common stock in treasury at cost - 26,484 and 26,524 shares at February 25, 2017 and May 28, 2016, respectively | (23,913) | (22,272) |
Total Cal-Maine Foods, Inc. stockholders’ equity | 866,416 | 915,275 |
Noncontrolling interest in consolidated entities | 1,946 | 2,086 |
Total stockholders’ equity | 868,362 | 917,361 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 1,085,275 | 1,111,765 |
Common Stock | ||
Stockholders’ equity: | ||
Common stock | 703 | 703 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 48 | $ 48 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
Allowance for doubtful accounts | $ 368 | $ 727 |
Common stock, shares outstanding (in shares) | 48,577,000 | |
Treasury stock, shares (in shares) | 26,484,000 | 26,524,000 |
Common Stock | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, shares issued (in shares) | 70,261,000 | 70,261,000 |
Common stock, shares outstanding (in shares) | 43,777,000 | 43,737,000 |
Class A Common Stock | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 4,800,000 | 4,800,000 |
Common stock, shares issued (in shares) | 4,800,000 | 4,800,000 |
Common stock, shares outstanding (in shares) | 4,800,000 | 4,800,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Income Statement [Abstract] | ||||
Net sales | $ 306,540 | $ 449,760 | $ 799,929 | $ 1,605,630 |
Cost of sales | 267,375 | 317,034 | 766,385 | 998,236 |
Gross profit | 39,165 | 132,726 | 33,544 | 607,394 |
Selling, general, and administrative expense | 43,738 | 46,955 | 125,985 | 135,356 |
Operating income (loss) | (4,573) | 85,771 | (92,441) | 472,038 |
Other income (expense): | ||||
Interest income, net | 411 | 1,377 | 2,283 | 2,020 |
Royalty income | 381 | 362 | 1,111 | 1,266 |
Patronage income | 7,608 | 6,879 | 7,608 | 6,879 |
Equity in income of affiliates | 1,018 | 1,542 | 1,854 | 3,574 |
Other, net | (680) | 1,584 | (1,558) | 404 |
Total other income | 8,738 | 11,744 | 11,298 | 14,143 |
Income (loss) before income taxes and noncontrolling interest | 4,165 | 97,515 | (81,143) | 486,181 |
Income tax expense (benefit) | 34 | 33,173 | (31,327) | 167,839 |
Net income (loss) before noncontrolling interest | 4,131 | 64,342 | (49,816) | 318,342 |
Less: Net income (loss) attributable to noncontrolling interest | (8) | 178 | (9) | 1,925 |
Net income (loss) attributable to Cal-Maine Foods, Inc. | $ 4,139 | $ 64,164 | $ (49,807) | $ 316,417 |
Net income (loss) per common share attributable to Cal-Maine Foods, Inc.: | ||||
Basic (in dollars per share) | $ 0.09 | $ 1.33 | $ (1.03) | $ 6.57 |
Diluted (in dollars per share) | 0.09 | 1.33 | (1.03) | 6.54 |
Dividends per common share (in dollars per share) | $ 0 | $ 0.441 | $ 0 | $ 2.175 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 48,286 | 48,204 | 48,285 | 48,177 |
Diluted (in shares) | 48,417 | 48,367 | 48,285 | 48,359 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss), including noncontrolling interests | $ 4,131 | $ 64,342 | $ (49,816) | $ 318,342 |
Other comprehensive income (loss), before tax: | ||||
Unrealized holding gain (loss) on available-for-sale securities, net of reclassification adjustments | 233 | (897) | 199 | (1,355) |
Income tax benefit (expense) related to items of other comprehensive income | (89) | 341 | (75) | 521 |
Other comprehensive gain (loss), net of tax | 144 | (556) | 124 | (834) |
Comprehensive income (loss) | 4,275 | 63,786 | (49,692) | 317,508 |
Less: comprehensive income (loss) attributable to the noncontrolling interest | (8) | 178 | (9) | 1,925 |
Comprehensive income (loss) attributable to Cal-Maine Foods, Inc. | $ 4,283 | $ 63,608 | $ (49,683) | $ 315,583 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 25, 2017 | Feb. 27, 2016 | |
Operating activities: | ||
Net income (loss), including noncontrolling interests | $ (49,816) | $ 318,342 |
Depreciation and amortization | 35,724 | 33,185 |
Other adjustments, net | (43,125) | (18,807) |
Net cash provided by (used in) operations | (57,217) | 332,720 |
Investing activities: | ||
Purchase of investments | (25,872) | (352,315) |
Sales of investments | 228,327 | 221,879 |
Acquisition of business | (68,643) | 0 |
Investment in joint ventures | (17,700) | (29,209) |
Purchases of property, plant and equipment | (54,862) | (55,119) |
Payments received on notes receivable and from affiliates | 5,236 | 4,677 |
Net proceeds from disposal of property, plant and equipment | 76 | 2,724 |
Net cash provided by (used in) investing activities | 66,562 | (207,363) |
Financing activities: | ||
Purchase of common stock by treasury | (1,715) | (1,831) |
Distributions to noncontrolling interests | (73) | (903) |
Principal payments on long-term debt | (4,698) | (23,620) |
Payments of dividends | 0 | (99,531) |
Net cash used in financing activities | (6,486) | (125,885) |
Net change in cash and cash equivalents | 2,859 | (528) |
Cash and cash equivalents at beginning of period | 29,046 | 8,667 |
Cash and cash equivalents at end of period | $ 31,905 | $ 8,139 |
Presentation of Interim Informa
Presentation of Interim Information | 9 Months Ended |
Feb. 25, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Presentation of Interim Information | Presentation of Interim Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of the results for the interim periods presented have been included. The preparation of condensed consolidated financial statements requires us to make estimates and assumptions. These estimates and assumptions affected reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates and assumptions. Operating results for the thirteen and thirty-nine weeks ended February 25, 2017 are not necessarily indicative of the results that may be expected for the year ending June 3, 2017 . The condensed consolidated balance sheet at May 28, 2016 was derived from the audited consolidated financial statements at that date. It does not include all of the information and footnotes required by GAAP for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Cal-Maine Foods, Inc.'s annual report on Form 10-K for the fiscal year ended May 28, 2016 . References to “we,” “us,” “our,” or the “Company” refer to Cal-Maine Foods, Inc. |
Acquisitions
Acquisitions | 9 Months Ended |
Feb. 25, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Foodonics Acquisition On October 16, 2016, the Company acquired substantially all of the egg production assets and assumed certain liabilities of Foodonics International, Inc. and its related entities doing business as Dixie Egg Company (collectively, "Foodonics") for $68.6 million of cash and $3.0 million of deferred purchase price. The acquired assets include commercial egg production and processing facilities with capacity for 1.6 million laying hens, contract grower arrangements for an additional 1.5 million laying hens, and related feed production, milling and distribution facilities in Georgia, Alabama, and Florida. The Company also acquired Foodonics' interest in American Egg Products, LLC ("AEP") and the Eggland's Best franchise with licensing rights for certain markets in Alabama, Florida, and Georgia as well as Puerto Rico, Bahamas and Cuba. The Company now owns 100% of AEP. The acquired operations of Foodonics are included in the accompanying financial statements as of October 16, 2016. Pending the finalization of the Company's valuation, the following table presents the preliminary fair values of the assets acquired and liabilities assumed (in thousands): Inventory $ 7,669 Property, plant and equipment 38,683 Intangible assets 24,000 Liabilities assumed (2,005 ) Total identifiable net assets 68,347 Goodwill 3,296 Purchase price 71,643 Deferred purchase price (3,000 ) Cash consideration paid $ 68,643 Happy Hen Acquisition On February 19, 2017, the Company assumed operational control of substantially all of the egg production, processing and distribution assets of Happy Hen Egg Farms, Inc. and its affiliates (collectively, "Happy Hen"). The assets include commercial egg production and processing facilities with current capacity for 350,000 laying hens and related distribution facilities located near Harwood and Wharton, Texas. The site is designed for capacity of up to 1.2 million laying hens. The operations of Happy Hen are included in the accompanying financial statements as of February 19, 2017. The purchase price is recorded in "Accounts payable and other accrued expenses" on the Company's Condensed Consolidated Balance Sheet as of February 25, 2017. The Company closed this acquisition on March 3, 2017. Pending the finalization of the Company's valuation, the following table presents the preliminary fair values of the assets acquired (in thousands): Inventory $ 609 Property, plant and equipment 11,259 Intangible assets 2,400 Total identifiable net assets 14,268 Goodwill 2,940 Purchase price $ 17,208 These fair value measurements were primarily based on significant inputs that are not observable in the markets. The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was utilized for certain property, plant and equipment. The cost to replace given assets reflects the estimated reproduction or replacement cost of the asset, less an allowance for loss in value due to depreciation. The market approach, which indicates value for a subject asset based on available market pricing for comparable assets, was utilized for inventory and the Eggland's Best franchise of Foodonics. The cost of the Eggland's Best franchise will be amortized over a period of 15 years . Customer relationships and trademarks will be amortized over a period of 8 years . Non-compete agreements will be amortized over a period of 10 years . Goodwill on business combination recognizes the difference in the fair value of the assets acquired and liabilities assumed, net of the acquisition price. Goodwill associated with the acquisition is tax deductible over 15 years . Pro-forma information, which is usually presented for information purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been completed as of an earlier time, was not material to the Company's Condensed Consolidated Financial Statements. |
Stock Based Compensation
Stock Based Compensation | 9 Months Ended |
Feb. 25, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | Stock Based Compensation Total stock based compensation expense for the thirty-nine weeks ended February 25, 2017 and February 27, 2016 was $2.5 million and $2.2 million , respectively. Unrecognized compensation expense as a result of non-vested shares of the 2012 Omnibus Long-Term Incentive Plan at February 25, 2017 was $6.9 million and will be recorded over a weighted average period of 2.3 years . Refer to Note 11 of our May 28, 2016 audited financial statements for further information on our stock compensation plans. At February 25, 2017 , there were 247,735 restricted shares outstanding, with a weighted average grant date fair value of $42.76 per share. A summary of the Company’s restricted share activity for the thirty-nine weeks ended February 25, 2017 follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding, May 28, 2016 288,900 $ 35.97 Granted 86,215 43.00 Vested (121,148 ) 26.90 Forfeited (6,232 ) 39.66 Outstanding, February 25, 2017 247,735 $ 42.76 |
Inventories
Inventories | 9 Months Ended |
Feb. 25, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following (in thousands): February 25, 2017 May 28, 2016 Flocks $ 98,822 $ 94,312 Eggs and egg products 16,297 11,519 Feed and supplies 48,699 48,968 $ 163,818 $ 154,799 We grow and maintain flocks of layers (mature female chickens), pullets (young female chickens, under 18 weeks of age), and breeders (male and female chickens used to produce fertile eggs to hatch for egg production flocks). Our total flock at February 25, 2017 , consisted of approximately 8.5 million pullets and breeders and 38.1 million layers. |
Contingencies
Contingencies | 9 Months Ended |
Feb. 25, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Financial Instruments The Company maintained standby letters of credit (“LOC”) totaling $3.7 million at February 25, 2017 . The LOCs are collateralized with cash which is included in the line item “Other assets” in the Condensed Consolidated Balance Sheets. The outstanding LOCs are for the benefit of certain insurance companies, and are not recorded as a liability on the consolidated balance sheets. Legal Contingencies The Company is a defendant in certain legal actions, and intends to vigorously defend its position in these actions. If the Company’s assessment of a contingency indicates it is probable 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 potential material loss contingency is not probable, but is reasonably possible, or probable but cannot be reasonably estimated, then the nature of the contingent liability, together with an estimate of the possible loss or range of possible loss will be disclosed, or a statement will be made that such an estimate cannot be made. These legal actions are discussed in detail at Part II, Item 1, of this report. |
Net Income (Loss) per Common Sh
Net Income (Loss) per Common Share | 9 Months Ended |
Feb. 25, 2017 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) per Common Share | Net Income (Loss) per Common Share Basic net income (loss) per share was calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share was calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the period plus the dilutive effects of options and restricted stock. Due to the net loss in the thirty-nine weeks ended February 25, 2017 , restricted shares in the amount of 145,044 were excluded from the calculation of diluted earnings per share because their inclusion would have been antidilutive. The computations of basic and diluted net income (loss) per share attributable to the Company are as follows (in thousands, except per share data): 13 Weeks Ended 39 Weeks Ended February 25, 2017 February 27, 2016 February 25, 2017 February 27, 2016 Net income (loss) attributable to Cal-Maine Foods, Inc. $ 4,139 $ 64,164 $ (49,807 ) $ 316,417 Basic weighted-average common shares 48,286 48,204 48,285 48,177 Effect of dilutive securities: Restricted shares 131 163 — 182 Dilutive potential common shares 48,417 48,367 48,285 48,359 Net income (loss) per common share attributable to Cal-Maine Foods, Inc.: Basic $ 0.09 $ 1.33 $ (1.03 ) $ 6.57 Diluted $ 0.09 $ 1.33 $ (1.03 ) $ 6.54 |
Accrued Dividends Payable And D
Accrued Dividends Payable And Dividends per Common Share | 9 Months Ended |
Feb. 25, 2017 | |
Earnings Per Share Reconciliation [Abstract] | |
Accrued Dividends Payable And Dividends Per Common Share | Accrued Dividends Payable and Dividends per Common Share We make an accrual of dividends payable at the end of each quarter according to the Company’s dividend policy adopted by its Board of Directors. The Company 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 attributable to Cal-Maine Foods, Inc. 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 60th day following the last day of such quarter, except for the fourth fiscal quarter. For the fourth quarter, the Company pays dividends to shareholders of record on the 65th day after the quarter end. Dividends are payable on the 15th day following the record date. Following a quarter for which the Company does not report net income attributable to Cal-Maine Foods, Inc., 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. Therefore, the Company did not pay a dividend with respect to the fourth quarter of fiscal 2016, or the first and second quarters of fiscal 2017, and will not pay a dividend for the third quarter of fiscal 2017. At February 25, 2017 , cumulative losses that must be recovered prior to paying a dividend were $50.2 million . When applicable, the amount of the accrual appears on the Condensed Consolidated Balance Sheets as “Accrued dividends payable.” On our condensed consolidated statement of operations, we determine dividends per common share in accordance with the computation in the following table (in thousands, except per share data): 13 Weeks Ended 39 Weeks Ended February 25, 2017 February 27, 2016 February 25, 2017 February 27, 2016 Net income (loss) attributable to Cal-Maine Foods, Inc. $ 4,139 $ 64,164 $ (49,807 ) $ 316,417 1/3 of net income attributable to Cal-Maine Foods, Inc. available for dividend — 21,388 — 105,472 Common stock outstanding (shares) 43,777 43,738 Class A common stock outstanding (shares) 4,800 4,800 Total common stock outstanding (shares) 48,577 48,538 Dividends per common share* $ — $ 0.441 $ — $ 2.175 *Dividends per common share = 1/3 of Net income (loss) attributable to Cal-Maine Foods, Inc. available for dividend ÷ Total common stock outstanding (shares). At February 25, 2017 , cumulative losses that must be recovered prior to paying a dividend were $50.2 million . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Feb. 25, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements 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 that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities The disclosure of fair value of certain financial assets and liabilities that are recorded at cost are as follows: Cash and cash equivalents: 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. Fair 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 estimate, 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 and carrying value of the Company’s borrowings under its long-term debt were as follows (in thousands): February 25, 2017 May 28, 2016 Carrying Value Fair Value Carrying Value Fair Value 5.4% – 6.4% Notes payable $ 20,980 $ 21,028 $ 25,570 $ 25,824 4.9% – 5.97% Capital leases payable 1,771 1,589 — — $ 22,751 $ 22,617 $ 25,570 $ 25,824 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 financial assets and liabilities measured at fair value on a recurring basis as of February 25, 2017 and May 28, 2016 (in thousands): Total February 25, 2017 Level 1 Level 2 Level 3 Balance Assets US government and agency obligations — $ 17,062 — $ 17,062 Municipal bonds — 47,011 — 47,011 Corporate bonds — 85,752 — 85,752 Foreign government obligations — 2,008 — 2,008 Asset backed securities — 5,837 — 5,837 Mutual funds 2,487 — — 2,487 Total assets measured at fair value $ 2,487 $ 157,670 — $ 160,157 Total May 28, 2016 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 Investment securities – available-for-sale, classified as level 2, consist of U.S. government and agency obligations, taxable and tax exempt municipal bonds, zero coupon municipal bonds, foreign government obligations, asset backed securities and corporate bonds with maturities of three months or longer when purchased. We classify 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. |
Investment Securities
Investment Securities | 9 Months Ended |
Feb. 25, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment Securities | Investment Securities The following represents the Company’s investment securities as of February 25, 2017 and May 28, 2016 (in thousands): February 25, 2017 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value US government and agency obligations $ 17,089 $ — $ 27 $ 17,062 Municipal bonds 46,981 30 — 47,011 Corporate bonds 85,703 49 — 85,752 Foreign government obligations 2,009 — 1 2,008 Asset backed securities 5,837 — — 5,837 Total current investment securities $ 157,619 $ 79 $ 28 $ 157,670 Mutual funds $ 1,751 $ 736 $ — $ 2,487 Total noncurrent investment securities $ 1,751 $ 736 $ — $ 2,487 May 28, 2016 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value 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 Proceeds from sales of available-for-sale securities were $228.3 million and $221.9 million during the thirty-nine weeks ended February 25, 2017 and February 27, 2016 , respectively. Gross realized gains during the thirty-nine weeks ended ended February 25, 2017 and February 27, 2016 were $231,000 and $100,000 , respectively. Gross realized losses during the thirty-nine weeks ended February 25, 2017 and February 27, 2016 were $6,000 and $102,000 , 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 and (losses), net of taxes, for the thirty-nine weeks ended February 25, 2017 and February 27, 2016 were as follows (in thousands): 39 Weeks Ended February 25, 2017 February 27, 2016 Current investments $ (30 ) $ (740 ) Noncurrent investments 154 (94 ) Total unrealized holding gains (losses) $ 124 $ (834 ) 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 at February 25, 2017 , are as follows (in thousands): Estimated Fair Value Within one year $ 84,966 1-5 years 72,704 Total $ 157,670 |
Equity
Equity | 9 Months Ended |
Feb. 25, 2017 | |
Equity [Abstract] | |
Equity | Equity The following reflects the equity activity, including our noncontrolling interest, for the thirty-nine weeks ended February 25, 2017 (in thousands): Cal-Maine Foods, Inc. Stockholders Common Stock Class A Treasury Paid In Accum. Other Retained Noncontrolling Amount Amount Amount Capital Comp. Income Earnings Interest Total Balance at May 28, 2016 $ 703 $ 48 $ (22,272 ) $ 46,404 $ (48 ) $ 890,440 $ 2,086 $ 917,361 Other comprehensive income, net of tax — — — — 124 — — 124 Grant of restricted stock — — 78 (78 ) — — — — Forfeiture of restricted stock — — (4 ) 4 — — — — Buyback of 39,913 shares to satisfy withholding obligation in connection with the vesting of restricted stock — — (1,715 ) — — — — (1,715 ) Distribution to noncontrolling interest partners — — — — — — (73 ) (73 ) Restricted stock compensation — — — 2,481 — — — 2,481 Reclass of equity portion of American Egg Products in connection with acquisition, see Note 2 — — — — — 58 (58 ) — Cumulative adjustment to restricted stock compensation from the adoption of ASU 2016-09 — — — 174 — (174 ) — — Net income — — — — — (49,807 ) (9 ) (49,816 ) Balance at February 25, 2017 $ 703 $ 48 $ (23,913 ) $ 48,985 $ 76 $ 840,517 $ 1,946 $ 868,362 |
Subsequent Event
Subsequent Event | 9 Months Ended |
Feb. 25, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Subsequent to February 25, 2017, the Company received payment of claims related to the Deepwater Horizon Economic and Property Damages Settlement Program (the "Settlement Program"). Our recovery, net of applicable fees, was $5.5 million and will be recorded in our fourth quarter results. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Business Combinations [Abstract] | |
Allocation of Purchase Price | Pending the finalization of the Company's valuation, the following table presents the preliminary fair values of the assets acquired (in thousands): Inventory $ 609 Property, plant and equipment 11,259 Intangible assets 2,400 Total identifiable net assets 14,268 Goodwill 2,940 Purchase price $ 17,208 Pending the finalization of the Company's valuation, the following table presents the preliminary fair values of the assets acquired and liabilities assumed (in thousands): Inventory $ 7,669 Property, plant and equipment 38,683 Intangible assets 24,000 Liabilities assumed (2,005 ) Total identifiable net assets 68,347 Goodwill 3,296 Purchase price 71,643 Deferred purchase price (3,000 ) Cash consideration paid $ 68,643 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary Of Restricted Share Activity | A summary of the Company’s restricted share activity for the thirty-nine weeks ended February 25, 2017 follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding, May 28, 2016 288,900 $ 35.97 Granted 86,215 43.00 Vested (121,148 ) 26.90 Forfeited (6,232 ) 39.66 Outstanding, February 25, 2017 247,735 $ 42.76 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventories | Inventories consisted of the following (in thousands): February 25, 2017 May 28, 2016 Flocks $ 98,822 $ 94,312 Eggs and egg products 16,297 11,519 Feed and supplies 48,699 48,968 $ 163,818 $ 154,799 |
Net Income (Loss) per Common 21
Net Income (Loss) per Common Share (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Earnings Per Share [Abstract] | |
Computation Of Basic And Diluted Net Income Per Share Attributable To The Company | The computations of basic and diluted net income (loss) per share attributable to the Company are as follows (in thousands, except per share data): 13 Weeks Ended 39 Weeks Ended February 25, 2017 February 27, 2016 February 25, 2017 February 27, 2016 Net income (loss) attributable to Cal-Maine Foods, Inc. $ 4,139 $ 64,164 $ (49,807 ) $ 316,417 Basic weighted-average common shares 48,286 48,204 48,285 48,177 Effect of dilutive securities: Restricted shares 131 163 — 182 Dilutive potential common shares 48,417 48,367 48,285 48,359 Net income (loss) per common share attributable to Cal-Maine Foods, Inc.: Basic $ 0.09 $ 1.33 $ (1.03 ) $ 6.57 Diluted $ 0.09 $ 1.33 $ (1.03 ) $ 6.54 |
Accrued Dividends Payable And22
Accrued Dividends Payable And Dividends per Common Share (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Earnings Per Share Reconciliation [Abstract] | |
Schedule Of Dividends Per Common Share | On our condensed consolidated statement of operations, we determine dividends per common share in accordance with the computation in the following table (in thousands, except per share data): 13 Weeks Ended 39 Weeks Ended February 25, 2017 February 27, 2016 February 25, 2017 February 27, 2016 Net income (loss) attributable to Cal-Maine Foods, Inc. $ 4,139 $ 64,164 $ (49,807 ) $ 316,417 1/3 of net income attributable to Cal-Maine Foods, Inc. available for dividend — 21,388 — 105,472 Common stock outstanding (shares) 43,777 43,738 Class A common stock outstanding (shares) 4,800 4,800 Total common stock outstanding (shares) 48,577 48,538 Dividends per common share* $ — $ 0.441 $ — $ 2.175 *Dividends per common share = 1/3 of Net income (loss) attributable to Cal-Maine Foods, Inc. available for dividend ÷ Total common stock outstanding (shares). At February 25, 2017 , cumulative losses that must be recovered prior to paying a dividend were $50.2 million . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Fair Value And Carrying Value Of Borrowings Under Long-Term Debt | The fair value and carrying value of the Company’s borrowings under its long-term debt were as follows (in thousands): February 25, 2017 May 28, 2016 Carrying Value Fair Value Carrying Value Fair Value 5.4% – 6.4% Notes payable $ 20,980 $ 21,028 $ 25,570 $ 25,824 4.9% – 5.97% Capital leases payable 1,771 1,589 — — $ 22,751 $ 22,617 $ 25,570 $ 25,824 |
Schedule Of 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 financial assets and liabilities measured at fair value on a recurring basis as of February 25, 2017 and May 28, 2016 (in thousands): Total February 25, 2017 Level 1 Level 2 Level 3 Balance Assets US government and agency obligations — $ 17,062 — $ 17,062 Municipal bonds — 47,011 — 47,011 Corporate bonds — 85,752 — 85,752 Foreign government obligations — 2,008 — 2,008 Asset backed securities — 5,837 — 5,837 Mutual funds 2,487 — — 2,487 Total assets measured at fair value $ 2,487 $ 157,670 — $ 160,157 Total May 28, 2016 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 |
Investment Securities (Tables)
Investment Securities (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule Of Investment Securities | The following represents the Company’s investment securities as of February 25, 2017 and May 28, 2016 (in thousands): February 25, 2017 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value US government and agency obligations $ 17,089 $ — $ 27 $ 17,062 Municipal bonds 46,981 30 — 47,011 Corporate bonds 85,703 49 — 85,752 Foreign government obligations 2,009 — 1 2,008 Asset backed securities 5,837 — — 5,837 Total current investment securities $ 157,619 $ 79 $ 28 $ 157,670 Mutual funds $ 1,751 $ 736 $ — $ 2,487 Total noncurrent investment securities $ 1,751 $ 736 $ — $ 2,487 May 28, 2016 Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value 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 |
Schedule of Unrealized Holding Gain (Loss) on Investments | Unrealized holding gains and (losses), net of taxes, for the thirty-nine weeks ended February 25, 2017 and February 27, 2016 were as follows (in thousands): 39 Weeks Ended February 25, 2017 February 27, 2016 Current investments $ (30 ) $ (740 ) Noncurrent investments 154 (94 ) Total unrealized holding gains (losses) $ 124 $ (834 ) |
Schedule Of Contractual Maturities Of Investment Securities | Contractual maturities at February 25, 2017 , are as follows (in thousands): Estimated Fair Value Within one year $ 84,966 1-5 years 72,704 Total $ 157,670 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Equity [Abstract] | |
Schedule Of Statement Of Stockholders' Equity Activities, Including Noncontrolling Interest | The following reflects the equity activity, including our noncontrolling interest, for the thirty-nine weeks ended February 25, 2017 (in thousands): Cal-Maine Foods, Inc. Stockholders Common Stock Class A Treasury Paid In Accum. Other Retained Noncontrolling Amount Amount Amount Capital Comp. Income Earnings Interest Total Balance at May 28, 2016 $ 703 $ 48 $ (22,272 ) $ 46,404 $ (48 ) $ 890,440 $ 2,086 $ 917,361 Other comprehensive income, net of tax — — — — 124 — — 124 Grant of restricted stock — — 78 (78 ) — — — — Forfeiture of restricted stock — — (4 ) 4 — — — — Buyback of 39,913 shares to satisfy withholding obligation in connection with the vesting of restricted stock — — (1,715 ) — — — — (1,715 ) Distribution to noncontrolling interest partners — — — — — — (73 ) (73 ) Restricted stock compensation — — — 2,481 — — — 2,481 Reclass of equity portion of American Egg Products in connection with acquisition, see Note 2 — — — — — 58 (58 ) — Cumulative adjustment to restricted stock compensation from the adoption of ASU 2016-09 — — — 174 — (174 ) — — Net income — — — — — (49,807 ) (9 ) (49,816 ) Balance at February 25, 2017 $ 703 $ 48 $ (23,913 ) $ 48,985 $ 76 $ 840,517 $ 1,946 $ 868,362 |
Acquisitions Narrative (Details
Acquisitions Narrative (Details) layer in Thousands, $ in Thousands | Feb. 19, 2017layer | Oct. 16, 2016USD ($)layer | Feb. 25, 2017 |
Business Acquisition [Line Items] | |||
Business acquisition purchase price allocation goodwill expected tax deductible period | 15 years | ||
Foodonics International, Inc | |||
Business Acquisition [Line Items] | |||
Cash consideration paid | $ | $ 68,643 | ||
Business combination, consideration transferred, assumed liabilities | $ | $ 3,000 | ||
Production and processing capacity | 1,600 | ||
Contract grower arrangements | 1,500 | ||
Business acquisition, percentage of voting interests | 100.00% | ||
Happy Hen Egg Farms, Inc | |||
Business Acquisition [Line Items] | |||
Production and processing capacity | 350 | ||
Designed production and processing capacity | 1,200 | ||
Trademarks | Happy Hen Egg Farms, Inc | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets, weighted average useful life | 8 years | ||
Franchise Rights | Foodonics International, Inc | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets, weighted average useful life | 15 years | ||
Customer Relationships | Happy Hen Egg Farms, Inc | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets, weighted average useful life | 8 years | ||
Noncompete Agreements | Happy Hen Egg Farms, Inc | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets, weighted average useful life | 10 years |
Acquisitions Allocation of Purc
Acquisitions Allocation of Purchase Price (Details) - USD ($) $ in Thousands | Oct. 16, 2016 | Feb. 25, 2017 | Feb. 19, 2017 | May 28, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 35,432 | $ 29,196 | ||
Happy Hen Egg Farms, Inc | ||||
Business Acquisition [Line Items] | ||||
Inventory | $ 609 | |||
Property, plant and equipment | 11,259 | |||
Intangible assets | 2,400 | |||
Total identifiable net assets | 14,268 | |||
Goodwill | 2,940 | |||
Purchase price | $ 17,208 | |||
Foodonics International, Inc | ||||
Business Acquisition [Line Items] | ||||
Inventory | $ 7,669 | |||
Property, plant and equipment | 38,683 | |||
Intangible assets | 24,000 | |||
Liabilities assumed | (2,005) | |||
Total identifiable net assets | 68,347 | |||
Goodwill | 3,296 | |||
Purchase price | 71,643 | |||
Deferred purchase price | (3,000) | |||
Cash consideration paid | $ 68,643 |
Stock Based Compensation (Narra
Stock Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | May 28, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense (benefit) | $ 2.5 | $ 2.2 | |
Restricted Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 6.9 | ||
Weighted average period of unrecognized compensation expense (in years) | 2 years 3 months 9 days | ||
Number of options outstanding (in shares) | 247,735 | ||
Weighted average grant date fair value (in dollars per share) | $ 42.76 | $ 35.97 |
Stock Based Compensation (Summa
Stock Based Compensation (Summary Of Restricted Share Activity) (Details) - Restricted Shares | 9 Months Ended |
Feb. 25, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Shares, Outstanding, Beginning Balance (in shares) | shares | 288,900 |
Number of Shares, Granted (in shares) | shares | 86,215 |
Number of Shares, Vested (in shares) | shares | (121,148) |
Number of Shares, Forfeited (in shares) | shares | (6,232) |
Number of Shares, Outstanding, Ending Balance (in shares) | shares | 247,735 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance (in dollars per share) | $ / shares | $ 35.97 |
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares | 43 |
Weighted Average Grant Date Fair Value, Vested (in dollars per share) | $ / shares | 26.90 |
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) | $ / shares | 39.66 |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance (in dollars per share) | $ / shares | $ 42.76 |
Inventories (Details)
Inventories (Details) $ in Thousands, pullet_and_breeder in Millions, layer in Millions | Feb. 25, 2017USD ($)layerpullet_and_breeder | May 28, 2016USD ($) |
Inventory Disclosure [Abstract] | ||
Flocks | $ 98,822 | $ 94,312 |
Eggs and egg products | 16,297 | 11,519 |
Feed and supplies | 48,699 | 48,968 |
Total inventories | $ 163,818 | $ 154,799 |
Pullets and breeders | pullet_and_breeder | 8.5 | |
Layer | layer | 38.1 |
Contingencies (Details)
Contingencies (Details) $ in Millions | Feb. 25, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Standby letters of credit | $ 3.7 |
Net Income (Loss) per Common 32
Net Income (Loss) per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net income (loss) attributable to Cal-Maine Foods, Inc. | $ 4,139 | $ 64,164 | $ (49,807) | $ 316,417 |
Basic weighted-average common shares (in shares) | 48,286,000 | 48,204,000 | 48,285,000 | 48,177,000 |
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | ||||
Restricted shares (in shares) | 131,000 | 163,000 | 0 | 182,000 |
Dilutive potential common shares (in shares) | 48,417,000 | 48,367,000 | 48,285,000 | 48,359,000 |
Earnings Per Share, Basic and Diluted [Abstract] | ||||
Basic (in dollars per share) | $ 0.09 | $ 1.33 | $ (1.03) | $ 6.57 |
Diluted (in dollars per share) | $ 0.09 | $ 1.33 | $ (1.03) | $ 6.54 |
Restricted Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from calculation of earnings per share | 145,044 |
Accrued Dividends Payable And33
Accrued Dividends Payable And Dividends per Common Share (Narrative) (Details) $ in Millions | 9 Months Ended |
Feb. 25, 2017USD ($) | |
Earnings Per Share Reconciliation [Abstract] | |
Percentage of net income loss used to compute accrued dividends | 33.33% |
Number of days after first, second and third quarter dividends paid | 60 days |
Number of days after fourth quarter dividends paid | 65 days |
Number of days dividends paid following record date | 15 days |
Cumulative loss to be recovered prior to paying dividend | $ (50.2) |
Accrued Dividends Payable And34
Accrued Dividends Payable And Dividends per Common Share (Schedule Of Dividends Per Common Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | May 28, 2016 | |
Dividends Payable [Line Items] | |||||
Net income (loss) attributable to Cal-Maine Foods, Inc. | $ 4,139 | $ 64,164 | $ (49,807) | $ 316,417 | |
1/3 of net income attributable to Cal-Maine Foods, Inc. available for dividend | $ 0 | $ 21,388 | $ 0 | $ 105,472 | |
Percentage of net income attributable to parent | 33.33% | ||||
Total common stock outstanding (shares) | 48,577 | 48,538 | 48,577 | 48,538 | |
Dividends per common share (in dollars per share) | $ 0 | $ 0.441 | $ 0 | $ 2.175 | |
Common Stock | |||||
Dividends Payable [Line Items] | |||||
Total common stock outstanding (shares) | 43,777 | 43,738 | 43,777 | 43,738 | |
Class A Common Stock | |||||
Dividends Payable [Line Items] | |||||
Total common stock outstanding (shares) | 4,800 | 4,800 | 4,800 | 4,800 | 4,800 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule Of Fair Value And Carrying Value Of Borrowings Under Long-Term Debt) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Feb. 25, 2017 | May 28, 2016 | |
Notes payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate, minimum | 5.40% | 5.40% |
Interest rate, maximum | 6.40% | 6.40% |
Capital leases payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate, minimum | 4.90% | |
Interest rate, maximum | 5.97% | |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 22,751 | $ 25,570 |
Carrying Value | Notes payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 20,980 | 25,570 |
Carrying Value | Capital leases payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 1,771 | 0 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 22,617 | 25,824 |
Fair Value | Notes payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | 21,028 | 25,824 |
Fair Value | Capital leases payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 1,589 | $ 0 |
Fair Value Measurements (Sche36
Fair Value Measurements (Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 160,157 | $ 362,436 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2,487 | 5,503 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 157,670 | 356,933 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
US government and agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 18,814 | |
US government and agency obligations | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
US government and agency obligations | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 17,062 | 18,814 |
US government and agency obligations | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 47,011 | 79,643 |
Municipal bonds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Municipal bonds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 47,011 | 79,643 |
Municipal bonds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 85,752 | 240,537 |
Corporate bonds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Corporate bonds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 85,752 | 240,537 |
Corporate bonds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Foreign government obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,008 | 2,046 |
Foreign government obligations | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Foreign government obligations | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,008 | 2,046 |
Foreign government obligations | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Asset backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 5,837 | 15,893 |
Asset backed securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Asset backed securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 5,837 | 15,893 |
Asset backed securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,487 | 5,503 |
Mutual funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 2,487 | 5,503 |
Mutual funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | 0 | 0 |
Mutual funds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities | $ 0 | $ 0 |
Investment Securities (Narrativ
Investment Securities (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 25, 2017 | Feb. 27, 2016 | |
Investments, Debt and Equity Securities [Abstract] | ||
Proceeds from sale of available-for-sale securities | $ 228,300 | $ 221,900 |
Gross realized gains on sales of available-for-sale securities | 231 | 100 |
Gross realized losses on sales of available-for-sale securities | $ 6 | $ 102 |
Investment Securities (Schedule
Investment Securities (Schedule Of Investment Securities) (Details) - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 157,619 | $ 360,400 |
Unrealized Gains | 79 | 170 |
Unrealized Losses | 28 | 71 |
Estimated Fair Value | 157,670 | 360,499 |
Noncurrent Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,751 | 1,448 |
Unrealized Gains | 736 | 489 |
Unrealized Losses | 0 | 0 |
Estimated Fair Value | 2,487 | 1,937 |
US government and agency obligations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Value | 17,062 | |
US government and agency obligations | Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 17,089 | 18,809 |
Unrealized Gains | 0 | 5 |
Unrealized Losses | 27 | 0 |
Estimated Fair Value | 17,062 | 18,814 |
Municipal bonds | Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 46,981 | 79,481 |
Unrealized Gains | 30 | 162 |
Unrealized Losses | 0 | 0 |
Estimated Fair Value | 47,011 | 79,643 |
Corporate bonds | Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 85,703 | 240,593 |
Unrealized Gains | 49 | 0 |
Unrealized Losses | 0 | 56 |
Estimated Fair Value | 85,752 | 240,537 |
Foreign government obligations | Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,009 | 2,044 |
Unrealized Gains | 0 | 2 |
Unrealized Losses | 1 | 0 |
Estimated Fair Value | 2,008 | 2,046 |
Asset backed securities | Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 5,837 | 15,908 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 15 |
Estimated Fair Value | 5,837 | 15,893 |
Mutual funds | Current Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 3,565 | |
Unrealized Gains | 1 | |
Unrealized Losses | 0 | |
Estimated Fair Value | 3,566 | |
Mutual funds | Noncurrent Assets | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,751 | 1,448 |
Unrealized Gains | 736 | 489 |
Unrealized Losses | 0 | 0 |
Estimated Fair Value | $ 2,487 | $ 1,937 |
Investment Securities (Schedu39
Investment Securities (Schedule of Unrealized Holding Gain (Loss) on Investments) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 25, 2017 | Feb. 27, 2016 | |
Gain (Loss) on Investments [Line Items] | ||
Unrealized holding gains (losses), net of tax on available-for-sale securities | $ 124 | $ (834) |
Current Assets | ||
Gain (Loss) on Investments [Line Items] | ||
Unrealized holding gains (losses), net of tax on available-for-sale securities | (30) | (740) |
Noncurrent Assets | ||
Gain (Loss) on Investments [Line Items] | ||
Unrealized holding gains (losses), net of tax on available-for-sale securities | $ 154 | $ (94) |
Investment Securities (Schedu40
Investment Securities (Schedule Of Contractual Maturities Of Investment Securities) (Details) $ in Thousands | Feb. 25, 2017USD ($) |
Investments, Debt and Equity Securities [Abstract] | |
Within one year | $ 84,966 |
1-5 years | 72,704 |
Total | $ 157,670 |
Equity (Details)
Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | May 28, 2016 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | $ 917,361 | ||||
Other comprehensive income, net of tax | $ 144 | $ (556) | 124 | $ (834) | |
Grant of restricted stock | 0 | ||||
Forfeiture of restricted stock | 0 | ||||
Buyback of 39,913 shares to satisfy withholding obligation in connection with the vesting of restricted stock | (1,715) | ||||
Distribution to noncontrolling interest partners | (73) | ||||
Restricted stock compensation | 2,481 | ||||
Reclass of equity portion of American Egg Products in connection with acquisition, see Note 2 | 0 | ||||
Cumulative adjustment to restricted stock compensation from the adoption of ASU 2016-09 | $ 0 | ||||
Net income | 4,131 | $ 64,342 | (49,816) | $ 318,342 | |
Balance ending | 868,362 | 868,362 | |||
Treasury Stock | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | (22,272) | ||||
Grant of restricted stock | 78 | ||||
Forfeiture of restricted stock | (4) | ||||
Buyback of 39,913 shares to satisfy withholding obligation in connection with the vesting of restricted stock | (1,715) | ||||
Balance ending | (23,913) | (23,913) | |||
Paid In Capital | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | 46,404 | ||||
Grant of restricted stock | (78) | ||||
Forfeiture of restricted stock | 4 | ||||
Restricted stock compensation | 2,481 | ||||
Cumulative adjustment to restricted stock compensation from the adoption of ASU 2016-09 | 174 | ||||
Balance ending | 48,985 | 48,985 | |||
Accumulated Other Comprehensive Loss | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | (48) | ||||
Other comprehensive income, net of tax | 124 | ||||
Balance ending | 76 | 76 | |||
Retained Earnings | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | 890,440 | ||||
Reclass of equity portion of American Egg Products in connection with acquisition, see Note 2 | 58 | ||||
Cumulative adjustment to restricted stock compensation from the adoption of ASU 2016-09 | $ (174) | ||||
Net income | (49,807) | ||||
Balance ending | 840,517 | 840,517 | |||
Noncontrolling Interests | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | 2,086 | ||||
Distribution to noncontrolling interest partners | (73) | ||||
Reclass of equity portion of American Egg Products in connection with acquisition, see Note 2 | (58) | ||||
Net income | (9) | ||||
Balance ending | 1,946 | 1,946 | |||
Common Stock | Common Stock | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | 703 | ||||
Balance ending | 703 | 703 | |||
Class A Common Stock | Common Stock | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Balance beginning | 48 | ||||
Balance ending | $ 48 | $ 48 |
Equity - Additional Information
Equity - Additional Information (Details) | 9 Months Ended |
Feb. 25, 2017shares | |
Statement of Stockholders' Equity [Abstract] | |
Buyback of 39,913 shares to satisfy withholding obligation in connection with the vesting of restricted stock | 39,913 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Millions | 3 Months Ended |
Jun. 03, 2017USD ($) | |
Forecast | Deepwater Horizon Economic and Property Damages Program | Subsequent Event | |
Subsequent Event [Line Items] | |
Payment received for claims | $ 5.5 |