Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
May 31, 2020 | Jun. 28, 2020 | Nov. 22, 2019 | |
Cover [Abstract] | |||
Entity Registrant Name | CONAGRA BRANDS, INC. | ||
Entity Central Index Key | 0000023217 | ||
Current Fiscal Year End Date | --05-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | May 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Public Float | $ 13,986,160,847 | ||
Entity Common Stock, Shares Outstanding | 487,243,684 | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity File Number | 1-7275 | ||
Entity Tax Identification Number | 47-0248710 | ||
Entity Address, Address Line One | 222 W. Merchandise Mart Plaza | ||
Entity Address, Address Line Two | Suite 1300 | ||
Entity Address, City or Town | Chicago | ||
Entity Address, State or Province | IL | ||
Entity Address, Postal Zip Code | 60654 | ||
City Area Code | (312) | ||
Local Phone Number | 549-5000 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Interactive Data Current | Yes | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Title of 12(b) Security | Common Stock, $5.00 par value | ||
Trading Symbol | CAG | ||
Security Exchange Name | NYSE | ||
Documents Incorporated by Reference | Portions of the Registrant’s definitive Proxy Statement for the Registrant's 2020 Annual Meeting of Stockholders (the "2020 Proxy Statement") are incorporated by reference into Part III. |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Statement [Abstract] | |||
Net sales | $ 11,054.4 | $ 9,538.4 | $ 7,938.3 |
Costs and expenses: | |||
Cost of goods sold | 7,984.8 | 6,885.4 | 5,586.8 |
Selling, general and administrative expenses | 1,622.5 | 1,473.4 | 1,398.4 |
Pension and postretirement non-service income | (9.9) | (35.1) | (80.4) |
Interest expense, net | 487.1 | 391.4 | 158.7 |
Income from continuing operations before income taxes and equity method investment earnings | 969.9 | 823.3 | 874.8 |
Income tax expense | 201.3 | 218.8 | 174.6 |
Equity method investment earnings | 73.2 | 75.8 | 97.3 |
Income from continuing operations | 841.8 | 680.3 | 797.5 |
Income (loss) from discontinued operations, net of tax | 0 | (1.9) | 14.3 |
Net income | 841.8 | 678.4 | 811.8 |
Less: Net income attributable to noncontrolling interests | 1.7 | 0.1 | 3.4 |
Net income attributable to Conagra Brands, Inc. | $ 840.1 | $ 678.3 | $ 808.4 |
Earnings per share — basic | |||
Income from continuing operations attributable to Conagra Brands, Inc. common stockholders | $ 1.72 | $ 1.53 | $ 1.97 |
Income from discontinued operations attributable to Conagra Brands, Inc. common stockholders | 0 | 0 | 0.03 |
Net income attributable to Conagra Brands, Inc. common stockholders | 1.72 | 1.53 | 2 |
Earnings per share — diluted | |||
Income from continuing operations attributable to Conagra Brands, Inc. common stockholders | 1.72 | 1.53 | 1.95 |
Income (loss) from discontinued operations attributable to Conagra Brands, Inc. common stockholders | 0 | (0.01) | 0.03 |
Net income attributable to Conagra Brands, Inc. common stockholders | $ 1.72 | $ 1.52 | $ 1.98 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Net income | |||
Pre-Tax Amount | $ 1,043.1 | $ 900 | $ 972.3 |
Tax (Expense) Benefit | (201.3) | (221.6) | (160.5) |
After-Tax Amount | 841.8 | 678.4 | 811.8 |
Unrealized derivative adjustments | |||
Pre-Tax Amount | (7.1) | 45.5 | 2.9 |
Tax (Expense) Benefit | 1.8 | (11.4) | (0.9) |
After-Tax Amount | (5.3) | 34.1 | 2 |
Reclassification for derivative adjustments included in net income | |||
Pre-Tax Amount | (3.3) | (1.9) | 0.1 |
Tax (Expense) Benefit | 0.9 | 0.5 | 0 |
After-Tax Amount | (2.4) | (1.4) | 0.1 |
Unrealized gains on available-for-sale securities | |||
Pre-Tax Amount | 0 | 0 | 1.1 |
Tax (Expense) Benefit | 0 | 0 | (0.3) |
After-Tax Amount | 0 | 0 | 0.8 |
Unrealized currency translation gains (losses) | |||
Pre-Tax Amount | (42.7) | (10.2) | 0.8 |
Tax (Expense) Benefit | 1.4 | 0 | (0.1) |
After-Tax Amount | (41.3) | (10.2) | 0.7 |
Reclassification for currency translation losses included in net income | |||
Pre-Tax Amount | 0 | 10.4 | 0 |
Tax (Expense) Benefit | 0 | 0 | 0 |
After-Tax Amount | 0 | 10.4 | 0 |
Unrealized pension and postretirement benefit obligations | |||
Pre-Tax Amount | 63.2 | (43.8) | 157.3 |
Tax (Expense) Benefit | (15.9) | 10.9 | (45) |
After-Tax Amount | 47.3 | (32.9) | 112.3 |
Reclassification for pension and postretirement benefit obligations included in net income | |||
Pre-Tax Amount | (5.5) | (1.5) | 0.9 |
Tax (Expense) Benefit | 1.4 | 0.4 | (0.2) |
After-Tax Amount | (4.1) | (1.1) | 0.7 |
Comprehensive income | |||
Pre-Tax Amount | 1,047.7 | 898.5 | 1,135.4 |
Tax (Expense) Benefit | (211.7) | (221.2) | (207) |
After-Tax Amount | 836 | 677.3 | 928.4 |
Comprehensive loss attributable to noncontrolling interests | |||
Pre-Tax Amount | (3.9) | (1.7) | 0.7 |
Tax (Expense) Benefit | (0.9) | (0.1) | (1.2) |
After-Tax Amount | (4.8) | (1.8) | (0.5) |
Comprehensive income attributable to Conagra Brands, Inc. | |||
Pre-Tax Amount | 1,051.6 | 900.2 | 1,134.7 |
Tax (Expense) Benefit | (210.8) | (221.1) | (205.8) |
After-Tax Amount | $ 840.8 | $ 679.1 | $ 928.9 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Current assets | ||
Cash and cash equivalents | $ 553.3 | $ 236.6 |
Receivables, less allowance for doubtful accounts of $2.6 and $2.2 | 860.8 | 818.2 |
Inventories | 1,377.9 | 1,548.9 |
Prepaid expenses and other current assets | 93.9 | 93.4 |
Current assets held for sale | 36.7 | |
Total current assets | 2,885.9 | 2,733.8 |
Property, plant and equipment | ||
Land and land improvements | 145.3 | 141.7 |
Buildings, machinery and equipment | 4,144.6 | 3,915.1 |
Furniture, fixtures, office equipment and other | 656.2 | 677.5 |
Construction in progress | 243.8 | 172 |
Property, plant and equipment | 5,189.9 | 4,906.3 |
Less accumulated depreciation | (2,800.3) | (2,578.9) |
Property, plant and equipment, net | 2,389.6 | 2,327.4 |
Goodwill | 11,436.3 | 11,435.4 |
Brands, trademarks and other intangibles, net | 4,315.7 | 4,539.3 |
Other assets | 1,273.4 | 915.5 |
Noncurrent assets held for sale | 3.1 | 262.4 |
Total assets | 22,304 | 22,213.8 |
Current liabilities | ||
Notes payable | 1.1 | 1 |
Current installments of long-term debt | 845.5 | 20.6 |
Accounts payable | 1,525.6 | 1,252.1 |
Accrued payroll | 189.4 | 173.2 |
Other accrued liabilities | 725.8 | 690.6 |
Total current liabilities | 3,287.4 | 2,142.6 |
Senior long-term debt, excluding current installments | 8,900.8 | 10,459.8 |
Subordinated debt | 195.9 | |
Other noncurrent liabilities | 2,165.1 | 1,951.8 |
Total liabilities | 14,353.3 | 14,750.1 |
Commitments and contingencies (Note 16) | ||
Common stockholders' equity | ||
Common stock of $5 par value, authorized 1,200,000,000 shares; issued 584,219,229 | 2,921.2 | 2,921.2 |
Additional paid-in capital | 2,323.2 | 2,286 |
Retained earnings | 5,471.2 | 5,047.9 |
Accumulated other comprehensive loss | (109.6) | (110.3) |
Less treasury stock, at cost, 97,057,311 and 98,133,747 common shares | (2,729.9) | (2,760.2) |
Total Conagra Brands, Inc. common stockholders' equity | 7,876.1 | 7,384.6 |
Noncontrolling interests | 74.6 | 79.1 |
Total stockholders' equity | 7,950.7 | 7,463.7 |
Total liabilities and stockholders' equity | $ 22,304 | 22,213.8 |
Held-for-sale, not discontinued operations | ||
Current assets | ||
Current assets held for sale | 9.9 | |
Property, plant and equipment | ||
Noncurrent assets held for sale | 35.7 | |
Current liabilities | ||
Current liabilities held for sale | $ 5.1 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2.6 | $ 2.2 |
Common stock, par value (in dollars per share) | $ 5 | $ 5 |
Common stock, authorized (in shares) | 1,200,000,000 | 1,200,000,000 |
Common stock, issued (in shares) | 584,219,229 | 584,219,229 |
Treasury stock, at cost (in shares) | 97,057,311 | 98,133,747 |
Consolidated Statements of Comm
Consolidated Statements of Common Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Noncontrolling Interests |
Beginning balance at May. 28, 2017 | $ 4,077.8 | $ 2,839.7 | $ 1,171.9 | $ 4,247 | $ (212.9) | $ (4,054.9) | $ 87 |
Beginning balance (in shares) at May. 28, 2017 | 567.9 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock option and incentive plans | 53.7 | 10 | (0.8) | 44.3 | 0.2 | ||
Spinoff of Lamb Weston | 14.8 | 14.8 | |||||
Adoption of ASU | ASU 2018-02 | 17.4 | (17.4) | |||||
Currency translation adjustments | 0.7 | 4.6 | (3.9) | ||||
Repurchase of common shares | (967.3) | (967.3) | |||||
Unrealized gain on available-for-sale securities | 0.8 | 0.8 | |||||
Derivative adjustments | 2.1 | 2.1 | |||||
Activities of noncontrolling interests | (5.5) | (1.9) | (0.7) | (2.9) | |||
Pension and postretirement healthcare benefits | 113 | 113 | |||||
Dividends declared on common stock | (341.9) | (341.9) | |||||
Net income attributable to Conagra Brands, Inc. | 808.4 | 808.4 | |||||
Ending balance at May. 27, 2018 | 3,756.6 | $ 2,839.7 | 1,180 | 4,744.9 | (110.5) | (4,977.9) | 80.4 |
Ending balance (in shares) at May. 27, 2018 | 567.9 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock option and incentive plans | 33.1 | (6.7) | 0.1 | 39.6 | 0.1 | ||
Adoption of ASU | ASU 2016-01 | 0.6 | (0.6) | |||||
Adoption of ASU | ASU 2014-09 | 0.5 | 0.5 | |||||
Currency translation adjustments | 0.2 | 2.1 | (1.9) | ||||
Issuance of treasury shares | 2,816.3 | 638.2 | 2,178.1 | ||||
Issuance of common stock | 555.7 | $ 81.5 | 474.2 | ||||
Issuance of common stock (in shares) | 16.3 | ||||||
Unrealized gain on available-for-sale securities | 0 | ||||||
Unrealized gain on available-for-sale securities | ASU 2016-01 | 0.6 | (0.6) | |||||
Derivative adjustments | 32.7 | 32.7 | |||||
Activities of noncontrolling interests | 0.8 | 0.3 | 0.5 | ||||
Pension and postretirement healthcare benefits | (34) | (34) | |||||
Dividends declared on common stock | (376.5) | (376.5) | |||||
Net income attributable to Conagra Brands, Inc. | 678.3 | 678.3 | |||||
Ending balance at May. 26, 2019 | 7,463.7 | $ 2,921.2 | 2,286 | 5,047.9 | (110.3) | (2,760.2) | 79.1 |
Ending balance (in shares) at May. 26, 2019 | 584.2 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock option and incentive plans | 64.6 | 37.2 | (2.9) | 30.3 | |||
Currency translation adjustments | (41.3) | (34.8) | (6.5) | ||||
Unrealized gain on available-for-sale securities | 0 | ||||||
Derivative adjustments | (7.7) | (7.7) | |||||
Activities of noncontrolling interests | 2 | 2 | |||||
Pension and postretirement healthcare benefits | 43.2 | 43.2 | |||||
Dividends declared on common stock | (413.9) | (413.9) | |||||
Net income attributable to Conagra Brands, Inc. | 840.1 | 840.1 | |||||
Ending balance at May. 31, 2020 | $ 7,950.7 | $ 2,921.2 | $ 2,323.2 | $ 5,471.2 | $ (109.6) | $ (2,729.9) | $ 74.6 |
Ending balance (in shares) at May. 31, 2020 | 584.2 |
Consolidated Statements of Co_2
Consolidated Statements of Common Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Statement Of Stockholders Equity [Abstract] | |||||||||||
Dividends declared on common stock (in dollars per share) | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.85 | $ 0.85 | $ 0.85 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Cash flows from operating activities: | |||
Net income | $ 841.8 | $ 678.4 | $ 811.8 |
Income (loss) from discontinued operations | 0 | (1.9) | 14.3 |
Income from continuing operations | 841.8 | 680.3 | 797.5 |
Adjustments to reconcile income from continuing operations to net cash flows from operating activities: | |||
Depreciation and amortization | 388.9 | 333 | 257 |
Asset impairment charges | 259.9 | 93.8 | 14.7 |
Loss (gain) on divestitures | 2.2 | (69.4) | 0 |
Lease cancellation expense | 0 | 0 | 48.2 |
Loss on extinguishment of debt | 0 | 5.5 | 0 |
Significant litigation accruals | 0 | (39.3) | 151 |
Proceeds from the settlement of interest rate swaps | 0 | 47.5 | 0 |
Novation of a legacy guarantee | 0 | (27.3) | 0 |
Earnings of affiliates in excess of distributions | (21.8) | (20.8) | (34.8) |
Stock-settled share-based payments expense | 59.2 | 33.7 | 37.9 |
Contributions to pension plans | (17.5) | (14.7) | (312.6) |
Pension expense (benefit) | 5.9 | (22.7) | (56.1) |
Other items | 11.3 | 12.3 | (34) |
Change in operating assets and liabilities excluding effects of business acquisitions and dispositions: | |||
Receivables | (43.8) | (69.1) | (4.7) |
Inventories | 163.5 | 78 | (62.8) |
Deferred income taxes and income taxes payable, net | 23.1 | 83.7 | 10.5 |
Prepaid expenses and other current assets | (13.6) | (19.1) | 3.2 |
Accounts payable | 234.4 | 38.2 | 144.9 |
Accrued payroll | 15.9 | 0.1 | (8) |
Other accrued liabilities | (66.8) | (9.4) | (32.2) |
Net cash flows from operating activities - continuing operations | 1,842.6 | 1,114.3 | 919.7 |
Net cash flows from operating activities - discontinued operations | 0 | 11.2 | 34.5 |
Net cash flows from operating activities | 1,842.6 | 1,125.5 | 954.2 |
Cash flows from investing activities: | |||
Additions to property, plant and equipment | (369.5) | (353.1) | (251.6) |
Sale of property, plant and equipment | 14 | 22.5 | 8 |
Purchase of business, net of cash acquired | 0 | (5,119.2) | (337.1) |
Proceeds from divestitures, net of cash divested | 194.6 | 281.5 | 0 |
Purchase of marketable securities | (46.8) | (61) | 0 |
Sales of marketable securities | 53.8 | 52.2 | 0 |
Other items | 0.1 | 11.1 | 4.5 |
Net cash flows from investing activities | (153.8) | (5,166) | (576.2) |
Cash flows from financing activities: | |||
Net short-term borrowings (repayments) | 0.1 | (277.3) | 249.1 |
Issuance of long-term debt | 0 | 8,310.5 | 800 |
Repayment of long-term debt | (947.5) | (3,972.7) | (242.3) |
Debt issuance costs and bridge financing fees | 0 | (95.2) | (3) |
Payment of intangible asset financing arrangement | (13.6) | (14) | (14.4) |
Issuance of Conagra Brands, Inc. common shares, net | 0 | 555.7 | 0 |
Repurchase of Conagra Brands, Inc. common shares | 0 | 0 | (967.3) |
Cash dividends paid | (413.6) | (356.2) | (342.3) |
Exercise of stock options and issuance of other stock awards, including tax withholdings | 4.8 | (1.6) | 14.9 |
Other items | (0.6) | 0.6 | (1.6) |
Net cash flows from financing activities | (1,370.4) | 4,149.8 | (506.9) |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (1.7) | (0.7) | 5.5 |
Net change in cash and cash equivalents and restricted cash | 316.7 | 108.6 | (123.4) |
Cash and cash equivalents and restricted cash at beginning of year | 237.6 | 129 | 252.4 |
Cash and cash equivalents and restricted cash at end of year | $ 554.3 | $ 237.6 | $ 129 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Fiscal Year — The fiscal year of Conagra Brands, Inc. ("Conagra Brands", "Company", "we", "us", or "our") ends the last Sunday in May. The fiscal years for the consolidated financial statements presented consist of a 53-week period for fiscal 2020 and 52-week periods for fiscal years 2019 and 2018. Basis of Consolidation — The consolidated financial statements include the accounts of Conagra Brands, Inc. and all majority-owned subsidiaries. All significant intercompany investments, accounts, and transactions have been eliminated. Investments in Unconsolidated Affiliates — The investments in, and the operating results of, 50%-or-less-owned entities not required to be consolidated are included in the consolidated financial statements on the basis of the equity method of accounting. We review our investments in unconsolidated affiliates for impairment whenever events or changes in business circumstances indicate that the carrying amount of the investments may not be fully recoverable. Evidence of a loss in value that is other than temporary includes, but is not limited to, the absence of an ability to recover the carrying amount of the investment, the inability of the investee to sustain an earnings capacity which would justify the carrying amount of the investment, or, where applicable, estimated sales proceeds which are insufficient to recover the carrying amount of the investment. Management's assessment as to whether any decline in value is other than temporary is based on our ability and intent to hold the investment and whether evidence indicating the carrying value of the investment is recoverable within a reasonable period of time outweighs evidence to the contrary. Management generally considers our investments in equity method investees to be strategic long-term investments. Therefore, management completes its assessments with a long-term viewpoint. If the fair value of the investment is determined to be less than the carrying value and the decline in value is considered to be other than temporary, an appropriate write-down is recorded based on the excess of the carrying value over the best estimate of fair value of the investment. Cash and Cash Equivalents — Cash and all highly liquid investments with an original maturity of three months or less at the date of acquisition, including short-term time deposits and government agency and corporate obligations, are classified as cash and cash equivalents. Receivables — Receivables from customers generally do not bear interest. Terms and collection vary by location and channel. The allowance for doubtful accounts represents our estimate of probable non-payments and credit losses in our existing receivables, as determined based on a review of past due balances and other specific account data. Account balances are written off against the allowance when we deem them uncollectible. The following table details the balances of our allowance for doubtful accounts and changes therein: Balance at Beginning of Period Additions Charged to Costs and Expenses Other Deductions from Reserves Balance at Close of Period Year ended May 31, 2020 $ 2.2 1.2 0.1 (1) 0.9 (2) $ 2.6 Year ended May 26, 2019 $ 1.7 0.6 0.5 (1) 0.6 (2) $ 2.2 Year ended May 27, 2018 $ 2.9 0.8 — 2.0 (2) $ 1.7 (1) (2) Inventories — We use the lower of cost (determined using the first-in, first-out method) or market for valuing inventories. Property, Plant and Equipment — Property, plant and equipment are carried at cost. Depreciation has been calculated using the straight-line method over the estimated useful lives of the respective classes of assets as follows: Land improvements 1 - 40 years Buildings 15 - 40 years Machinery and equipment 3 - 20 years Furniture, fixtures, office equipment and other 5 - 15 years We review property, plant and equipment for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Recoverability of an asset considered "held-and-used" is determined by comparing the carrying amount of the asset to the undiscounted net cash flows expected to be generated from the use of the asset. If the carrying amount is greater than the undiscounted net cash flows expected to be generated by the asset, the asset's carrying amount is reduced to its estimated fair value. An asset considered "held-for-sale" is reported at the lower of the asset's carrying amount or fair value. Goodwill and Other Identifiable Intangible Assets — Goodwill and other identifiable intangible assets with indefinite lives (e.g., brands or trademarks) are not amortized and are tested annually for impairment of value and whenever events or changes in circumstances indicate the carrying amount of the asset may be impaired. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have negative effects on earnings and cash flows, or a trend of negative or declining cash flows over multiple periods, among others. The fair value that could be realized in an actual transaction may differ from that used to evaluate the impairment of goodwill and other intangible assets. In testing goodwill for impairment, we have the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not (more than 50%) that the estimated fair value of a reporting unit is less than its carrying amount. If we elect to perform a qualitative assessment and determine that an impairment is more likely than not, we are then required to perform a quantitative impairment test, otherwise no further analysis is required. We also may elect not to perform the qualitative assessment and, instead, proceed directly to the quantitative impairment test. Under the goodwill qualitative assessment, various events and circumstances that would affect the estimated fair value of a reporting unit are identified (similar to impairment indicators above). Furthermore, management considers the results of the most recent quantitative impairment test completed for a reporting unit and compares the weighted average cost of capital between the current and prior years for each reporting unit. Under the goodwill quantitative impairment test, the evaluation of impairment involves comparing the current fair value of each reporting unit to its carrying value, including goodwill. We estimate the fair value using level 3 inputs as defined by the fair value hierarchy. Refer to Note 19 for the definition of the levels in the fair value hierarchy. The inputs used to calculate the fair value include a number of subjective factors, such as estimates of future cash flows, estimates of our future cost structure, discount rates for our estimated cash flows, required level of working capital, assumed terminal value, and time horizon of cash flow forecasts. In assessing other intangible assets not subject to amortization for impairment, we have the option to perform a qualitative assessment to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of such an intangible asset is less than its carrying amount. If we determine that it is not more likely than not that the fair value of such an intangible asset is less than its carrying amount, then we are not required to perform any additional tests for assessing intangible assets for impairment. However, if we conclude otherwise or elect not to perform the qualitative assessment, then we are required to perform a quantitative impairment test that involves a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. In fiscal 2020, 2019, and 2018 we elected to perform a quantitative impairment test for other intangible assets not subject to amortization. The estimates of fair value of intangible assets not subject to amortization are determined using a "relief from royalty" methodology, which is used in estimating the fair value of our brands/trademarks. Discount rate assumptions are based on an assessment of the risk inherent in the projected future cash flows generated by the respective intangible assets. Also subject to judgment are assumptions about royalty rates. Identifiable intangible assets with definite lives (e.g., licensing arrangements with contractual lives or customer relationships) are amortized over their estimated useful lives and tested for impairment whenever events or changes in circumstances indicate the carrying amount of the asset may be impaired. Identifiable intangible assets with definite lives are evaluated for impairment using a process similar to that used in evaluating elements of property, plant and equipment. If impaired, the asset is written down to its fair value. Refer to Note 8 for discussion of the impairment charges related to goodwill and intangible assets in fiscal 2020, 2019, and 2018. Fair Values of Financial Instruments — Unless otherwise specified, we believe the carrying value of financial instruments approximates their fair value. Environmental Liabilities — Environmental liabilities are accrued when it is probable that obligations have been incurred and the associated amounts can be reasonably estimated. We use third-party specialists to assist management in appropriately measuring the obligations associated with environmental liabilities. Such liabilities are adjusted as new information develops or circumstances change. We do not discount our environmental liabilities as the timing of the anticipated cash payments is not fixed or readily determinable. Management's estimate of our potential liability is independent of any potential recovery of insurance proceeds or indemnification arrangements. We do not reduce our environmental liabilities for potential insurance recoveries. Employment-Related Benefits — Employment-related benefits associated with pensions, postretirement health care benefits, and workers' compensation are expensed as such obligations are incurred. The recognition of expense is impacted by estimates made by management, such as discount rates used to value these liabilities, future health care costs, and employee accidents incurred but not yet reported. We use third-party specialists to assist management in appropriately measuring the obligations associated with employment-related benefits. We recognize changes in the fair value of pension plan assets and net actuarial gains or losses in excess of 10% of the greater of the market-related value of plan assets or the plan's projected benefit obligation (the "corridor") in current period expense annually as of our measurement date, which is our fiscal year-end, or when measurement is required otherwise under U.S. GAAP. Revenue Recognition — Our revenues primarily consist of the sale of food products that are sold to retailers and foodservice customers through direct sales forces, broker, and distributor arrangements. These revenue contracts generally have single performance obligations. Revenue, which includes shipping and handling charges billed to the customer, is reported net of variable consideration and consideration payable to our customers, including applicable discounts, returns, allowances, trade promotion, consumer coupon redemption, unsaleable product, and other costs. Amounts billed and due from our customers are classified as receivables and require payment on a short-term basis and, therefore, we do not have any significant financing components. We recognize revenue when (or as) performance obligations are satisfied by transferring control of the goods to customers. Control is transferred upon delivery of the goods to the customer. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed to be fulfillment activities and are accounted for as fulfillment costs. We assess the goods and services promised in our customers' purchase orders and identify a performance obligation for each promise to transfer a good or service (or bundle of goods or services) that is distinct. We offer various forms of trade promotions and the methodologies for determining these provisions are dependent on local customer pricing and promotional practices, which range from contractually fixed percentage price reductions to provisions based on actual occurrence or performance. Our promotional activities are conducted either through the retail trade or directly with consumers and include activities such as in-store displays and events, feature price discounts, consumer coupons, and loyalty programs. The costs of these activities are recognized at the time the related revenue is recorded, which normally precedes the actual cash expenditure. The recognition of these costs therefore requires management judgment regarding the volume of promotional offers that will be redeemed by either the retail trade or consumer. These estimates are made using various techniques including historical data on performance of similar promotional programs. Differences between estimated expense and actual redemptions are recognized as a change in management estimate in a subsequent period. Advertising Costs — Advertising costs are expensed as incurred. Advertising and promotion expenses totaled $230.7 million, $253.4 million, and $278.6 million in fiscal 2020, 2019, and 2018, respectively, and are included in selling, general and administrative ("SG&A") expenses. Research and Development — We incurred expenses of $56.4 million, $56.1 million, and $47.3 million for research and development activities in fiscal 2020, 2019, and 2018, respectively. Comprehensive Income — Comprehensive income includes net income, currency translation adjustments, certain derivative-related activity, changes in the value of available-for-sale investments (prior to the adoption of Accounting Standards Update ("ASU") 2016-01), and changes in prior service cost and net actuarial gains (losses) from pension (for amounts not in excess of the 10% "corridor") and postretirement health care plans. On foreign investments we deem to be essentially permanent in nature, we do not provide for taxes on currency translation adjustments arising from converting an investment denominated in a foreign currency to U.S. dollars. When we determine that a foreign investment, as well as undistributed earnings, are no longer permanent in nature, estimated taxes will be provided for the related deferred tax liability (asset), if any, resulting from currency translation adjustments. The following table details the accumulated balances for each component of other comprehensive income, net of tax: 2020 2019 2018 Currency translation losses, net of reclassification adjustments $ (125.7 ) $ (90.9 ) $ (94.7 ) Derivative adjustments, net of reclassification adjustments 26.3 34.0 1.0 Unrealized gains on available-for-sale securities — — 0.6 Pension and postretirement benefit obligations, net of reclassification adjustments (10.2 ) (53.4 ) (17.4 ) Accumulated other comprehensive loss 1 $ (109.6 ) $ (110.3 ) $ (110.5 ) 1 The following table summarizes the reclassifications from accumulated other comprehensive loss into income: Affected Line Item in the Consolidated Statement of Earnings 1 2020 2019 2018 Net derivative adjustments: Cash flow hedges $ (3.3 ) $ (1.9 ) $ 0.1 Interest expense, net (3.3 ) (1.9 ) 0.1 Total before tax 0.9 0.5 — Income tax expense $ (2.4 ) $ (1.4 ) $ 0.1 Net of tax Amortization of pension and postretirement benefit obligations: Net prior service cost (benefit) $ 0.6 $ 0.9 $ (0.4 ) Pension and postretirement non-service income Net actuarial gain (4.6 ) (1.4 ) — Pension and postretirement non-service income Pension settlement (2.1 ) — 1.3 Pension and postretirement non-service income Postretirement healthcare settlement (0.2 ) (1.0 ) — Pension and postretirement non-service income Curtailment 0.8 — — Pension and postretirement non-service income (5.5 ) (1.5 ) 0.9 Total before tax 1.4 0.4 (0.2 ) Income tax expense $ (4.1 ) $ (1.1 ) $ 0.7 Net of tax Currency translation losses $ — $ 10.4 $ — Selling, general and administrative expenses — 10.4 — Total before tax — — — Income tax expense $ — $ 10.4 $ — Net of tax 1 Amounts in parentheses indicate income recognized in the Consolidated Statements of Earnings. Foreign Currency Transaction Gains and Losses — We recognized net foreign currency transaction losses from continuing operations of $1.7 million, $2.3 million, and $1.4 million in fiscal 2020, 2019, and 2018, respectively, in SG&A expenses. Business Combinations — We use the acquisition method in accounting for acquired businesses. Under the acquisition method, our financial statements reflect the operations of an acquired business starting from the completion of the acquisition. The assets acquired and liabilities assumed are recorded at their respective estimated fair values at the date of the acquisition. Any excess of the purchase price over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. Reclassifications and other changes — Certain prior year amounts have been reclassified to conform with current year presentation. Use of Estimates — Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and assumptions affect reported amounts of assets, liabilities, revenues, and expenses as reflected in the consolidated financial statements. Actual results could differ from these estimates. Accounting Changes — In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases , Topic 842 , which requires lessees to reflect most leases on their balance sheet as assets and obligations. We adopted this ASU in the first quarter of fiscal 2020 using the optional transition method provided under ASU 2018-11, Leases, Topic 842: Targeted Improvement, issued in July 2018, allowing for application of the standard at adoption date, with recognition of a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. We also elected certain practical expedients permitted under the transition guidance, including not reassessing whether existing contracts contain leases and carrying forward the historical classification of leases. The most significant impact of adoption on our Consolidated Financial Statements was the recognition of right-of-use ("ROU") assets and lease liabilities for operating leases. Our accounting for finance leases remained substantially unchanged. Upon adoption, we had total lease assets of $238.4 million and total lease liabilities of $267.0 million. The difference is primarily due to prepaid and deferred rent balances that were reclassified to the ROU asset value. The adoption of this ASU did not result in a cumulative-effect adjustment to the opening balance of retained earnings and did not impact our Consolidated Statements of Earnings or our Consolidated Statements of Cash Flows. See Note 15 for additional information related to our lease arrangements. In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently Issued Accounting Standards — In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses ( Topic 326 ): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), to update the methodology used to measure current expected credit losses ("CECL"). This ASU applies to financial assets measured at amortized cost, including loans, held-to-maturity debt securities, net investments in leases, and trade accounts receivable as well as certain off-balance sheet credit exposures, such as loan commitments. This ASU replaces the current incurred loss impairment methodology with a methodology to reflect CECL and requires consideration of a broader range of reasonable and supportable information to explain credit loss estimates. The guidance must be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings in the period of adoption. This ASU will be effective beginning in the first quarter of our fiscal year 2021. We do not expect ASU 2016-13 to have a material impact to our consolidated financial statements and related disclosures. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
May 31, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS | 2. ACQUISITIONS On October 26, 2018, we acquired Pinnacle Foods Inc. ("Pinnacle"), a branded packaged foods company specializing in shelf-stable and frozen foods. Pursuant to the Agreement and Plan of Merger, dated as of June 26, 2018 (the "Merger Agreement"), among the Company, Pinnacle, and Patriot Merger Sub Inc., a wholly-owned subsidiary of the Company that ceased to exist at the effective time of the merger, each outstanding share of Pinnacle common stock was converted into the right to receive $43.11 per share in cash and 0.6494 shares of common stock, par value $5.00 per share, of the Company ("Company Shares") (together, the "Merger Consideration"), with cash payable in lieu of fractional shares of Company Shares. The total amount of consideration paid in connection with the acquisition was approximately $8.03 billion and consisted of: (1) cash of $5.17 billion ($5.12 billion net of cash acquired); (2) 77.5 million Company Shares, with an approximate value of $2.82 billion, issued out of the Company's treasury; and (3) replacement awards issued to former Pinnacle employees representing the fair value attributable to pre-combination service (see Note 13) of $51.1 million. In connection with the acquisition, we issued long-term debt of $8.33 billion (see Note 4) (which included funding under a new term loan agreement) and received cash proceeds of $575.0 million ($555.7 million net of related fees) from the issuance of common stock in an underwritten public offering. We used such proceeds for the payment of the cash portion of the Merger Consideration, the repayment of Pinnacle debt acquired, the refinancing of certain Conagra Brands debt, and the payment of related fees and expenses. The following table summarizes our final allocation of the total purchase consideration to the fair values of the assets acquired and liabilities assumed at the acquisition date. October 26, 2018 Cash and cash equivalents $ 47.0 Receivables 202.8 Inventories 649.3 Prepaid expenses and other current assets 15.0 Property, plant and equipment 719.5 Goodwill 7,026.0 Brands, trademarks and other intangibles 3,519.5 Other assets 25.4 Current liabilities (607.6 ) Senior long-term debt, excluding current installments (2,671.3 ) Noncurrent deferred tax liabilities (810.0 ) Other noncurrent liabilities (81.6 ) Total assets acquired and liabilities assumed $ 8,034.0 During fiscal 2020, we made adjustments to our initial allocations, which resulted in an increase to goodwill of $10.1 million primarily as the result of changes in the values of certain inventory, deferred income taxes, and other noncurrent liabilities as we refined our fair value estimates. These changes did not have a significant impact on our net income. Goodwill represents the excess of the consideration transferred over the fair values of the assets acquired and liabilities assumed and is primarily attributable to synergies and intangible assets such as assembled workforce which are not separately recognizable. Of the total goodwill, $236.7 million is deductible for tax purposes. Amortizable brands, trademarks and other intangibles totaled $668.7 million and have a weighted average estimated useful life of 25 years. The following unaudited pro forma financial information presents the combined results of operations as if the acquisition of Pinnacle had occurred on May 29, 2017, the beginning of fiscal year 2018. These unaudited pro forma results may not necessarily reflect the actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations. 2019 2018 Pro forma net sales $ 10,788.1 $ 11,034.2 Pro forma net income from continuing operations attributable to Conagra Brands, Inc. $ 803.8 $ 1,089.7 The pro forma results include adjustments for amortization of acquired intangible assets, depreciation, and interest expense on debt issued to finance the acquisition as well as the related income taxes. The pro forma results also include the following material nonrecurring adjustments, along with the related income tax effect of the adjustments: • Acquisition related costs incurred by the Company of $62.7 million during fiscal 2019 were excluded and assumed to have been incurred at the beginning of fiscal 2018. Acquisition related costs incurred by Pinnacle of $66.8 million during fiscal 2019 were excluded from the pro forma results. • Non-recurring expense of $53.0 million for fiscal 2019 related to the fair value adjustment to acquisition-date inventory estimated to have been sold was removed and $54.1 million of expense was included in the results for fiscal 2018. • Non-recurring expense of $45.7 million for fiscal 2019 related to securing bridge financing for the acquisition were excluded and assumed to have been incurred at the beginning of fiscal 2018. In February 2018, we acquired the Sandwich Bros. of Wisconsin ® In October 2017, we acquired Angie's Artisan Treats, LLC, maker of Angie's ® BOOMCHICKAPOP ® For each of these acquisitions, the amounts allocated to goodwill were primarily attributable to anticipated synergies, product portfolios, and other intangibles that do not qualify for separate recognition. |
RESTRUCTURING ACTIVITIES
RESTRUCTURING ACTIVITIES | 12 Months Ended |
May 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
RESTRUCTURING ACTIVITIES | 3. RESTRUCTURING ACTIVITIES Pinnacle Integration Restructuring Plan In December We anticipate that we will recognize the following pre-tax expenses in association with the Pinnacle Integration Restructuring Plan (amounts include charges recognized from plan inception through the end of fiscal 2020): Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 9.9 $ 5.6 $ — $ — $ 15.5 Other cost of goods sold 7.7 9.2 0.7 — 17.6 Total cost of goods sold 17.6 14.8 0.7 — 33.1 Severance and related costs — 4.3 1.5 115.1 120.9 Asset impairment (net of gains on disposal) 36.2 3.8 — 2.9 42.9 Accelerated depreciation — — — 7.4 7.4 Contract/lease termination 1.4 4.7 0.8 17.7 24.6 Consulting/professional fees 0.2 — 0.8 90.3 91.3 Other selling, general and administrative expenses 10.2 1.1 0.3 28.4 40.0 Total selling, general and administrative expenses 48.0 13.9 3.4 261.8 327.1 Consolidated total $ 65.6 $ 28.7 $ 4.1 $ 261.8 $ 360.2 D uring fiscal 20 20 , we recognized the following pre-tax expenses for the Pinnacle Integration Restructuring Plan: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 0.6 $ 2.1 $ — $ — $ 2.7 Other cost of goods sold 0.3 — — — 0.3 Total cost of goods sold 0.9 2.1 — — 3.0 Severance and related costs — 4.3 0.2 4.3 8.8 Asset impairment (net of gains on disposal) 0.2 3.8 — 2.9 6.9 Accelerated depreciation — — — 2.7 2.7 Contract/lease termination — — — 14.8 14.8 Consulting/professional fees 0.2 — 0.6 29.2 30.0 Other selling, general and administrative expenses — 0.1 0.2 7.3 7.6 Total selling, general and administrative expenses 0.4 8.2 1.0 61.2 70.8 Consolidated total $ 1.3 $ 10.3 $ 1.0 $ 61.2 $ 73.8 Included in the above results are $51.2 million of charges that have resulted or will result in cash outflows and $22.6 million in non-cash charges. We recognized the following cumulative (plan inception to May 31, 2020) pre-tax expenses for the Pinnacle Integration Restructuring Plan in our Consolidated Statements of Earnings: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 0.6 $ 2.1 $ — $ — $ 2.7 Other cost of goods sold 1.8 1.5 0.7 — 4.0 Total cost of goods sold 2.4 3.6 0.7 — 6.7 Severance and related costs — 4.3 1.5 115.1 120.9 Asset impairment (net of gains on disposal) 0.2 3.8 — 2.9 6.9 Accelerated depreciation — — — 7.4 7.4 Contract/lease termination — — 0.8 15.1 15.9 Consulting/professional fees 0.2 — 0.8 67.3 68.3 Other selling, general and administrative expenses — 0.1 0.3 15.5 15.9 Total selling, general and administrative expenses 0.4 8.2 3.4 223.3 235.3 Consolidated total $ 2.8 $ 11.8 $ 4.1 $ 223.3 $ 242.0 Included in the above results are $212.4 million of charges that have resulted or will result in cash outflows and $29.6 million in non-cash charges. Liabilities recorded for the Pinnacle Integration Restructuring Plan and changes therein for fiscal 2020 were as follows: Balance at May 26, 2019 Costs Incurred and Charged to Expense Costs Paid or Otherwise Settled Changes in Estimates Balance at May 31, 2020 Severance and related costs $ 76.9 $ 11.0 $ (62.1 ) $ (2.2 ) $ 23.6 Contract/lease termination 1.0 4.6 (5.1 ) — 0.5 Consulting/professional fees 18.4 30.0 (40.9 ) — 7.5 Other costs 1.2 7.6 (8.8 ) — — Total $ 97.5 $ 53.2 $ (116.9 ) $ (2.2 ) $ 31.6 Conagra Restructuring Plan In fiscal 2019, management initiated a restructuring plan (the "Conagra Restructuring Plan") for costs in connection with actions taken to improve SG&A effectiveness and efficiencies and to optimize our supply chain network. Although we remain unable to make good faith estimates relating to the entire Conagra Restructuring Plan, we are reporting on actions initiated through the end of fiscal 2020, including the estimated amounts or range of amounts for each major type of costs expected to be incurred, and the charges that have resulted or will result in cash outflows. As of May 31, 2020, we have approved the incurrence of $131.1 million ($38.2 million of cash charges and $92.9 million of non-cash charges) for several projects associated with the Conagra Restructuring Plan. We have incurred or expect to incur $129.5 million of charges ($40.1 million of cash charges and $89.4 million of non-cash charges) for actions identified to date under the Conagra Restructuring Plan. We recognized charges of $64.4 million and $2.2 million in connection with the Conagra Restructuring Plan in fiscal 2020 and 2019, respectively. We expect to incur costs related to the Conagra Restructuring Plan over a multi-year period. We anticipate that we will recognize the following pre-tax expenses in association with the Conagra Restructuring Plan (amounts include charges recognized from plan inception through the end of fiscal 2020): Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 38.0 $ 20.1 $ — $ — $ 58.1 Other cost of goods sold 9.0 1.0 — — 10.0 Total cost of goods sold 47.0 21.1 — — 68.1 Severance and related costs 12.1 3.5 1.2 0.7 17.5 Asset impairment (net of gains on disposal) 25.0 0.2 0.1 — 25.3 Contract/lease termination 0.2 — — 0.1 0.3 Consulting/professional fees — — — 1.2 1.2 Other selling, general and administrative expenses 14.3 1.9 0.3 — 16.5 Total selling, general and administrative expenses 51.6 5.6 1.6 2.0 60.8 Total $ 98.6 $ 26.7 $ 1.6 $ 2.0 $ 128.9 Pension and postretirement non-service income 0.6 Consolidated total $ 129.5 During fiscal 2020, we recognized the following pre-tax expenses for the Conagra Restructuring Plan: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 24.1 $ 3.4 $ — $ — $ 27.5 Other cost of goods sold 2.5 0.2 — — 2.7 Total cost of goods sold 26.6 3.6 — — 30.2 Severance and related costs 4.7 1.3 0.5 0.5 7.0 Asset impairment (net of gains on disposal) 25.0 0.2 0.1 — 25.3 Contract/lease termination — — — 0.1 0.1 Other selling, general and administrative expenses 0.9 0.3 — — 1.2 Total selling, general and administrative expenses 30.6 1.8 0.6 0.6 33.6 Total $ 57.2 $ 5.4 $ 0.6 $ 0.6 $ 63.8 Pension and postretirement non-service income 0.6 Consolidated total $ 64.4 Included in the above results are $11.4 million of charges that have resulted or will result in cash outflows and $53.0 million in non-cash charges. We recognized the following cumulative (plan inception to May 31, 2020) pre-tax expenses for the Conagra Restructuring Plan in our Consolidated Statements of Earnings: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 24.1 $ 4.2 $ — $ — $ 28.3 Other cost of goods sold 2.5 0.2 — — 2.7 Total cost of goods sold 26.6 4.4 — — 31.0 Severance and related costs 4.7 1.8 1.2 0.7 8.4 Asset impairment (net of gains on disposal) 25.0 0.2 0.1 — 25.3 Contract/lease termination — — — 0.1 0.1 Other selling, general and administrative expenses 0.9 0.3 — — 1.2 Total selling, general and administrative expenses 30.6 2.3 1.3 0.8 35.0 Total $ 57.2 $ 6.7 $ 1.3 $ 0.8 $ 66.0 Pension and postretirement non-service income 0.6 Consolidated total $ 66.6 Included in the above results are $12.8 million of charges that have resulted or will result in cash outflows and $53.8 million in non-cash charges. Liabilities recorded for the Conagra Restructuring Plan and changes therein for fiscal 2020 were as follows: Balance at May 26, 2019 Costs Incurred and Charged to Expense Costs Paid or Otherwise Settled Changes in Estimates Balance at May 31, 2020 Severance and related costs $ 1.2 $ 7.5 $ (1.7 ) $ (0.5 ) $ 6.5 Contract/lease termination — 0.1 (0.1 ) — — Other costs — 3.7 (3.7 ) — — Total $ 1.2 $ 11.3 $ (5.5 ) $ (0.5 ) $ 6.5 Supply Chain and Administrative Efficiency Plan As of May 31, 2020, we had substantially completed our restructuring activities related to our Supply Chain and Administrative Efficiency Plan (the "SCAE Plan"). We recognized charges of $1.3 million, $9.6 million, and $38.0 million in connection with the SCAE Plan related to our continuing operations in fiscal 2020, 2019, and 2018, respectively. We have recognized $471.2 million in pre-tax expenses ($103.3 million in cost of goods sold, $365.6 million in SG&A expenses, and $2.3 million in pension and postretirement non-service income) from the inception of the SCAE Plan through May 31, 2020, related to our continuing operations. Included in these results were $322.0 million of cash charges and $149.2 million of non-cash charges. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | 4. LONG-TERM DEBT May 31, 2020 May 26, 2019 5.4% senior debt due November 2048 $ 1,000.0 $ 1,000.0 4.65% senior debt due January 2043 176.7 176.7 6.625% senior debt due August 2039 91.4 91.4 5.3% senior debt due November 2038 1,000.0 1,000.0 8.25% senior debt due September 2030 300.0 300.0 4.85% senior debt due November 2028 1,300.0 1,300.0 7.0% senior debt due October 2028 382.2 382.2 6.7% senior debt due August 2027 9.2 9.2 7.125% senior debt due October 2026 262.5 262.5 4.6% senior debt due November 2025 1,000.0 1,000.0 4.3% senior debt due May 2024 1,000.0 1,000.0 LIBOR plus 1.50% term loan due October 2023 — 200.0 3.2% senior debt due January 2023 837.0 837.0 3.25% senior debt due September 2022 250.0 250.0 LIBOR plus 1.375% term loan due October 2021 — 200.0 3.8% senior debt due October 2021 1,200.0 1,200.0 9.75% subordinated debt due March 2021 195.9 195.9 LIBOR plus 0.75% senior debt due October 2020 — 525.0 LIBOR plus 0.50% senior debt due October 2020 500.0 500.0 4.95% senior debt due August 2020 126.6 126.6 2.00% to 9.59% lease financing obligations due on various dates through 2033 155.1 165.4 Other indebtedness 0.1 0.1 Total face value of debt 9,786.7 10,722.0 Unamortized fair value adjustment 21.2 24.5 Unamortized discounts (17.2 ) (19.0 ) Unamortized debt issuance costs (44.6 ) (52.1 ) Adjustment due to hedging activity 0.2 0.9 Less current installments (845.5 ) (20.6 ) Total long-term debt $ 8,900.8 $ 10,655.7 The aggregate minimum principal maturities of the long-term debt for each of the five fiscal years following May 31, 2020, are as follows: 2021 $ 844.7 2022 1,221.4 2023 1,105.0 2024 1,015.0 2025 13.8 Pinnacle Acquisition Financing In the first quarter of fiscal 2019, in connection with the announcement of the acquisition of Pinnacle Foods Inc. (the "Pinnacle acquisition"), we secured $9.0 billion in fully committed bridge financing. Prior to the acquisition, we capitalized financing costs related to the bridge financing of $45.7 million to be amortized over the commitment period. Our net interest expense included $11.9 million for fiscal 2019 as a result of this amortization. The bridge facility was terminated in connection with the acquisition, and we recognized $33.8 million of expense within SG&A expenses in fiscal 2019 for the remaining unamortized financing costs. During the second quarter of fiscal 2019, to finance a portion of our acquisition of Pinnacle, we issued senior unsecured notes in an aggregate principal amount of $7.025 billion. We issued the new senior unsecured notes in seven tranches: floating rate senior notes due October 22, 2020 in an aggregate principal amount of $525.0 million with interest equal to three-month LIBOR plus 0.75%, 3.8% senior notes due October 22, 2021 in an aggregate principal amount of $1.20 billion; 4.3% senior notes due May 1, 2024 in an aggregate principal amount of $1.0 billion; 4.6% senior notes due November 1, 2025 in an aggregate principal amount of $1.0 billion; 4.85% senior notes due November 1, 2028 in an aggregate principal amount of $1.30 billion; 5.3% senior notes due November 1, 2038 in an aggregate principal amount of $1.0 billion; and 5.4% senior notes due November 1, 2048 in an aggregate principal amount of $1.0 billion. During the second quarter of fiscal 2019, to finance a portion of our acquisition of Pinnacle, we also borrowed $1.30 billion under a term loan agreement (the "Term Loan Agreement") with a syndicate of financial institutions providing for term loans to the Company in an aggregate principal amount of up to $1.30 billion. Our borrowings under the Term Loan Agreement consisted of a $650.0 million tranche of three-year five-year In connection with our acquisition of Pinnacle, we prepaid in full $2.40 billion of obligations and liabilities of Pinnacle under or in respect of Pinnacle's credit agreement and other debt agreements. We also redeemed $350.0 million in aggregate principal amount of Pinnacle's outstanding 5.875% senior notes due January 15, 2024 and recognized a charge of $3.9 million in fiscal 2019 as a cost of early retirement of debt. During fiscal 2019, we repaid $900.0 million of our borrowings under the Term Loan Agreement, which repayment consisted of $450.0 million of the three-year tranche loans and $450.0 million of the five-year tranche loans. During fiscal 2020, we repaid the remaining $400.0 million outstanding principal balances of our borrowings under the Term Loan Agreement, of which repayment consisted of $200.0 million of the three-year tranche loans and $200.0 million of the five-year tranche loans. The Term Loan Agreement was terminated after these repayments. During fiscal 2020, we also redeemed the entire outstanding $525.0 million aggregate principal amount of our floating rate notes due October 22, 2020 in two separate redemptions totaling $250.0 million and $275.0 million in the third and fourth quarters of fiscal 2020, respectively. In the first quarter of fiscal 2019, we entered into deal-contingent forward starting interest rate swap contracts (see Note 17) to hedge a portion of the interest rate risk related to our anticipated issuance of long-term debt to help finance the Pinnacle acquisition. During the second quarter of fiscal 2019, we terminated the interest rate swap contracts and received proceeds of $47.5 million. This gain was deferred in accumulated other comprehensive income and is being amortized as a reduction of interest expense over the lives of the related debt instruments. Our net interest expense was reduced by $3.5 million and $2.0 million in fiscal 2020 and fiscal 2019, respectively, due to the impact of these interest rate swap contracts. Other Long-Term Debt During the fourth quarter of fiscal 2020, we entered into an unsecured term loan agreement (the "Credit Agreement") with a financial institution. The Credit Agreement provides for delayed draw term loans to the Company in an aggregate principal amount not in excess of $600.0 million (subject to increase to a maximum aggregate principal amount of $750.0 million). The Credit Agreement matures on May 21, 2023. As of May 31, 2020, there were no outstanding borrowings under the Credit Agreement . Borrowings under the Credit Agreement will bear interest at, at the Company's election, either (a) LIBOR plus a percentage spread (ranging from 1.125% to 1.75%) based on the Company's senior unsecured long-term indebtedness ratings or (b) the alternate base rate, described in the Credit Agreement as the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50% and (iii) one-month LIBOR plus 1.00%, plus a percentage spread (ranging from 0% to 0.625%) based on the Company's senior unsecured long-term indebtedness ratings . The Company may voluntarily prepay term loans under the Credit Agreement, in whole or in part, without penalty, subject to certain conditions. In fiscal 2018, we entered into a term loan agreement (the "Prior Term Loan Agreement") with a financial institution. The Prior Term Loan Agreement provided for term loans to the Company in an aggregate principal amount not to exceed $300.0 million, maturing on February 26, 2019. During the fourth quarter of fiscal 2018, we borrowed the full amount of the $300.0 million provided for under the Prior Term Loan Agreement. During the second quarter of fiscal 2019, we repaid in full the principal balance of all term loans outstanding under the Prior Term Loan Agreement. This did not result in a significant gain or loss. In fiscal 2018, we repaid the remaining principal balance of $70.0 million of our 2.1% senior notes on the maturity date of March 15, 2018, the remaining principal balance of $119.6 million of our 1.9% senior notes on the maturity date of January 25, 2018, and the remaining capital lease liability balance of $28.5 million in connection with the early exit of an unfavorable lease contract. In fiscal 2018, we issued $500.0 million aggregate principal amount of floating rate notes due October 9, 2020. The notes bear interest at a rate equal to three-month LIBOR plus 0.50% per annum. General Our most restrictive debt agreement (the Revolving Credit Facility (as defined in Note 5)) generally requires our ratio of earnings before interest, taxes, depreciation and amortization ("EBITDA") to interest expense not to be less than 3.0 to 1.0 and our ratio of funded debt to EBITDA not to exceed certain decreasing specified levels, ranging from 5.25 through the first quarter of fiscal 2021 to 3.75 from the second quarter of fiscal 2023 and thereafter, with each ratio to be calculated on a rolling four-quarter basis. As of May 31, 2020, we were in compliance with all financial covenants under the Revolving Credit Facility. Net interest expense consists of: 2020 2019 2018 Long-term debt $ 495.9 $ 385.9 $ 161.2 Short-term debt 0.9 15.0 4.8 Interest income (3.1 ) (6.8 ) (3.8 ) Interest capitalized (6.6 ) (2.7 ) (3.5 ) $ 487.1 $ 391.4 $ 158.7 Interest paid from continuing operations was $494.6 million, $375.6 million, and $164.5 million in fiscal 2020, 2019, and 2018, respectively. |
CREDIT FACILITIES AND BORROWING
CREDIT FACILITIES AND BORROWINGS | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
CREDIT FACILITIES AND BORROWINGS | 5. CREDIT FACILITIES AND BORROWINGS At May 31, 2020, we had a revolving credit facility (the "Revolving Credit Facility") with a syndicate of financial institutions providing for a maximum aggregate principal amount outstanding at any one time of $1.6 billion (subject to increase to a maximum aggregate principal amount of $2.1 billion with the consent of the lenders). The Revolving Credit Facility matures on July 11, 2024 and is unsecured. The term of the Revolving Credit Facility may be extended for additional one-year two-year The Revolving Credit Facility contains events of default customary for unsecured investment grade credit facilities with corresponding grace periods. The Revolving Credit Facility contains customary affirmative and negative covenants for unsecured investment grade credit facilities of this type. It generally requires our ratio of EBITDA to interest expense not to be less than 3.0 to 1.0 and our ratio of funded debt to EBITDA not to exceed certain decreasing specified levels, ranging from 5.25 through the first quarter of fiscal 2021 to 3.75 from the second quarter of fiscal 2023 and thereafter, with each ratio to be calculated on a rolling four-quarter basis. As of May 31, 2020, we were in compliance with all financial covenants under the Revolving Credit Facility. We finance our short-term liquidity needs with bank borrowings, commercial paper borrowings, and bankers' acceptances. There were no outstanding borrowings under our commercial paper program as of May 31, 2020 and May 26, 2019. |
DIVESTITURES AND ASSETS HELD FO
DIVESTITURES AND ASSETS HELD FOR SALE | 12 Months Ended |
May 31, 2020 | |
Discontinued Operations And Disposal Groups [Abstract] | |
DIVESTITURES AND ASSETS HELD FOR SALE | 6. DIVESTITURES AND ASSETS HELD FOR SALE Lender's ® During the third quarter of fiscal 2020, we completed the sale of our Lender's ® In connection with the sale of our Lender's ® The assets and liabilities classified as held for sale reflected in our Consolidated Balance Sheets related to the Lender's ® May 26, 2019 Current assets $ 5.4 Noncurrent assets (including goodwill of $19.3 million) 62.3 Current liabilities 0.5 DSD Snacks Business During the second quarter of fiscal 2020, we completed the sale of our Direct Store Delivery ("DSD") snacks business for net proceeds of $137.5 million, including final working capital adjustments. The business results were previously reported in our Grocery & Snacks segment. In connection with the sale of our DSD snacks business, we recognized an impairment charge of $31.4 million within SG&A expenses in the first quarter of fiscal 2020. The assets and liabilities classified as held for sale reflected in our Consolidated Balance Sheets related to the DSD snacks business were as follows: May 26, 2019 Current assets $ 21.4 Noncurrent assets (including goodwill of $34.6 million) 156.2 Current liabilities 4.6 Lamb Weston Spinoff On November 9, 2016, we completed the spinoff of our Lamb Weston business. As of such date, we did not beneficially own any equity interest in Lamb Weston and no longer consolidated Lamb Weston into our financial results. Included within discontinued operations during fiscal 2019 and 2018 was an after-tax loss of $2.8 million and after-tax income of $14.3 million, respectively, due primarily to income tax adjustments. We entered into a transition services agreement in connection with the Lamb Weston Spinoff and recognized $2.2 million of income for the performance of services during fiscal 2018, classified within SG&A expenses. Private Brands Operations On February 1, 2016, we completed the disposition of our Private Brands operations to TreeHouse Foods, Inc. ("TreeHouse"). Included within discontinued operations during fiscal 2019 and 2018 was after-tax income of $0.9 million and an after-tax loss of $0.1 million, respectively, related to the Private Brands operations. We entered into a transition services agreement with TreeHouse and recognized $2.2 million of income for the performance of services during fiscal 2018, classified within SG&A expenses. Other Divestitures During the third quarter of fiscal 2020, we completed the sale of our peanut butter manufacturing facility in Streator, Illinois. The sale was part of a broader initiative to optimize the Company's peanut butter business, which also included the decision to exit the manufacture and sale of private label peanut butter. The business results were previously reported primarily in our Grocery & Snacks segment, and to a lesser extent within our Foodservice segment. We received net proceeds of $24.8 million, subject to final working capital adjustments. In connection with this divestiture, we recognized impairment charges of $23.0 million within SG&A expenses in the first half of fiscal 2020. These charges have been included in restructuring activities. The assets held for sale reflected in our Consolidated Balance Sheets related to the exit of our private label peanut butter business were as follows: May 26, 2019 Current assets $ 9.9 Noncurrent assets (including goodwill of $10.3 million at May 26, 2019) 35.7 During the fourth quarter of fiscal 2019, we completed the sale of our Italian-based frozen pasta business, Gelit, for proceeds net of cash divested of $80.1 million, including final working capital adjustments. The business results were previously reported primarily in our Refrigerated & Frozen segment. We recognized a gain on the sale of $23.1 million included within SG&A expenses. During the fourth quarter of fiscal 2019, we completed the sale of our Wesson ® During the first quarter of fiscal 2019, we completed the sale of our Del Monte ® Other Assets Held for Sale From time to time, we actively market certain other assets. Balances totaling $3.1 million and $8.2 million at May 31, 2020 and May 26, 2019, respectively, have been reclassified as noncurrent assets held for sale within our Consolidated Balance Sheets for periods prior to the disposal of these individual asset groups. |
INVESTMENTS IN JOINT VENTURES
INVESTMENTS IN JOINT VENTURES | 12 Months Ended |
May 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
INVESTMENTS IN JOINT VENTURES | 7. INVESTMENTS IN JOINT VENTURES The total carrying value of our equity method investments at the end of fiscal 2020 and 2019 was $798.7 million and $796.3 million, respectively. These amounts are included in other assets and reflect our 44% ownership interest in Ardent Mills and 50% ownership interests in other joint ventures. Due to differences in fiscal reporting periods, we recognized the equity method investment earnings on a lag of approximately one month. In fiscal 2020, we had purchases from our equity method invest ees of In fiscal 2019, we had purchases from our equity method investees of $39.4 million In fiscal 2018, we had purchases from our equity method investees of $34.9 million. Total dividends received from equity method investments in fiscal 2018 were $62.5 million. Summarized combined financial information for our equity method investments on a 100% basis is as follows: 2020 2019 2018 Net Sales: Ardent Mills $ 3,393.9 $ 3,476.0 $ 3,344.1 Others 225.0 195.4 198.8 Total net sales $ 3,618.9 $ 3,671.4 $ 3,542.9 Gross margin: Ardent Mills $ 313.1 $ 281.9 $ 386.5 Others 49.4 45.5 34.8 Total gross margin $ 362.5 $ 327.4 $ 421.3 Earnings after income taxes: Ardent Mills $ 144.5 $ 151.9 $ 197.0 Others 19.3 18.1 10.1 Total earnings after income taxes $ 163.8 $ 170.0 $ 207.1 May 31, 2020 May 26, 2019 Ardent Mills: Current assets $ 1,010.6 $ 952.6 Noncurrent assets 1,720.2 1,669.8 Current liabilities 454.8 361.2 Noncurrent liabilities 503.4 496.9 Others: Current assets $ 87.1 $ 89.2 Noncurrent assets 24.5 19.0 Current liabilities 44.1 43.4 Noncurrent liabilities 8.3 0.7 |
GOODWILL AND OTHER IDENTIFIABLE
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS | 12 Months Ended |
May 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS | 8. GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS The change in the carrying amount of goodwill for fiscal 2020 and 2019 was as follows: Grocery & Snacks Refrigerated & Frozen International Foodservice Total Balance as of May 27, 2018 $ 2,582.5 $ 1,080.6 $ 242.9 $ 571.1 $ 4,477.1 Acquisitions 2,157.3 4,561.8 61.3 181.6 6,962.0 Purchase accounting adjustments 1.5 — — — 1.5 Currency translation — — (5.2 ) — (5.2 ) Balance as of May 26, 2019 $ 4,741.3 $ 5,642.4 $ 299.0 $ 752.7 $ 11,435.4 Purchase accounting adjustments 3.5 5.9 0.7 — 10.1 Currency translation — — (9.2 ) — (9.2 ) Balance as of May 31, 2020 $ 4,744.8 $ 5,648.3 $ 290.5 $ 752.7 $ 11,436.3 Other identifiable intangible assets were as follows: 2020 2019 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Non-amortizing intangible assets $ 3,396.1 $ — $ 3,559.6 $ — Amortizing intangible assets 1,239.4 319.8 1,239.9 260.2 $ 4,635.5 $ 319.8 $ 4,799.5 $ 260.2 During the first quarter fiscal 2020, we reorganized our reporting segments to incorporate the Pinnacle business into our legacy reporting segments to reflect how the business is now being managed. Accordingly, we reassigned goodwill from the legacy Pinnacle segment to the applicable reporting units of the legacy Conagra segments, consistent with the Company's new management structure. The allocation of goodwill to Grocery & Snacks, Refrigerated & Frozen, International, and Foodservice was $2.19 billion, $4.58 billion, $58.5 million, and $181.6 million, respectively, inclusive of goodwill related to businesses divested in fiscal 2020. We tested goodwill for impairment both prior to and subsequent to the reallocation of Pinnacle goodwill and there were no impairments of goodwill. Such impairment tests are performed by estimating the fair value of each reporting unit and comparing that to the carrying amount of the net assets of the applicable reporting unit. If the estimated fair value of a reporting unit is less than its carrying value, such deficit is recognized as an impairment of goodwill. Fair value is typically estimated using a discounted cash flow analysis which requires us to estimate the future cash flows as well as to select a risk-adjusted discount rate to measure the present value of the anticipated cash flows. When determining future cash flow estimates, we consider historical results adjusted to reflect current and anticipated operating conditions. We estimate cash flows for a reporting unit over a discrete period (typically five years) and a terminal period (considering expected long-term growth rates and trends). With the assistance of a third-party valuation specialist, we used a discount rate for our domestic reporting units of 7% and rates ranging from 8% to 11% for our International reporting units. We used terminal growth rates between 1% and 2% for all reporting units (excluding one international reporting unit with a 3% terminal growth rate). Estimating the fair value of individual reporting units requires us to make assumptions and estimates in such areas as future economic conditions, industry-specific conditions, product pricing, and necessary capital expenditures. The use of different assumptions or estimates for future cash flows, discount rates, or terminal growth rates could produce substantially different estimates of the fair value of the reporting units. Several of our reporting units have an estimated fair value substantially in excess of the carrying value. Three of our reporting units with aggregate goodwill of $3.49 billion have an estimated fair value that exceeds the respective carrying value as of our most recent quantitative testing date in the first quarter of fiscal 2020 as follows: Carrying Value of Goodwill Excess Fair Value as of Fiscal 2020 Test Date Sides, Components, Enhancers (part of Refrigerated & Frozen segment) $ 2,636.6 18.1 % Foodservice 752.7 36.7 % Canada (part of International segment) 96.2 32.0 % In the fourth quarter of fiscal 2020, we performed our annual goodwill impairment assessment on all of our reporting units and found no indicators of impairment. We completed a qualitative assessment which considered, among other things, an increase in our market capitalization from our previous testing date, the current interest rate environment, and recent events which have had a positive impact on our financial results for most of our reporting units. While retail sales have increased due to higher than anticipated consumer demand for our products, our Foodservice segment has experienced a negative impact from shelter in place mandates limiting access to away-from-home establishments. Due to the temporary nature of the shelter in place orders, we determined that there was no impairment triggering event as it was not more likely than not that the fair value of this reporting unit is less than its carrying amount. Given the evolving nature and uncertainty of the COVID-19 pandemic, we will continue to evaluate the impact on our reporting units as changes to these assumptions could result in future impairments. Amortizing intangible assets, carrying a remaining weighted-average life of approximately 20 years, are principally composed of customer relationships and acquired intellectual property. For fiscal 2020, 2019, and 2018, we recognized amortization expense of $59.8 million, $49.1 million, and $34.9 million, respectively. Based on amortizing assets recognized in our Consolidated Balance Sheet as of May 31, 2020, amortization expense for the next five years is estimated to be as follows: 2021 $ 59.7 2022 59.7 2023 57.4 2024 54.1 2025 53.9 For our non-amortizing intangible assets, which are comprised of brands and trademarks, we use a "relief from royalty" methodology in estimating fair value. During the first quarter of fiscal 2020, we recorded impairment charges totaling $19.3 million within our Refrigerated & Frozen segment and Grocery & Snacks segment for certain brands for which management changed its business strategy and that continued to have lower than expected sales and profit margins. This impairment was included within SG&A expenses. During fiscal 2020, as a result of our annual impairment test for indefinite lived intangibles, we recognized impairment charges in SG&A expenses of $146.2 million, primarily within our Grocery & Snacks and Refrigerated & Frozen segments, largely associated with brands that were recorded at fair value in recent acquisitions. The more notable brands with impairments include Frontera ® Gardein ® Glutino ® Hungry Man ® Udi’s ® During fiscal 2020, in conjunction with the divestiture of our Direct Store Delivery ("DSD") snacks business, our Lender’s ® During fiscal 2019, as a result of our annual impairment test for indefinite lived intangibles, we recognized impairment charges of $76.5 million for our Chef Boyardee ® Red Fork ® Aylmer ® Sundrop ® During fiscal 2018, as a result of our annual impairment test for indefinite lived intangibles, we recognized impairment charges of $4.0 million for our HK Anderson ® Red Fork ® Salpica ® Aylmer ® |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
May 31, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 9. EARNINGS PER SHARE Basic earnings per share is calculated on the basis of weighted average outstanding shares of common stock. Diluted earnings per share is computed on the basis of basic weighted average outstanding shares of common stock adjusted for the dilutive effect of stock options, restricted stock unit awards, and other dilutive securities. During the second quarter of fiscal 2019, we issued 77.5 million shares of our common stock out of treasury to the former shareholders of Pinnacle pursuant to the terms of the Merger Agreement. In addition, we issued 16.3 million shares of our common stock, par value $5.00 per share, in an underwritten public offering in connection with the financing of the Pinnacle acquisition, with net proceeds of $555.7 million (see Note 2). The following table reconciles the income and average share amounts used to compute both basic and diluted earnings per share: 2020 2019 2018 Net income attributable to Conagra Brands, Inc. common stockholders: Income from continuing operations attributable to Conagra Brands, Inc. common stockholders $ 840.1 $ 680.2 $ 794.1 Income (loss) from discontinued operations, net of tax, attributable to Conagra Brands, Inc. common stockholders — (1.9 ) 14.3 Net income attributable to Conagra Brands, Inc. common stockholders $ 840.1 $ 678.3 $ 808.4 Weighted average shares outstanding: Basic weighted average shares outstanding 487.3 444.0 403.9 Add: Dilutive effect of stock options, restricted stock unit awards, and other dilutive securities 1.3 1.6 3.5 Diluted weighted average shares outstanding 488.6 445.6 407.4 For fiscal 2020, 2019, and 2018, there were 1.9 million, 2.0 million, and 1.3 million stock options outstanding, respectively, that were excluded from the computation of diluted weighted average shares because the effect was antidilutive. |
INVENTORIES
INVENTORIES | 12 Months Ended |
May 31, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | 10. INVENTORIES The major classes of inventories were as follows: May 31, 2020 May 26, 2019 Raw materials and packaging $ 291.6 $ 272.9 Work in process 125.2 126.9 Finished goods 887.8 1,083.1 Supplies and other 73.3 66.0 Total $ 1,377.9 $ 1,548.9 |
OTHER NONCURRENT LIABILITIES
OTHER NONCURRENT LIABILITIES | 12 Months Ended |
May 31, 2020 | |
Other Liabilities Disclosure [Abstract] | |
OTHER NONCURRENT LIABILITIES | 11. OTHER NONCURRENT LIABILITIES Other noncurrent liabilities consisted of: May 31, 2020 May 26, 2019 Postretirement health care and pension obligations $ 324.9 $ 262.5 Noncurrent income tax liabilities 1,330.1 1,349.0 Noncurrent lease liabilities 206.1 — Self-insurance liabilities 37.5 42.9 Environmental liabilities (see Note 16) 61.5 56.8 Legal settlement costs (see Note 16) 63.1 74.1 Technology agreement liability 14.6 28.7 Other 127.3 137.8 $ 2,165.1 $ 1,951.8 |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
May 31, 2020 | |
Equity [Abstract] | |
CAPITAL STOCK | 12. CAPITAL STOCK The total number of shares we are authorized to issue is 1,218,050,000 shares, which shares may be issued as follows: 1,200,000,000 shares of common stock, par value $5.00 per share; 150,000 shares of Class B Preferred Stock, par value $50.00 per share; 250,000 shares of Class C Preferred Stock, par value $100.00 per share; 1,100,000 shares of Class D Preferred Stock, no par value per share; and 16,550,000 shares of Class E Preferred Stock, no par value per share. There were no preferred shares issued or outstanding as of May 31, 2020 . We have repurchased our shares of common stock from time to time after considering market conditions and in accordance with repurchase limits authorized by our Board. In May 2018, our Board approved an increase to our share repurchase authorization of $1.0 billion. We repurchased 27.4 million shares of our common stock for approximately $967.3 million in fiscal 2018 under this program. |
SHARE-BASED PAYMENTS
SHARE-BASED PAYMENTS | 12 Months Ended |
May 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
SHARE-BASED PAYMENTS | 13. SHARE-BASED PAYMENTS In accordance with stockholder-approved equity incentive plans, we grant stock-based compensation awards, including restricted stock units, cash-settled restricted stock units, performance shares, performance-based restricted stock units, stock options, and stock appreciation rights. The shares delivered upon vesting or lapse of restriction under any such arrangement may consist, in whole or part, of treasury stock or authorized but unissued stock, not reserved for any other purpose. On September 19, 2014, our stockholders approved the Conagra Brands, Inc. 2014 Stock Plan (as amended effective December 11, 2017, the "Plan"). The Plan authorizes the issuance of up to 40.3 million shares of Conagra Brands common stock. In addition to the shares under the 2014 Stock Plan, certain shares of Conagra Brands common stock subject to outstanding awards under predecessor stock plans that expire, lapse, are cancelled, terminated, forfeited, otherwise become unexercisable, or are settled for cash are available for issuance. At May 31, 2020, approximately 40.6 million shares were reserved for granting new share-based awards. Share Unit Awards In accordance with stockholder-approved equity incentive plans, we grant awards of restricted stock units and cash-settled restricted stock units ("share units") to employees and directors. These awards generally have requisite service periods of three years. Under each such award, stock or cash (as applicable) is issued without direct cost to the employee. We estimate the fair value of the share units based upon the market price of our stock at the date of grant. Certain share unit grants do not provide for the payment of dividend equivalents to the participant during the requisite service period (the "vesting period"). For those grants, the value of the grants is reduced by the net present value of the foregone dividend equivalent payments. We recognize compensation expense for share unit awards on a straight-line basis over the requisite service period, accounting for forfeitures as they occur. All cash-settled restricted stock units are marked-to-market and presented within other current and noncurrent liabilities in our Consolidated Balance Sheets. The compensation expense for our stock-settled share unit awards totaled $24.5 million, $23.9 million, and $21.8 million for fiscal 2020, 2019, and 2018, respectively. The tax benefit related to the stock-settled share unit award compensation expense for fiscal 2020, 2019, and 2018 was $5.3 million, $6.0 million, and $7.2 million, respectively. During the second quarter of fiscal 2019, in connection with the completion of the Pinnacle acquisition, we granted 2.0 million cash-settled share unit awards at a grant date fair value of $36.37 per share unit to Pinnacle employees in replacement of their unvested restricted share unit awards that were outstanding as of the closing date. Included in the compensation expense described above for fiscal 2020 and 2019 is expense of $1.0 million and $18.9 million, respectively, for accelerated vesting of awards related to Pinnacle integration restructuring activities, net of the impact of marking-to-market these awards based on a lower market price of shares of Conagra Brands common stock. Approximately $36.3 million of the fair value of the replacement share unit awards granted to Pinnacle employees was attributable to pre-combination service and was included in the purchase price and established as a liability. Included in the fiscal 2020 and 2019 expense for cash-settled share unit awards above is expense of $0.2 million and income of $6.7 million, respectively, related to the mark-to-market of this liability. As of May 31, 2020, our liability for the replacement awards was $3.4 million, which includes post-combination service expense, the mark-to-market of the liability, and the impact of payouts since completing the Pinnacle acquisition. Post-combination expense of approximately $0.8 million, based on the market price of shares of Conagra Brands common stock as of May 31, 2020, is expected to be recognized related to the replacement awards over the remaining post-combination service period of approximately one year. The following table summarizes the nonvested share units as of May 31, 2020 and changes during the fiscal year then ended: Stock-Settled Cash-Settled Share Units Share Units (in Millions) Weighted Average Grant-Date Fair Value Share Units (in Millions) Weighted Average Grant-Date Fair Value Nonvested share units at May 26, 2019 1.81 $ 34.89 0.97 $ 36.20 Granted 1.25 $ 28.32 — $ — Vested/Issued (0.49 ) $ 34.43 (0.84 ) $ 36.17 Forfeited (0.19 ) $ 31.60 (0.01 ) $ 36.24 Nonvested share units at May 31, 2020 2.38 $ 31.76 0.12 $ 36.37 During fiscal 2020, 2019, and 2018, we granted 1.3 million, 0.9 million, and 0.9 million stock-settled share units, respectively, with a weighted average grant date fair value of $28.32, $35.43, and $34.16 per share unit, respectively. No cash-settled share unit awards were granted in fiscal 2020 or 2018. The total intrinsic value of stock-settled share units vested was $14.2 million, $24.6 million, and $18.5 million during fiscal 2020, 2019, and 2018, respectively. The total intrinsic value of cash-settled share units vested was $24.3 million, $50.5 million, and $14.2 million during fiscal 2020, 2019, and 2018, respectively. At May 31, 2020, we had $27.9 million and $0.8 million of total unrecognized compensation expense that will be recognized over a weighted average period of 1.8 years and 0.9 years, related to stock-settled share unit awards and cash-settled share unit awards, respectively. Performance Share Awards In accordance with stockholder-approved equity incentive plans, we grant performance shares to selected executives and other key employees with vesting contingent upon meeting various Company-wide performance goals. The performance goals for the three-year two hundred Awards, if earned, will be paid in shares of our common stock. Subject to limited exceptions set forth in our performance share plan, any shares earned will be distributed after the end of the performance period, and only if the participant continues to be employed with the Company through the date of distribution. For awards where performance against the performance target has not been certified, the value of the performance shares is adjusted based upon the market price of our common stock and current forecasted performance against the performance targets at the end of each reporting period and amortized as compensation expense over the vesting period. Forfeitures are accounted for as they occur. A summary of the activity for performance share awards as of May 31, 2020 and changes during the fiscal year then ended is presented below: Performance Shares Share Units (in Millions) Weighted Average Grant-Date Fair Value Nonvested performance shares at May 26, 2019 1.15 $ 34.89 Granted 0.60 $ 28.41 Adjustments for performance results attained and dividend equivalents 0.04 $ 34.94 Vested/Issued (0.29 ) $ 34.94 Forfeited (0.01 ) $ 32.60 Nonvested performance shares at May 31, 2020 1.49 $ 32.27 The compensation expense for our performance share awards totaled $31.8 million, $8.2 million, and $11.8 million for fiscal 2020, 2019, and 2018, respectively. The tax benefit related to the compensation expense for fiscal 2020, 2019, and 2018 was $2.9 million, $2.1 million, and $3.9 million, respectively. The total intrinsic value of performance shares vested (including shares paid in lieu of dividends) during fiscal 2020, 2019, and 2018 was $8.4 million, $15.7 million, and $11.2 million, respectively. Based on estimates at May 31, 2020, we had $17.9 million of total unrecognized compensation expense related to performance shares that will be recognized over a weighted average period of 1.8 years. Performance-Based Restricted Stock Unit Awards On April 15, 2019 (the "grant date"), we made grants of performance-based restricted stock unit ("PBRSU") awards to the Company's named executive officers and a limited group of other senior officers of the Company. A total of 0.2 million PBRSU awards were granted with a grant date fair value of $41.82 per PBRSU. The PBRSU awards are awards of share units with vesting contingent on our achievement of certain absolute total shareholder return performance ("TSR") goals over a performance period beginning on the grant date and ending May 27, 2022 (the "PBRSU performance period"). If PBRSUs are earned based on absolute TSR and absolute TSR meets or exceeds a predetermined rate, they become eligible for an upward adjustment of 25% based on our relative TSR for the PBRSU performance period versus the median TSR of the S&P 500 Index ("RTSR"). Each PBRSU award payout can range from 0% to 500% of the initial target grant and will not exceed 8.6 times the grant value of each grantee's PBRSU award (including earned dividend equivalents). Compensation expense for the awards is recognized over the PBRSU performance period based upon the grant date fair value. The grant date fair value was estimated using a Monte-Carlo simulation model with a risk-free rate of 2.35% and an expected volatility of 24.92%. The model includes no expected dividend yield as the PBRSUs earn dividend equivalents. We recognize compensation expense using the straight-line method over the requisite service period, accounting for forfeitures as they occur. The compensation expense for our PBRSU awards totaled $2.7 million and $0.3 million for fiscal 2020 and fiscal 2019, respectively. The tax benefit related to the compensation expense for fiscal 2020 and fiscal 2019 was $0.2 million and $0.1 million, respectively. Based on estimates at May 31, 2020, we had $4.7 million of total unrecognized compensation expense related to the PBRSU awards that will be recognized over a period of 2 years. Stock Option Awards In accordance with stockholder-approved equity incentive plans, we granted stock options to employees and directors for the purchase of common stock at prices equal to its fair value at the date of grant. Stock options become exercisable under various vesting schedules (typically three years) and generally expire seven to ten years after the date of grant. No stock options were granted in fiscal 2020, 2019, or 2018. A summary of the option activity as of May 31, 2020 and changes during the fiscal year then ended is presented below: Options Number of Options (in Millions) Weighted Average Exercise Price Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in Millions) Outstanding at May 26, 2019 4.4 $ 29.00 Exercised (0.5 ) $ 20.46 $ 3.8 Expired (0.1 ) $ 34.57 Outstanding at May 31, 2020 3.8 $ 30.07 4.92 $ 19.0 Exercisable at May 31, 2020 3.8 $ 30.07 4.92 $ 19.0 We recognize compensation expense using the straight-line method over the requisite service period, accounting for forfeitures as they occur. The total intrinsic value of stock options exercised was $3.8 million, $7.9 million, and $15.8 million for fiscal 2020, 2019, and 2018, respectively. The closing market price of our common stock on the last trading day of fiscal 2020 was $34.79 per share. Compensation expense for stock option awards totaled $0.2 million, $2.2 million, and $4.2 million for fiscal 2020, 2019, and 2018, respectively. Included in the compensation expense for stock option awards for fiscal 2019 and 2018 was $0.2 million and $0.4 million, respectively, related to stock options granted by a subsidiary in the subsidiary's shares to the subsidiary's employees. The tax benefit related to the stock option expense for fiscal 2020, 2019, and 2018 was $0.1 million, $0.5 million, and $1.4 million, respectively. At May 31, 2020, we had no unrecognized compensation expense related to stock options. Cash received from stock option exercises for fiscal 2020, 2019, and 2018 was $11.0 million, $12.4 million, and $25.1 million, respectively. The actual tax benefit realized for the tax deductions from option exercises totaled $1.4 million, $2.3 million, and $5.3 million for fiscal 2020, 2019, and 2018, respectively. Stock Appreciation Rights Awards During the second quarter of fiscal 2019, in connection with the completion of the Pinnacle acquisition, we granted 2.3 million cash-settled stock appreciation rights with a fair value estimated at closing date using a Black-Scholes option-pricing model and a grant date price of $36.37 per share to Pinnacle employees in replacement of their unvested stock option awards that were outstanding as of the closing date. Approximately $14.8 million of the fair value of the replacement awards granted to Pinnacle employees was attributable to pre-combination service and was included in the purchase price and established as a liability. As of May 31, 2020, there were no remaining stock appreciation rights. The compensation income for our cash-settled stock appreciation rights totaled $0.3 million and $13.7 million for fiscal 2020 and fiscal 2019, respectively. Included in this amount for fiscal 2019 is income of $14.0 million related to the mark-to-market of the liability established in connection with the Pinnacle acquisition and expense of $0.2 million for accelerated vesting of awards related to Pinnacle integration restructuring activities, net of the impact of marking-to-market these awards based on a lower market price of Conagra common shares. The related tax expense for fiscal 2020 and fiscal 2019 was $0.1 million and $3.4 million, respectively. A summary of the stock appreciation rights activity as of May 31, 2020 and changes during the fiscal year then ended is presented below: Stock Appreciation Rights Number of Options (in Millions) Weighted Average Exercise Price Aggregate Intrinsic Value (in Millions) Outstanding at May 26, 2019 0.4 $ 28.13 Exercised (0.2 ) $ 26.47 $ 0.6 Expired (0.2 ) $ 30.76 Outstanding at May 31, 2020 0.0 $ — $ — |
PRE-TAX INCOME AND INCOME TAXES
PRE-TAX INCOME AND INCOME TAXES | 12 Months Ended |
May 31, 2020 | |
Income Tax Disclosure [Abstract] | |
PRE-TAX INCOME AND INCOME TAXES | 14. PRE-TAX INCOME AND INCOME TAXES Pre-tax income from continuing operations (including equity method investment earnings) consisted of the following: 2020 2019 2018 United States $ 978.3 $ 826.6 $ 902.5 Foreign 64.8 72.5 69.6 $ 1,043.1 $ 899.1 $ 972.1 The provision for income taxes included the following: 2020 2019 2018 Current Federal $ 188.2 $ 125.4 $ 153.1 State 25.5 22.6 17.8 Foreign 9.5 21.6 32.5 223.2 169.6 203.4 Deferred Federal 37.6 40.1 (43.7 ) State (62.3 ) 19.0 17.4 Foreign 2.8 (9.9 ) (2.5 ) (21.9 ) 49.2 (28.8 ) $ 201.3 $ 218.8 $ 174.6 Income taxes computed by applying the U.S. Federal statutory rates to income from continuing operations before income taxes are reconciled to the provision for income taxes set forth in the Consolidated Statements of Earnings as follows: 2020 2019 2018 Computed U.S. Federal income taxes $ 219.0 $ 188.8 $ 285.3 State income taxes, net of U.S. Federal tax impact 29.6 34.1 18.0 Remeasurement of deferred taxes due to U.S. tax legislation — — (241.6 ) Transition tax on foreign earnings — (4.6 ) 19.8 Tax credits and domestic manufacturing deduction (9.7 ) (5.6 ) (20.6 ) Federal rate differential on legal reserve — — 12.6 Goodwill and intangible impairments 11.2 12.5 — Remeasurement of deferred taxes due to legal entity reorganization (40.9 ) 16.9 — State tax impact of combining Pinnacle business — (12.0 ) — Change of valuation allowance on capital loss carryforward — (32.2 ) 78.6 Other (7.9 ) 20.9 22.5 $ 201.3 $ 218.8 $ 174.6 Income taxes paid, net of refunds, were $178.0 million, $133.8 million, and $164.1 million in fiscal 2020, 2019, and 2018, respectively. The tax effect of temporary differences and carryforwards that give rise to significant portions of deferred tax assets and liabilities consisted of the following: May 31, 2020 May 26, 2019 Assets Liabilities Assets Liabilities Property, plant and equipment $ — $ 258.4 $ — $ 240.7 Inventory 19.5 — 15.2 — Goodwill, trademarks and other intangible assets — 1,108.4 — 1,187.0 Right-of-use assets — 51.0 — — Accrued expenses 13.4 — 11.8 — Compensation related liabilities 36.3 — 35.9 — Pension and other postretirement benefits 35.2 — 54.6 — Investment in unconsolidated subsidiaries — 196.2 — 185.4 Lease liabilities 61.3 — — — Other liabilities that will give rise to future tax deductions 88.1 — 123.5 — Net capital and operating loss carryforwards 753.4 — 766.5 — Federal credits 17.5 — 18.0 — Other 52.7 31.8 37.6 24.0 1,077.4 1,645.8 1,063.1 1,637.1 Less: Valuation allowance (728.3 ) — (738.1 ) — Net deferred taxes $ 349.1 $ 1,645.8 $ 325.0 $ 1,637.1 The liability for gross unrecognized tax benefits at May 31, 2020 was $35.8 million, excluding a related liability of $7.4 million for gross interest and penalties. Included in the balance at May 31, 2020 are $0.7 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred tax accounting, the disallowance of the shorter deductibility period would not affect the annual effective tax rate but would accelerate the payment of cash to the taxing authority to an earlier period. Any associated interest and penalties imposed would affect the tax rate. As of May 26, 2019, our gross liability for unrecognized tax benefits was $44.1 million, excluding a related liability of $11.7 million for gross interest and penalties. Interest and penalties recognized in the Consolidated Statements of Earnings was a benefit of $ 4.3 million and expense of $ 1.2 million and $ 1.6 million in fiscal 2020 , 2019 , and 2018 , respectively . The net amount of unrecognized tax benefits at May 31, 2020 and May 26, 2019 that, if recognized, would favorably impact our effective tax rate was $30.3 million and $37.3 million, respectively. We accrue interest and penalties associated with uncertain tax positions as part of income tax expense. We conduct business and file tax returns in numerous countries, states, and local jurisdictions. The U.S. Internal Revenue Service ("IRS") has completed its audit of the Company for tax years through fiscal 2018. All resulting significant items for fiscal 2018 and prior years have been settled with the IRS, with the exception of fiscal 2016. Statutes of limitation for pre-acquisition tax years of Pinnacle generally remain open for calendar year 2003 and subsequent years principally related to net operating losses. Other major jurisdictions where we conduct business generally have statutes of limitations ranging from three to five years. We estimate that it is reasonably possible that the amount of gross unrecognized tax benefits will decrease by up to $16.0 million over the next twelve months due to various federal, state, and foreign audit settlements and the expiration of statutes of limitations. Of this amount, approximately $6.6 million would reverse through results of discontinued operations. The change in the unrecognized tax benefits for the year ended May 31, 2020 was: Beginning balance on May 26, 2019 $ 44.1 Increases from positions established during prior periods 2.7 Decreases from positions established during prior periods (0.3 ) Increases from positions established during the current period 3.7 Decreases relating to settlements with taxing authorities (6.4 ) Reductions resulting from lapse of applicable statute of limitation (7.7 ) Other adjustments to liability (0.3 ) Ending balance on May 31, 2020 $ 35.8 We have approximately $27.3 million of foreign net operating loss carryforwards ($13.3 million will expire between fiscal 2021 and 2041 and $14.0 million have no expiration dates) and $126.5 million of Federal net operating loss carryforwards which expire between fiscal 2022 and 2027. Federal capital loss carryforwards related to the Private Brands divestiture of approximately $2.6 billion will expire in fiscal 2021. Included in net deferred tax liabilities are $42.1 million of tax effected state net operating loss carryforwards which expire in various years ranging from fiscal 2021 to 2039 and $165.0 million of tax effected state capital loss carryforwards related to the divestiture of Private Brands, the vast majority of which expire in fiscal 2021. Foreign tax credits of $9.7 million will expire between fiscal 2025 and 2030. State tax credits of approximately $11.9 million will expire in various years ranging from fiscal 2021 to 2029. We have recognized a valuation allowance for the portion of the net operating loss carryforwards, capital loss carryforwards, tax credit carryforwards, and other deferred tax assets we believe are not more likely than not to be realized. The net change in the valuation allowance for fiscal 2020 was a decrease of $9.8 million. For fiscal 2019 and 2018, changes in the valuation allowance were a decrease of $1.5 million and a decrease of $273.8 million, respectively. The current year change principally relates to decreases in the valuation allowances for state net operating losses, charitable contributions and credits. We believe that our foreign subsidiaries have invested or will invest any undistributed earnings indefinitely, or the earnings will be remitted in a tax-neutral transaction, and, therefore, do not provide deferred taxes on the cumulative undistributed earnings of our foreign subsidiaries. |
LEASES
LEASES | 12 Months Ended |
May 31, 2020 | |
Leases [Abstract] | |
LEASES | 15. LEASES We have operating and finance leases of certain warehouses, plants, land, office space, production and distribution equipment, automobiles, and office equipment. We determine whether an agreement is or contains a lease at lease inception. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. As most of our leases do not provide an implicit interest rate, we calculate the lease liability at lease commencement as the present value of unpaid lease payments using our estimated incremental borrowing rate. The incremental borrowing rate represents the rate of interest that we would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term and is determined using a portfolio approach based on information available at the commencement date of the lease. We have elected not to separate lease and non-lease components of an agreement for all underlying asset classes prospectively from the ASC 842 adoption date. Any lease arrangements with an initial term of twelve months or less are not recorded on our Consolidated Balance Sheet. We recognize lease cost for these lease arrangements on a straight-line basis over the lease term. Our lease terms may include options to extend or terminate the lease. We consider these options in determining the lease term used to establish our ROU asset and lease liabilities. A limited number of our lease agreements include rental payments adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Leases reported in our Consolidated Balance Sheet as of May 31, 2020 were as follows: Operating Leases Balance Sheet Location May 31, 2020 ROU assets, net Other assets $ 209.3 Lease liabilities (current) Other accrued liabilities 44.4 Lease liabilities (noncurrent) Other noncurrent liabilities 206.1 Finance Leases Balance Sheet Location May 31, 2020 ROU assets, at cost Property, plant and equipment $ 220.4 Less accumulated depreciation Less accumulated depreciation (53.6 ) ROU assets, net Property, plant and equipment, net 166.8 Lease liabilities (current) Current installments of long-term debt 22.2 Lease liabilities (noncurrent) Senior long-term debt, excluding current installments 132.9 The components of total lease cost for fiscal 2020 were as follows: Operating lease cost $ 63.7 Finance lease cost Depreciation of leased assets 15.4 Interest on lease liabilities 9.1 Short-term lease cost 3.8 Total lease cost $ 92.0 The weighted-average remaining lease terms and weighted-average discount rate for our leases as of May 31, 2020 were as follows: Operating Leases Finance Leases Weighted-average remaining lease term (in years) 8.5 8.0 Weighted-average discount rate 3.61 % 5.29 % Cash flows arising from lease transactions for fiscal 2020 were as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 59.5 Operating cash outflows from finance leases 9.2 Financing cash outflows from finance leases 22.5 ROU assets obtained in exchange for new lease liabilities: Operating leases 41.6 Finance leases 12.2 Maturities of lease liabilities by fiscal year as of May 31, 2020 were as follows: Operating Leases Finance Leases Total 2021 $ 53.0 $ 30.3 $ 83.3 2022 42.1 27.7 69.8 2023 36.5 23.7 60.2 2024 28.0 19.7 47.7 2025 19.7 17.8 37.5 Later years 118.6 75.5 194.1 Total lease payments 297.9 194.7 492.6 Less: Imputed interest (47.4 ) (39.6 ) (87.0 ) Total lease liabilities $ 250.5 $ 155.1 $ 405.6 We have entered into lease agreements for certain facilities and equipment with payments totaling $2.0 million that have not yet commenced as of May 31, 2020. A summary of non-cancelable operating lease commitments as of May 26, 2019 is as follows: 2020 $ 52.1 2021 48.4 2022 38.0 2023 34.1 2024 25.6 Later years 114.4 $ 312.6 Rent expense under all operating leases was $83.5 million and $62.5 million fiscal 2019 and 2018, respectively. These amounts are inclusive of certain charges recognized at the cease-use date for remaining lease payments associated with exited properties. Non-cash issuances of capital and financing lease obligations totaling $23.5 million and $1.3 million are excluded from cash flows from investing and financing activities on the Consolidated Statements of Cash Flows for fiscal 2019 and 2018, respectively. |
CONTINGENCIES
CONTINGENCIES | 12 Months Ended |
May 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
CONTINGENCIES | 16. CONTINGENCIES Litigation Matters We are a party to certain litigation matters relating to our acquisition of Beatrice Company ("Beatrice") in fiscal 1991, including litigation proceedings related to businesses divested by Beatrice prior to our acquisition of the company. These proceedings have included suits against a number of lead paint and pigment manufacturers, including ConAgra Grocery Products Company, LLC, a wholly owned subsidiary of the Company ("ConAgra Grocery Products") as alleged successor to W. P. Fuller & Co., a lead paint and pigment manufacturer owned and operated by a predecessor to Beatrice from 1962 until 1967. These lawsuits generally seek damages for personal injury, property damage, economic loss, and governmental expenditures allegedly caused by the use of lead-based paint, and/or injunctive relief for inspection and abatement. When such lawsuits have been brought, ConAgra Grocery Products has denied liability, both on the merits of the claims and on the basis that we do not believe it to be the successor to any liability attributable to W. P. Fuller & Co. Decisions favorable to us were rendered in Rhode Island, New Jersey, Wisconsin, and Ohio. ConAgra Grocery Products was held liable for the abatement of a public nuisance in California, and the case was dismissed pursuant to settlement in July 2019 as discussed in the following paragraph. We remain a defendant in one active suit in Illinois. The Illinois suit seeks class-wide relief for reimbursement of costs associated with the testing of lead levels in blood. We do not believe it is probable that we have incurred any liability with respect to the Illinois case, nor is it possible to estimate any potential exposure. In California, a number of cities and counties joined in a consolidated action seeking abatement of an alleged public nuisance in the form of lead-based paint potentially present on the interior of residences, regardless of its condition. On September 23, 2013, a trial of the California case concluded in the Superior Court of California for the County of Santa Clara, and on January 27, 2014, the court entered a judgment (the "Judgment") against ConAgra Grocery Products and two other defendants ordering the creation of a California abatement fund in the amount of $1.15 billion. Liability was joint and several. The Company appealed the Judgment, and on November 14, 2017 the California Court of Appeal for the Sixth Appellate District reversed in part, holding that the defendants were not liable to pay for abatement of homes built after 1950, but affirmed the Judgment as to homes built before 1951. The Court of Appeal remanded the case to the trial court with directions to recalculate the amount of the abatement fund estimated to be necessary to cover the cost of remediating pre-1951 homes, and to hold an evidentiary hearing regarding appointment of a suitable receiver. ConAgra Grocery Products and the other defendants petitioned the California Supreme Court for review of the decision, which we believe to be an unprecedented expansion of current California law. On February 14, 2018, the California Supreme Court denied the petition and declined to review the merits of the case, and the case was remanded to the trial court for further proceedings. ConAgra Grocery Products and the other defendants sought further review of certain issues from the Supreme Court of the United States, but on October 15, 2018, the Supreme Court declined to review the case. On September 4, 2018, the trial court recalculated its estimate of the amount needed to remediate pre-1951 homes in the plaintiff jurisdictions to be $409.0 million. As of July 10, 2019, the parties reached an agreement in principle to resolve this matter, which agreement was approved by the trial court on July 24, 2019, and the action against ConAgra Grocery Products was dismissed with prejudice. Pursuant to the settlement, ConAgra Grocery Products will pay a total of $101.7 million in seven installments to be paid annually from fiscal 2020 through fiscal 2026. As part of the settlement, ConAgra Grocery Products has provided a guarantee of up to $15.0 million in the event co-defendant, NL Industries, Inc., defaults on its payment obligations. We have accrued $11.5 million and $63.1 million, within other accrued liabilities and other noncurrent liabilities, respectively, for this matter as of May 31, 2020. The extent of insurance coverage is uncertain and the Company's carriers are on notice; however, any possible insurance recovery has not been considered for purposes of determining our liability. We cannot assure that the final resolution of the lead paint and pigment matters will not have a material adverse effect on our financial condition, results of operations, or liquidity. We are party to a number of putative class action lawsuits challenging various product claims made in the Company's product labeling. These matters include Briseno v. ConAgra Foods, Inc. Wesson ® We are party to matters challenging the Company's wage and hour practices. These matters include a number of class actions consolidated under the caption Negrete v. ConAgra Foods, Inc., et al , pending in the U.S. District Court for the Central District of California, in which the plaintiffs allege a pattern of violations of California and/or federal law at several current and former Company manufacturing facilities across the State of California. While we cannot predict with certainty the results of this or any other legal proceeding, we do not expect this matter to have a material adverse effect on our financial condition, results of operations, or business. We are party to a number of matters asserting product liability claims against the Company related to certain Pam ® The Company, its directors, and several of its executive officers are defendants in several class actions alleging violations of federal securities laws. The lawsuits assert that the Company's officers made material misstatements and omissions that caused the market to have an unrealistically positive assessment of the Company's financial prospects in light of the acquisition of Pinnacle, thus causing the Company's securities to be overvalued prior to the release of the Company's consolidated financial results on December 20, 2018 for the second quarter of fiscal year 2019. The first of these lawsuits, captioned West Palm Beach Firefighters' Pension Fund v. Conagra Brands, Inc., et al. Klein v. Arora, et al. Opperman v. Connolly, et al. Dahl v. Connolly, et al. Klein v. Arora, et al. Environmental Matters We are a party to certain environmental proceedings relating to our acquisition of Beatrice in fiscal 1991. Such proceedings include proceedings related to businesses divested by Beatrice prior to our acquisition of Beatrice. The current environmental proceedings associated with Beatrice include litigation and administrative proceedings involving Beatrice's possible status as a potentially responsible party at approximately 40 Superfund, proposed Superfund, or state-equivalent sites (the "Beatrice sites"). These sites involve locations previously owned or operated by predecessors of Beatrice that used or produced petroleum, pesticides, fertilizers, dyes, inks, solvents, polycholorinated biphenyls, acids, lead, sulfur, tannery wastes, and/or other contaminants. Reserves for these Beatrice environmental proceedings have been established based on our best estimate of the undiscounted remediation liabilities, which estimates include evaluation of investigatory studies, extent of required clean-up, the known volumetric contribution of Beatrice and other potentially responsible parties, and its experience in remediating sites. The accrual for Beatrice-related environmental matters totaled $57.7 million as of May 31, 2020, a majority of which relates to the Superfund and state-equivalent sites referenced above. During the third quarter of fiscal 2017, a final Remedial Investigation/Feasibility Study was submitted for the Southwest Properties portion ("Operating Unit 4") of the Wells G&H Superfund site, which is one of the Beatrice sites. The U.S. Environmental Protection Agency ("EPA") issued a Record of Decision ("ROD") for the Southwest Properties portion of the site on September 29, 2017 and has entered into negotiations with potentially responsible parties to determine final responsibility for implementing the ROD. Additionally, in conjunction with the conclusion of the fifth Five-Year Review period for Operating Unit 1 of the Wells G&H site, which spanned from October 1, 2014 to September 30, 2019, we are negotiating with the EPA to allow us to begin testing different environmental remediation methods to improve the efficiency and effectiveness of our current cleanup efforts affecting both Operating Units 1 and 2. As a result, in the second quarter of fiscal 2020, we increased our environmental reserves by $ 6.6 million associated with these expected cleanup efforts. Guarantees and Other Contingencies We guarantee an obligation of the Lamb Weston business pursuant to a guarantee arrangement that existed prior to the spinoff of the Lamb Weston business (the "Spinoff"). The guarantee remained in place following completion of the Spinoff and it will remain in place until such guarantee obligation is substituted for guarantees issued by Lamb Weston. Pursuant to the separation and distribution agreement, dated as of November 8, 2016 (the "Separation Agreement"), between us and Lamb Weston, this guarantee arrangement is deemed a liability of Lamb Weston that was transferred to Lamb Weston as part of the Spinoff. Accordingly, in the event that we are required to make any payments as a result of this guarantee arrangement, Lamb Weston is obligated to indemnify us for any such liability, reduced by any insurance proceeds received by us, in accordance with the terms of the indemnification provisions under the Separation Agreement. Lamb Weston is a party to an agricultural sublease agreement with a third party for certain farmland through 2020 (subject, at Lamb Weston's option, to extension for two additional five-year We lease or leased certain office buildings from entities that we have determined to be variable interest entities. The lease agreements with these entities include fixed-price purchase options for the assets being leased. The lease agreements also contain contingent put options (the "lease put options") that allow or allowed the lessors to require us to purchase the buildings at the greater of original construction cost, or fair market value, without a lease agreement in place (the "put price") in certain limited circumstances. As a result of substantial impairment charges related to our divested Private Brands operations, these lease put options became exercisable. We are amortizing the difference between the put price and the estimated fair value (without a lease agreement in place) of the property over the remaining lease term within SG&A expenses. During fiscal 2018, we purchased two buildings that were subject to lease put options and recognized net losses totaling $48.2 million for the early exit of unfavorable lease contracts. As of May 31, 2020, there was one remaining leased building subject to a lease put option. The lease is accounted for as an operating lease and $8.2 million, representing the value for which the put option price exceeded the estimated fair value of the property, was included in our measurement of the lease liability upon adoption of ASU 2016-02, Leases, Topic 842 In certain limited situations, we will guarantee an obligation of an unconsolidated entity. We guarantee certain leases resulting from the divestiture of the JM Swank business completed in the first quarter of fiscal 2017. As of May 31, 2020, the remaining terms of these arrangements did not exceed three years and the maximum amount of future payments we have guaranteed was $0.6 million. In addition, we guarantee a lease resulting from an exited facility. As of May 31, 2020, the remaining term of this arrangement did not exceed seven years and the maximum amount of future payments we have guaranteed was $16.5 million. General After taking into account liabilities recognized for all of the foregoing matters, management believes the ultimate resolution of such matters should not have a material adverse effect on our financial condition, results of operations, or liquidity; however, it is reasonably possible that a change of the estimates of any of the foregoing matters may occur in the future which could have a material adverse effect on our financial condition, results of operations, or liquidity. Costs of legal services associated with the foregoing matters are recognized in earnings as services are provided. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 12 Months Ended |
May 31, 2020 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | 17. DERIVATIVE FINANCIAL INSTRUMENTS Our operations are exposed to market risks from adverse changes in commodity prices affecting the cost of raw materials and energy, foreign currency exchange rates, and interest rates. In the normal course of business, these risks are managed through a variety of strategies, including the use of derivatives. Commodity and commodity index futures and option contracts are used from time to time to economically hedge commodity input prices on items such as natural gas, vegetable oils, proteins, packaging materials, dairy, grains, and electricity. Generally, we economically hedge a portion of our anticipated consumption of commodity inputs for periods of up to 36 months. We may enter into longer-term economic hedges on particular commodities, if deemed appropriate. As of May 31, 2020, we had economically hedged certain portions of our anticipated consumption of commodity inputs using derivative instruments with expiration dates through April 2021. In order to reduce exposures related to changes in foreign currency exchange rates, we enter into forward exchange, option, or swap contracts from time to time for transactions denominated in a currency other than the applicable functional currency. This includes, but is not limited to, hedging against foreign currency risk in purchasing inventory and capital equipment, sales of finished goods, and future settlement of foreign-denominated assets and liabilities. As of May 31, 2020, we had economically hedged certain portions of our foreign currency risk in anticipated transactions using derivative instruments with expiration dates through February 2021. From time to time, we may use derivative instruments, including interest rate swaps, to reduce risk related to changes in interest rates. This includes, but is not limited to, hedging against increasing interest rates prior to the issuance of long-term debt and hedging the fair value of our senior long-term debt. Derivatives Designated as Cash Flow Hedges During the first quarter of fiscal 2019, we entered into deal-contingent forward starting interest rate swap contracts to hedge a portion of the interest rate risk related to our issuance of long-term debt to help finance the acquisition of Pinnacle. We settled these contracts during the second quarter of fiscal 2019 and deferred a $47.5 million gain in accumulated other comprehensive income. This gain will be amortized as a reduction of net interest expense over the lives of the related debt instruments. The unamortized amount at May 31, 2020 was $42.0 million. Economic Hedges of Forecasted Cash Flows Many of our derivatives do not qualify for, and we do not currently designate certain commodity or foreign currency derivatives to achieve, hedge accounting treatment. We reflect realized and unrealized gains and losses from derivatives used to economically hedge anticipated commodity consumption and to mitigate foreign currency cash flow risk in earnings immediately within general corporate expense (within cost of goods sold). The gains and losses are reclassified to segment operating results in the period in which the underlying item being economically hedged is recognized in cost of goods sold. In the event that management determines a particular derivative entered into as an economic hedge of a forecasted commodity purchase has ceased to function as an economic hedge, we cease recognizing further gains and losses on such derivatives in corporate expense and begin recognizing such gains and losses within segment operating results immediately. Economic Hedges of Fair Values — Foreign Currency Exchange Rate Risk We may use options and cross currency swaps to economically hedge the fair value of certain monetary assets and liabilities (including intercompany balances) denominated in a currency other than the functional currency. These derivatives are marked-to-market with gains and losses immediately recognized in SG&A expenses. These substantially offset the foreign currency transaction gains or losses recognized as values of the monetary assets or liabilities being economically hedged change. All derivative instruments are recognized on the Consolidated Balance Sheets at fair value (refer to Note 19 for additional information related to fair value measurements). The fair value of derivative assets is recognized within prepaid expenses and other current assets, while the fair value of derivative liabilities is recognized within other accrued liabilities. In accordance with U.S. GAAP, we offset certain derivative asset and liability balances, as well as certain amounts representing rights to reclaim cash collateral and obligations to return cash collateral, where master netting agreements provide for legal right of setoff. At May 31 , 20 20 and May 2 6 , 201 9 , $ 1.1 million , representing a right to reclaim cash collateral, and $ 0.1 million, representing an obligation to return cash collateral , respectively, were included in prepaid expenses and other current assets in our Consolidated Balance Sheets . Derivative assets and liabilities and amounts representing a right to reclaim cash collateral or obligation to return cash collateral were reflected in our Consolidated Balance Sheets as follows: May 31, 2020 May 26, 2019 Prepaid expenses and other current assets $ 8.0 $ 5.9 Other accrued liabilities 0.4 1.4 The following table presents our derivative assets and liabilities at May 31, 2020, on a gross basis, prior to the setoff of $0.4 million to total derivative assets and $1.5 million to total derivative liabilities where legal right of setoff existed: Derivative Assets Derivative Liabilities Balance Sheet Location Fair Value Balance Sheet Location Fair Value Commodity contracts Prepaid expenses and other current assets $ 3.3 Other accrued liabilities $ 1.9 Foreign exchange contracts Prepaid expenses and other current assets 5.1 Other accrued liabilities 0.0 Total derivatives not designated as hedging instruments $ 8.4 $ 1.9 The following table presents our derivative assets and liabilities, at May 26, 2019, on a gross basis, prior to the setoff of $0.5 million to total derivative assets and $0.4 million to total derivative liabilities where legal right of setoff existed: Derivative Assets Derivative Liabilities Balance Sheet Location Fair Value Balance Sheet Location Fair Value Commodity contracts Prepaid expenses and other current assets $ 4.9 Other accrued liabilities $ 0.9 Foreign exchange contracts Prepaid expenses and other current assets 1.4 Other accrued liabilities 0.9 Other Prepaid expenses and other current assets 0.1 Other accrued liabilities — Total derivatives not designated as hedging instruments $ 6.4 $ 1.8 The location and amount of gains (losses) from derivatives not designated as hedging instruments in our Consolidated Statements of Earnings were as follows: For the Fiscal Year Ended May 31, 2020 Derivatives Not Designated as Hedging Instruments Location in Consolidated Statement of Earnings of Gains (Losses) Recognized on Derivatives Amount of Gains (Losses) Recognized on Derivatives in Consolidated Statement of Earnings Commodity contracts Cost of goods sold $ (18.4 ) Foreign exchange contracts Cost of goods sold 5.5 Total losses from derivative instruments not designated as hedging instruments $ (12.9 ) For the Fiscal Year Ended May 26, 2019 Derivatives Not Designated as Hedging Instruments Location in Consolidated Statement of Earnings of Gains (Losses) Recognized on Derivatives Amount of Gains (Losses) Recognized on Derivatives in Consolidated Statement of Earnings Commodity contracts Cost of goods sold $ (5.3 ) Foreign exchange contracts Cost of goods sold 1.7 Total losses from derivative instruments not designated as hedging instruments $ (3.6 ) For the Fiscal Year Ended May 27, 2018 Derivatives Not Designated as Hedging Instruments Location in Consolidated Statement of Earnings of Gains (Losses) Recognized on Derivatives Amount of Gains (Losses) Recognized on Derivatives in Consolidated Statement of Earnings Commodity contracts Cost of goods sold $ 3.0 Foreign exchange contracts Cost of goods sold (3.9 ) Foreign exchange contracts Selling, general and administrative expense 0.3 Total losses from derivative instruments not designated as hedging instruments $ (0.6 ) As of May 31, 2020, our open commodity contracts had a notional value (defined as notional quantity times market value per notional quantity unit) of $102.0 million and $3.4 million for purchase and sales contracts, respectively. As of May 26, 2019, our open commodity contracts had a notional value of $140.1 million and $18.5 million for purchase and sales contracts, respectively. The notional amount of our foreign currency forward and cross currency swap contracts as of May 31, 2020 and May 26, 2019 was $107.6 million and $88.2 million, respectively. We enter into certain commodity, interest rate, and foreign exchange derivatives with a diversified group of counterparties. We continually monitor our positions and the credit ratings of the counterparties involved and limit the amount of credit exposure to any one party. These transactions may expose us to potential losses due to the risk of nonperformance by these counterparties. We have not incurred a material loss due to nonperformance in any period presented and do not expect to incur any such material loss. We also enter into futures and options transactions through various regulated exchanges. At May 31, 2020, the maximum amount of loss due to the credit risk of the counterparties, had the counterparties failed to perform according to the terms of the contracts, was $5.2 million. |
PENSION AND POSTRETIREMENT BENE
PENSION AND POSTRETIREMENT BENEFITS | 12 Months Ended |
May 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
PENSION AND POSTRETIREMENT BENEFITS | 18. PENSION AND POSTRETIREMENT BENEFITS We have defined benefit retirement plans ("plans") for eligible salaried and hourly employees. Benefits are based on years of credited service and average compensation or stated amounts for each year of service. We also sponsor postretirement plans which provide certain medical and dental benefits ("other postretirement benefits") to qualifying U.S. employees. Effective August 1, 2013, our defined benefit pension plan for eligible salaried employees was closed to new hire salaried employees. New hire salaried employees will generally be eligible to participate in our defined contribution plan. In connection with the acquisition of Pinnacle, we now include the components of pension and postretirement expense associated with the Pinnacle pension plans and a post-employment benefit plan in our Consolidated Statements of Earnings from the date of the completion of the acquisition. These plans are frozen for future benefits. The tabular disclosures presented below are inclusive of the Pinnacle plans. During the third quarter of fiscal 2020, we amended a certain hourly pension plan that will freeze future compensation and service periods. As a result, we remeasured the Company’s hourly pension plan liability as of January 31, 2020 and recorded a pension curtailment loss of $0.2 million previously within other comprehensive income (loss). In connection with the remeasurement, we updated the effective discount rate assumption for the impacted pension plan from 3.86% to 2.96%. The remeasurement increased the underfunded status of the pension plan by $4.3 million with a corresponding loss within other comprehensive income (loss). During the second quarter of fiscal 2020, the Company provided a voluntary lump-sum settlement offer to certain terminated vested participants in the salaried pension plan in order to reduce a portion of the pension obligation. During the third quarter of fiscal 2020, lump-sum settlement payments totaling $154.6 million were distributed from pension plan assets to such participants. As a result of the settlement, we were required to remeasure our pension plan liability. In connection with the remeasurement, we updated the effective discount rate assumption for the impacted pension plan obligation from 3.89% to 3.37%, as of December 31, 2019. The settlement and related remeasurement resulted in the recognition of a settlement gain of $2.1 million, reflected in pension and postretirement non-service income, as well as a benefit to other comprehensive income (loss) totaling $79.8 million in the third quarter of fiscal 2020. As a result of the anticipated exit of certain facilities, during the first quarter of fiscal 2020, we remeasured the Company's hourly pension plan as of August 25, 2019 and recorded a pension curtailment loss of $0.6 million previously within other comprehensive income (loss). In connection with the remeasurement, we updated the effective discount rate assumption for the impacted pension plan obligation from 3.90% to 3.13%. The curtailment loss and related remeasurement increased the underfunded status of the pension plan by $12.3 million with a corresponding loss within other comprehensive income (loss). During the second quarter of fiscal 2018, we approved the amendment of our salaried and non-qualified pension plans effective as of December 31, 2017. The amendment froze the compensation and service periods used to calculate pension benefits for active employees who participate in the plans. Beginning January 1, 2018, impacted employees do not accrue additional benefit for future service and eligible compensation received under these plans. As a result of this amendment, we remeasured our pension plan liability as of September 30, 2017. In connection with the remeasurement, we updated the effective discount rate assumption from 3.90% to 3.78%. The curtailment and related remeasurement resulted in a net decrease to the underfunded status of the pension plans by $43.5 million with a corresponding benefit within other comprehensive income (loss) for the second quarter of fiscal 2018. In addition, we recorded charges of $3.4 million and $0.7 million reflecting the write-off of actuarial losses in excess of 10% of our pension liability and a curtailment charge, respectively. We recognize the funded status of our plans and other benefits in the Consolidated Balance Sheets. For our plans, we also recognize as a component of accumulated other comprehensive income (loss), the net of tax results of the actuarial gains or losses within the corridor and prior service costs or credits that arise during the period but are not recognized in net periodic benefit cost. For our other benefits, we also recognize as a component of accumulated other comprehensive income (loss), the net of tax results of the gains or losses and prior service costs or credits that arise during the period but are not recognized in net periodic benefit cost. These amounts will be adjusted out of accumulated other comprehensive income (loss) as they are subsequently recognized as components of net periodic benefit cost. For our pension plans, we have elected to immediately recognize actuarial gains and losses in our operating results in the year in which they occur, to the extent they exceed the corridor, eliminating amortization. Amounts are included in the components of pension benefit and other postretirement benefit costs, below, as recognized net actuarial loss. The changes in benefit obligations and plan assets at May 31, 2020 and May 26, 2019 are presented in the following table. Pension Benefits Other Benefits 2020 2019 2020 2019 Change in Benefit Obligation Benefit obligation at beginning of year $ 3,733.2 $ 3,423.6 $ 91.2 $ 119.3 Service cost 11.5 10.9 0.1 0.1 Interest cost 118.4 132.6 2.6 3.8 Plan participants' contributions — — — 2.5 Amendments — 1.4 — (0.8 ) Actuarial loss (gain) 411.6 150.1 3.0 (24.3 ) Plan settlements (201.7 ) — (0.1 ) (0.5 ) Curtailments (0.8 ) — — (0.6 ) Benefits paid (199.3 ) (191.2 ) (6.9 ) (9.8 ) Currency (0.4 ) (0.6 ) (0.1 ) (0.2 ) Business acquisitions and divestitures — 206.4 — 1.7 Benefit obligation at end of year $ 3,872.5 $ 3,733.2 $ 89.8 $ 91.2 Change in Plan Assets Fair value of plan assets at beginning of year $ 3,601.5 $ 3,355.1 $ 3.4 $ 3.7 Actual return on plan assets 557.5 252.2 0.1 0.2 Employer contributions 17.5 14.7 6.9 7.3 Plan participants' contributions — — — 2.5 Plan settlements (156.3 ) — (0.1 ) (0.5 ) Benefits paid (199.3 ) (191.2 ) (6.9 ) (9.8 ) Currency (0.5 ) (0.6 ) — — Business acquisitions and divestitures — 171.3 — — Fair value of plan assets at end of year $ 3,820.4 $ 3,601.5 $ 3.4 $ 3.4 The funded status and amounts recognized in our Consolidated Balance Sheets at May 31, 2020 and May 26, 2019 were: Pension Benefits Other Benefits 2020 2019 2020 2019 Funded Status $ (52.1 ) $ (131.7 ) $ (86.4 ) $ (87.8 ) Amounts Recognized in Consolidated Balance Sheets Other assets $ 202.4 $ 61.2 $ 2.9 $ 2.8 Other accrued liabilities (8.9 ) (10.2 ) (10.0 ) (10.8 ) Other noncurrent liabilities (245.6 ) (182.7 ) (79.3 ) (79.8 ) Net Amount Recognized $ (52.1 ) $ (131.7 ) $ (86.4 ) $ (87.8 ) Amounts Recognized in Accumulated Other Comprehensive (Income) Loss (Pre-tax) Actuarial net loss (gain) $ 51.2 $ 115.8 $ (15.0 ) $ (47.8 ) Net prior service cost (benefit) 8.6 12.1 (40.1 ) (17.1 ) Total $ 59.8 $ 127.9 $ (55.1 ) $ (64.9 ) Weighted-Average Actuarial Assumptions Used to Determine Benefit Obligations at May 31, 2020 and May 26, 2019 Discount rate 2.98 % 3.88 % 2.39 % 3.48 % Long-term rate of compensation increase N/A N/A N/A N/A The accumulated benefit obligation for all defined benefit pension plans was $ billion and $ billion at May 31, 2020 and May 26, 2019 , respectively. The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for pension plans with accumulated benefit obligations in excess of plan assets at May 31, 2020 and May 26, 2019 were: 2020 2019 Projected benefit obligation $ 1,062.8 $ 964.3 Accumulated benefit obligation 1,062.8 963.7 Fair value of plan assets 808.2 771.4 Components of pension benefit and other postretirement benefit costs included: Pension Benefits Other Benefits 2020 2019 2018 2020 2019 2018 Service cost $ 11.5 $ 10.9 $ 42.8 $ 0.1 $ 0.1 $ 0.2 Interest cost 118.4 132.6 111.1 2.6 3.8 3.9 Expected return on plan assets (170.2 ) (174.4 ) (218.3 ) — — — Amortization of prior service cost (benefit) 2.7 3.1 2.9 (2.1 ) (2.2 ) (3.4 ) Recognized net actuarial loss (gain) 44.8 5.1 3.4 (4.6 ) (1.4 ) — Settlement loss (gain) (2.1 ) — 1.3 (0.2 ) (1.0 ) — Curtailment loss (gain) 0.8 — 0.7 — (0.6 ) — Benefit cost — Company plans 5.9 (22.7 ) (56.1 ) (4.2 ) (1.3 ) 0.7 Pension benefit cost — multi-employer plans 6.5 6.3 7.1 — — — Total benefit (income) cost $ 12.4 $ (16.4 ) $ (49.0 ) $ (4.2 ) $ (1.3 ) $ 0.7 In fiscal 2020, 2019, and 2018, the Company recorded charges of $44.8 million, $5.1 million, and $3.4 million, respectively, reflecting the year-end write-off of actuarial losses in excess of 10% of our pension liability. In fiscal 2020, the higher actuarial losses outside of the 10% corridor is principally related to a reduction in the discount rate used to recognize at present value our pension obligations and a decline in market value of certain plan assets associated with our non-qualified and hourly plans. The Company recorded an expense of $0.3 million and $0.6 million (primarily within restructuring activities) during fiscal 2019 and 2018, respectively, related to our expected incurrence of certain multi-employer plan withdrawal costs. Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss) were: Pension Benefits Other Benefits 2020 2019 2020 2019 Net actuarial gain (loss) $ 21.9 $ (72.1 ) $ (2.9 ) $ 25.1 Amendments — (1.4 ) — 0.8 Amortization of prior service cost (benefit) 2.7 3.1 (2.1 ) (2.2 ) Settlement and curtailment gain (1.3 ) — (0.2 ) (1.6 ) Recognized net actuarial loss (gain) 44.8 5.1 (4.6 ) (1.4 ) Net amount recognized $ 68.1 $ (65.3 ) $ (9.8 ) $ 20.7 Weighted-Average Actuarial Assumptions Used to Determine Net Expense Pension Benefits Other Benefits 2020 2019 2018 2020 2019 2018 Discount rate 3.88 % 4.15 % 3.90 % 3.48 % 3.81 % 3.33 % Long-term rate of return on plan assets 4.77 % 5.17 % 7.50 % N/A N/A N/A Long-term rate of compensation increase N/A 3.63 % 3.63 % N/A N/A N/A The Company uses a split discount rate (spot-rate approach) for the U.S. plans and certain foreign plans. The spot-rate approach applies separate discount rates for each projected benefit payment in the calculation of pension service and interest cost. We amortize prior service cost for our pension plans and postretirement plans, as well as amortizable gains and losses for our postretirement plans, in equal annual amounts over the average expected future period of vested service. For plans with no active participants, average life expectancy is used instead of average expected useful service. Plan Assets The fair value of plan assets, summarized by level within the fair value hierarchy described in Note 19, as of May 31, 2020, was as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 10.1 $ 71.9 $ — $ 82.0 Equity securities: U.S. equity securities 63.9 82.2 — 146.1 International equity securities 92.4 0.7 — 93.1 Fixed income securities: Government bonds — 743.9 — 743.9 Corporate bonds — 2,461.7 — 2,461.7 Mortgage-backed bonds — 22.4 — 22.4 Real estate funds — — — — Net receivables for unsettled transactions 30.2 — — 30.2 Fair value measurement of pension plan assets in the fair value hierarchy $ 196.6 $ 3,382.8 $ — $ 3,579.4 Investments measured at net asset value 241.0 Total pension plan assets $ 3,820.4 The fair value of plan assets, summarized by level within the fair value hierarchy described in Note 19 , as of May 26, 2019 , was as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 0.7 $ 77.7 $ — $ 78.4 Equity securities: U.S. equity securities 56.3 91.8 — 148.1 International equity securities 87.8 0.4 — 88.2 Fixed income securities: Government bonds — 748.3 — 748.3 Corporate bonds — 2,255.5 — 2,255.5 Mortgage-backed bonds — 31.1 — 31.1 Real estate funds 0.4 — — 0.4 Net receivables for unsettled transactions 5.6 — — 5.6 Fair value measurement of pension plan assets in the fair value hierarchy $ 150.8 $ 3,204.8 $ — $ 3,355.6 Investments measured at net asset value 245.9 Total pension plan assets $ 3,601.5 Level 1 assets are valued based on quoted prices in active markets for identical securities. The majority of the Level 1 assets listed above include the common stock of both U.S. and international companies, mutual funds, master limited partnership units, and real estate investment trusts, all of which are actively traded and priced in the market. Level 2 assets are valued based on other significant observable inputs including quoted prices for similar securities, yield curves, indices, etc. Level 2 assets consist primarily of individual fixed income securities where values are based on quoted prices of similar securities and observable market data. Level 3 assets consist of investments where active market pricing is not readily available and, as such, fair value is estimated using significant unobservable inputs. Certain assets that are measured at fair value using the NAV (net asset value) per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. Such investments are generally considered long-term in nature with varying redemption availability. For certain of these investments, with a fair value of approximately $52.4 million as of May 31, 2020, the asset managers have the ability to impose customary redemption gates which may further restrict or limit the redemption of invested funds therein. As of May 31, 2020, funds with a fair value of $0.1 million have imposed such gates. As of May 31, 2020, we have unfunded commitments for additional investments of $36.8 million in private equity funds and $13.5 million in natural resources funds. We expect unfunded commitments to be funded from plan assets rather than the general assets of the Company. To develop the expected long-term rate of return on plan assets assumption for the pension plans, we consider the current asset allocation strategy, the historical investment performance, and the expectations for future returns of each asset class. Our pension plan weighted-average asset allocations by asset category were as follows: May 31, 2020 May 26, 2019 Equity securities 6 % 7 % Debt securities 85 % 85 % Real estate funds 1 % 1 % Private equity 3 % 3 % Other 5 % 4 % Total 100 % 100 % Due to the salaried pension plan freeze, the Company's pension asset strategy is now designed to align our pension plan assets with our projected benefit obligation to reduce volatility by targeting an investment strategy of approximately 90% in fixed-income securities and approximately 10% in return seeking assets, primarily equity securities, real estate, and private assets. Assumed health care cost trend rates have a significant effect on the benefit obligation of the postretirement plans. Assumed Health Care Cost Trend Rates at: May 31, 2020 May 26, 2019 Initial health care cost trend rate 6.22 % 7.20 % Ultimate health care cost trend rate 4.4 % 4.5 % Year that the rate reaches the ultimate trend rate 2024 2024 We currently anticipate making contributions of approximately $32.2 million to our pension plans in fiscal 2021. We anticipate making contributions of $10.0 million to our other postretirement plans in fiscal 2021. These estimates are based on ERISA guidelines, current tax laws, plan asset performance, and liability assumptions, which are subject to change. The following table presents estimated future gross benefit payments for our plans: Pension Benefits Health Care and Life Insurance Benefits 2021 $ 199.4 $ 10.1 2022 202.7 9.3 2023 204.7 8.5 2024 206.2 7.8 2025 207.6 7.1 Succeeding 5 years 1,038.0 27.3 Multiemployer Pension Plans The Company contributes to several multiemployer defined benefit pension plans under collective bargaining agreements that cover certain units of its union-represented employees. The risks of participating in such plans are different from the risks of single-employer plans, in the following respects: a. Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. b. If a participating employer ceases to contribute to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. c. If the Company ceases to have an obligation to contribute to a multiemployer plan in which it had been a contributing employer, it may be required to pay to the plan an amount based on the underfunded status of the plan and on the history of the Company's participation in the plan prior to the cessation of its obligation to contribute. The amount that an employer that has ceased to have an obligation to contribute to a multiemployer plan is required to pay to the plan is referred to as a withdrawal liability. The Company's participation in multiemployer plans for the fiscal year ended May 31, 2020 is outlined in the table below. For each plan that is individually significant to the Company the following information is provided: • The "EIN / PN" column provides the Employer Identification Number and the three-digit plan number assigned to a plan by the Internal Revenue Service. • The most recent Pension Protection Act Zone Status available for 2019 and 2018 is for plan years that ended in calendar years 2019 and 2018, respectively. The zone status is based on information provided to the Company by each plan. A plan in the "red" zone has been determined to be in "critical status", based on criteria established under the Internal Revenue Code ("Code"), and is generally less than 65% funded. A plan in the "yellow" zone has been determined to be in "endangered status", based on criteria established under the Code, and is generally less than 80% funded. A plan in the "green" zone has been determined to be neither in "critical status" nor in "endangered status", and is generally at least 80 % funded. • The "FIP/RP Status Pending/Implemented" column indicates whether a Funding Improvement Plan, as required under the Code to be adopted by plans in the "yellow" zone, or a Rehabilitation Plan, as required under the Code to be adopted by plans in the "red" zone, is pending or has been implemented by the plan as of the end of the plan year that ended in calendar year 2019. • Contributions by the Company are the amounts contributed in the Company's fiscal periods ending in the specified year. • The "Surcharge Imposed" column indicates whether the Company contribution rate for its fiscal year that ended on May 31, 2020 included an amount in addition to the contribution rate specified in the applicable collective bargaining agreement, as imposed by a plan in "critical status", in accordance with the requirements of the Code. • The last column lists the expiration dates of the collective bargaining agreements pursuant to which the Company contributes to the plans. For plans that are not individually significant to Conagra Brands the total amount of contributions is presented in the aggregate. Pension Protection Act Zone Status FIP / RP Status Contributions by the Company (millions) Expiration Dates of Collective Pension Fund EIN / PN 2019 2018 Pending / Implemented FY20 FY19 FY18 Surcharge Imposed Bargaining Agreements Bakery and Confectionary Union and Industry International Pension Plan 52-6118572 / 001 Red, Critical and Declining Red, Critical and Declining RP Implemented $ 0.0 $ 0.1 $ 1.5 No N/A Central States, Southeast and Southwest Areas Pension Fund 36-6044243 / 001 Red, Critical and Declining Red, Critical and Declining RP Implemented 2.0 1.8 1.8 No 5/31/2021 Western Conference of Teamsters Pension Plan 91-6145047 / 001 Green Green N/A 3.2 3.2 2.8 No 6/30/2021 Other Plans 1.3 0.9 0.4 Total Contributions $ 6.5 $ 6.0 $ 6.5 The Company was not listed in the Forms 5500 filed by any of the other plans or for any of the other years as providing more than 5% of the plan's total contributions. At the date our financial statements were issued, Forms 5500 were not available for plan years ending in calendar year 2019. During fiscal 2019, we ceased to participate in the Bakery and Confectionary Union and Industry International Fund in conjunction with our sale of the Trenton, Missouri plant. In addition to the contributions listed in the table above, we recorded an additional expense of $0.3 million and $0.6 million in fiscal 2019 and 2018, respectively, related to our expected incurrence of certain withdrawal costs. Certain of our employees are covered under defined contribution plans. The expense related to these plans was $49.9 million, $39.9 million, and $24.5 million in fiscal 2020, 2019, and 2018, respectively. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
May 31, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 19. FAIR VALUE MEASUREMENTS FASB guidance establishes a three-level fair value hierarchy based upon the assumptions (inputs) used to price assets or liabilities. The three levels of inputs used to measure fair value are as follows: Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities, Level 2 — Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets, and Level 3 — Unobservable inputs reflecting our own assumptions and best estimate of what inputs market participants would use in pricing the asset or liability. The fair values of our Level 2 derivative instruments were determined using valuation models that use market observable inputs including interest rate curves and both forward and spot prices for currencies and commodities. Derivative assets and liabilities included in Level 2 primarily represent commodity and foreign currency option and forward contracts and cross-currency swaps. The following table presents our financial assets and liabilities measured at fair value on a recurring basis based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 31, 2020: Level 1 Level 2 Level 3 Total Assets: Derivative assets $ 2.8 $ 5.2 $ — $ 8.0 Marketable securities 8.1 — — 8.1 Deferred compensation assets 8.6 — — 8.6 Total assets $ 19.5 $ 5.2 $ — $ 24.7 Liabilities: Derivative liabilities $ — $ 0.4 $ — $ 0.4 Deferred compensation liabilities 68.0 — — 68.0 Total liabilities $ 68.0 $ 0.4 $ — $ 68.4 The following table presents our financial assets and liabilities measured at fair value on a recurring basis based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 26, 2019: Level 1 Level 2 Level 3 Total Assets: Derivative assets $ 3.0 $ 2.9 $ — $ 5.9 Marketable securities 15.7 — — 15.7 Deferred compensation assets 10.7 — — 10.7 Total assets $ 29.4 $ 2.9 $ — $ 32.3 Liabilities: Derivative liabilities $ — $ 1.4 $ — $ 1.4 Deferred compensation liabilities 70.4 — — 70.4 Total liabilities $ 70.4 $ 1.4 $ — $ 71.8 Certain assets and liabilities, including long-lived assets, goodwill, asset retirement obligations, and equity investments are measured at fair value on a nonrecurring basis using Level 3 inputs. We recognized charges for the impairment of certain indefinite-lived brands. The fair values of these brands were estimated using the "relief from royalty" method (See Note 8). Impairments in our Grocery & Snacks segment totaled $46.4 million, $76.5 million, and $4.0 million for fiscal 2020, 2019, and 2018, respectively. Impairments in our Refrigerated & Frozen segment totaled $110.8 million for fiscal 2020. Impairments in our International segment totaled $8.3 million, $13.1 million, and $0.8 million for fiscal 2020, 2019, and 2018, respectively. During fiscal 2020, we recognized impairment charges totaling $54.4 million in the Grocery & Snacks segment and $27.6 million in the Refrigerated & Frozen segment. The impairments were measured based upon the estimated sales price of the disposal group (See Note 6). We recognized charges totaling $3.8 million in the Refrigerated & Frozen segment in fiscal 2020, and charges totaling $2.7 million and $4.7 million within general corporate expenses in fiscal 2019 and 2018, respectively, for the impairment of certain long-lived assets. The impairments were measured based upon the estimated sales price of the assets. During fiscal 2020, we recognized charges of $2.9 million in general corporate expenses related to the impairments of ROU assets. The impairments were measured based upon a discounted cash flow approach. The carrying amount of long-term debt (including current installments) was $9.75 billion as of May 31, 2020 and $10.68 billion as of May 26, 2019. Based on current market rates, the fair value of this debt (level 2 liabilities) at May 31, 2020 and May 26, 2019 was estimated at $11.35 billion and $11.24 billion, respectively. |
BUSINESS SEGMENTS AND RELATED I
BUSINESS SEGMENTS AND RELATED INFORMATION | 12 Months Ended |
May 31, 2020 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS AND RELATED INFORMATION | 20. BUSINESS SEGMENTS AND RELATED INFORMATION In the fiscal 2020, we reorganized our reporting segments to incorporate the Pinnacle business into our legacy reporting segments in order to better reflect how the business is now being managed. We now reflect our results of operations in four reporting segments: Grocery & Snacks, Refrigerated & Frozen, International, and Foodservice. The Grocery & Snacks reporting segment principally includes branded, shelf-stable food products sold in various retail channels in the United States. The Refrigerated & Frozen reporting segment includes branded, temperature-controlled food products sold in various retail channels in the United States. The International reporting segment principally includes branded food products, in various temperature states, sold in various retail and foodservice channels outside of the United States. The Foodservice reporting segment includes branded and customized food products, including meals, entrees, sauces and a variety of custom-manufactured culinary products packaged for sale to restaurants and other foodservice establishments primarily in the United States. We do not aggregate operating segments when determining our reporting segments. Operating profit for each of the segments is based on net sales less all identifiable operating expenses. General corporate expense, net interest expense, and income taxes have been excluded from segment operations. 2020 2019 2018 Net sales Grocery & Snacks $ 4,617.1 $ 3,923.6 $ 3,281.0 Refrigerated & Frozen 4,559.6 3,735.4 2,753.0 International 925.3 864.4 843.5 Foodservice 952.4 1,015.0 1,060.8 Total net sales $ 11,054.4 $ 9,538.4 $ 7,938.3 Operating profit Grocery & Snacks $ 915.2 $ 762.6 $ 722.5 Refrigerated & Frozen 702.2 645.1 479.4 International 100.6 99.8 86.5 Foodservice 97.6 134.3 124.1 Total operating profit $ 1,815.6 $ 1,641.8 $ 1,412.5 Equity method investment earnings 73.2 75.8 97.3 General corporate expenses 368.5 462.2 459.4 Pension and postretirement non-service income 9.9 35.1 80.4 Interest expense, net 487.1 391.4 158.7 Income tax expense 201.3 218.8 174.6 Income from continuing operations $ 841.8 $ 680.3 $ 797.5 Less: Net income attributable to noncontrolling interests of continuing operations 1.7 0.1 3.4 Income from continuing operations attributable to Conagra Brands, Inc. $ 840.1 $ 680.2 $ 794.1 The following table presents further disaggregation of our net sales: 2020 2019 2018 Snacks $ 1,714.3 $ 1,496.9 $ 1,197.7 Other shelf-stable 2,902.8 2,426.7 2,083.3 Frozen 3,674.1 2,945.4 2,014.8 Refrigerated 885.5 790.0 738.2 International 925.3 864.4 843.5 Foodservice 952.4 1,015.0 1,060.8 Total net sales $ 11,054.4 $ 9,538.4 $ 7,938.3 Presentation of Derivative Gains (Losses) from Economic Hedges of Forecasted Cash Flows in Segment Results Derivatives used to manage commodity price risk and foreign currency risk are not designated for hedge accounting treatment. We believe these derivatives provide economic hedges of certain forecasted transactions. As such, these derivatives are recognized at fair market value with realized and unrealized gains and losses recognized in general corporate expenses. The gains and losses are subsequently recognized in the operating results of the reporting segments in the period in which the underlying transaction being economically hedged is included in earnings. In the event that management determines a particular derivative entered into as an economic hedge of a forecasted commodity purchase has ceased to function as an economic hedge, we cease recognizing further gains and losses on such derivatives in corporate expense and begin recognizing such gains and losses within segment operating results, immediately. The following table presents the net derivative gains (losses) from economic hedges of forecasted commodity consumption and the foreign currency risk of certain forecasted transactions, under this methodology: 2020 2019 2018 Net derivative losses incurred $ (12.9 ) $ (3.6 ) $ (0.9 ) Less: Net derivative losses allocated to reporting segments (7.4 ) (1.8 ) (7.1 ) Net derivative gains (losses) recognized in general corporate expenses $ (5.5 ) $ (1.8 ) $ 6.2 Net derivative gains (losses) allocated to Grocery & Snacks $ (4.7 ) $ (2.5 ) $ 0.2 Net derivative losses allocated to Refrigerated & Frozen (2.5 ) (1.5 ) (0.3 ) Net derivative gains (losses) allocated to International 0.1 2.8 (6.9 ) Net derivative losses allocated to Foodservice (0.3 ) (0.6 ) (0.1 ) Net derivative losses included in segment operating profit $ (7.4 ) $ (1.8 ) $ (7.1 ) As of May 31, 2020, the cumulative amount of net derivative losses from economic hedges that had been recognized in general corporate expenses and not yet allocated to reporting segments was $4.1 million. This amount reflected net losses of $4.5 million incurred during the fiscal year ended May 31, 2020, as well as net gains of $0.4 million incurred prior to fiscal 2020. Based on our forecasts of the timing of recognition of the underlying hedged items, we expect to reclassify to segment operating results net losses of $2.1 million in fiscal 2021 and $2.0 million in fiscal 2022 and thereafter. Assets by Segment The majority of our manufacturing assets are shared across multiple reporting segments. Output from these facilities used by each reporting segment can change over time. Also, working capital balances are not tracked by reporting segment. Therefore, it is impracticable to allocate those assets to the reporting segments, as well as disclose total assets by segment. Total depreciation expense for fiscal 2020, 2019, and 2018 was $329.1 million, $283.9 million, and $222.1 million, respectively. Other Information Our operations are principally in the United States. With respect to operations outside of the United States, no single foreign country or geographic region was significant with respect to consolidated operations for fiscal 2020, 2019, and 2018. Foreign net sales, including sales by domestic segments to customers located outside of the United States, were approximately $946.8 million, $919.5 million, and $918.4 million in fiscal 2020, 2019, and 2018, respectively. Our long-lived assets located outside of the United States are not significant. Our largest customer, Walmart, Inc. and its affiliates, accounted for approximately 26% of consolidated net sales for fiscal 2020 and 24% of consolidated net sales for each of fiscal 2019 and 2018, significantly impacting the Grocery & Snacks and Refrigerated & Frozen segments. Walmart, Inc. and its affiliates accounted for approximately 30% of consolidated net receivables as of each of May 31, 2020 and May 26, 2019. At May 31, 2020, The Kroger Co. and its affiliates accounted for approximately 10% of consolidated net receivables. We offer certain suppliers access to a third-party service that allows them to view our scheduled payments online. The third-party service also allows suppliers to finance advances on our scheduled payments at the sole discretion of the supplier and the third-party. We have no economic interest in these financing arrangements and no direct relationship with the suppliers, the third-party, or any financial institutions concerning this service. All of our accounts payable remain as obligations to our suppliers as stated in our supplier agreements. Of our total accounts payable, $258.7 million and $189.3 million were payable to suppliers who utilize this third-party service as of May 31, 2020 and May 26, 2019, respectively. |
QUARTERLY FINANCIAL DATA (Unaud
QUARTERLY FINANCIAL DATA (Unaudited) | 12 Months Ended |
May 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (Unaudited) | 21. QUARTERLY FINANCIAL DATA (Unaudited) 2020 2019 First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 2,390.7 $ 2,820.8 $ 2,555.0 $ 3,287.9 $ 1,834.4 $ 2,383.7 $ 2,707.1 $ 2,613.2 Gross profit 664.5 797.9 684.4 922.8 515.5 677.2 752.3 708.0 Income from continuing operations, net of tax 174.3 261.5 204.7 201.3 178.2 134.3 242.6 125.2 Loss from discontinued operations, net of tax — — — — — (1.9 ) — — Net income attributable to Conagra Brands, Inc. 173.8 260.5 204.4 201.4 178.2 131.6 242.0 126.5 Earnings per share (1) Basic earnings per share: Net income attributable to Conagra Brands, Inc. common stockholders $ 0.36 $ 0.53 $ 0.42 $ 0.41 $ 0.45 $ 0.31 $ 0.50 $ 0.26 Diluted earnings per share: Net income attributable to Conagra Brands, Inc. common stockholders $ 0.36 $ 0.53 $ 0.42 $ 0.41 $ 0.45 $ 0.31 $ 0.50 $ 0.26 Dividends declared per common share $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 (1) Basic and diluted earnings per share are calculated independently for each of the quarters presented. Accordingly, the sum of the quarterly earnings per share amounts may not agree with the total year. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year — The fiscal year of Conagra Brands, Inc. ("Conagra Brands", "Company", "we", "us", or "our") ends the last Sunday in May. The fiscal years for the consolidated financial statements presented consist of a 53-week period for fiscal 2020 and 52-week periods for fiscal years 2019 and 2018. |
Basis of Consolidation | Basis of Consolidation — The consolidated financial statements include the accounts of Conagra Brands, Inc. and all majority-owned subsidiaries. All significant intercompany investments, accounts, and transactions have been eliminated. |
Investments in Unconsolidated Affiliates | Investments in Unconsolidated Affiliates — The investments in, and the operating results of, 50%-or-less-owned entities not required to be consolidated are included in the consolidated financial statements on the basis of the equity method of accounting. We review our investments in unconsolidated affiliates for impairment whenever events or changes in business circumstances indicate that the carrying amount of the investments may not be fully recoverable. Evidence of a loss in value that is other than temporary includes, but is not limited to, the absence of an ability to recover the carrying amount of the investment, the inability of the investee to sustain an earnings capacity which would justify the carrying amount of the investment, or, where applicable, estimated sales proceeds which are insufficient to recover the carrying amount of the investment. Management's assessment as to whether any decline in value is other than temporary is based on our ability and intent to hold the investment and whether evidence indicating the carrying value of the investment is recoverable within a reasonable period of time outweighs evidence to the contrary. Management generally considers our investments in equity method investees to be strategic long-term investments. Therefore, management completes its assessments with a long-term viewpoint. If the fair value of the investment is determined to be less than the carrying value and the decline in value is considered to be other than temporary, an appropriate write-down is recorded based on the excess of the carrying value over the best estimate of fair value of the investment. |
Cash and Cash Equivalents | Cash and Cash Equivalents — Cash and all highly liquid investments with an original maturity of three months or less at the date of acquisition, including short-term time deposits and government agency and corporate obligations, are classified as cash and cash equivalents. |
Receivables | Receivables — Receivables from customers generally do not bear interest. Terms and collection vary by location and channel. The allowance for doubtful accounts represents our estimate of probable non-payments and credit losses in our existing receivables, as determined based on a review of past due balances and other specific account data. Account balances are written off against the allowance when we deem them uncollectible. The following table details the balances of our allowance for doubtful accounts and changes therein: Balance at Beginning of Period Additions Charged to Costs and Expenses Other Deductions from Reserves Balance at Close of Period Year ended May 31, 2020 $ 2.2 1.2 0.1 (1) 0.9 (2) $ 2.6 Year ended May 26, 2019 $ 1.7 0.6 0.5 (1) 0.6 (2) $ 2.2 Year ended May 27, 2018 $ 2.9 0.8 — 2.0 (2) $ 1.7 (1) (2) |
Inventories | Inventories — We use the lower of cost (determined using the first-in, first-out method) or market for valuing inventories. |
Property, Plant and Equipment | Property, Plant and Equipment — Property, plant and equipment are carried at cost. Depreciation has been calculated using the straight-line method over the estimated useful lives of the respective classes of assets as follows: Land improvements 1 - 40 years Buildings 15 - 40 years Machinery and equipment 3 - 20 years Furniture, fixtures, office equipment and other 5 - 15 years We review property, plant and equipment for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Recoverability of an asset considered "held-and-used" is determined by comparing the carrying amount of the asset to the undiscounted net cash flows expected to be generated from the use of the asset. If the carrying amount is greater than the undiscounted net cash flows expected to be generated by the asset, the asset's carrying amount is reduced to its estimated fair value. An asset considered "held-for-sale" is reported at the lower of the asset's carrying amount or fair value. |
Goodwill and Other Identifiable Intangible Assets | Goodwill and Other Identifiable Intangible Assets — Goodwill and other identifiable intangible assets with indefinite lives (e.g., brands or trademarks) are not amortized and are tested annually for impairment of value and whenever events or changes in circumstances indicate the carrying amount of the asset may be impaired. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have negative effects on earnings and cash flows, or a trend of negative or declining cash flows over multiple periods, among others. The fair value that could be realized in an actual transaction may differ from that used to evaluate the impairment of goodwill and other intangible assets. In testing goodwill for impairment, we have the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not (more than 50%) that the estimated fair value of a reporting unit is less than its carrying amount. If we elect to perform a qualitative assessment and determine that an impairment is more likely than not, we are then required to perform a quantitative impairment test, otherwise no further analysis is required. We also may elect not to perform the qualitative assessment and, instead, proceed directly to the quantitative impairment test. Under the goodwill qualitative assessment, various events and circumstances that would affect the estimated fair value of a reporting unit are identified (similar to impairment indicators above). Furthermore, management considers the results of the most recent quantitative impairment test completed for a reporting unit and compares the weighted average cost of capital between the current and prior years for each reporting unit. Under the goodwill quantitative impairment test, the evaluation of impairment involves comparing the current fair value of each reporting unit to its carrying value, including goodwill. We estimate the fair value using level 3 inputs as defined by the fair value hierarchy. Refer to Note 19 for the definition of the levels in the fair value hierarchy. The inputs used to calculate the fair value include a number of subjective factors, such as estimates of future cash flows, estimates of our future cost structure, discount rates for our estimated cash flows, required level of working capital, assumed terminal value, and time horizon of cash flow forecasts. In assessing other intangible assets not subject to amortization for impairment, we have the option to perform a qualitative assessment to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of such an intangible asset is less than its carrying amount. If we determine that it is not more likely than not that the fair value of such an intangible asset is less than its carrying amount, then we are not required to perform any additional tests for assessing intangible assets for impairment. However, if we conclude otherwise or elect not to perform the qualitative assessment, then we are required to perform a quantitative impairment test that involves a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. In fiscal 2020, 2019, and 2018 we elected to perform a quantitative impairment test for other intangible assets not subject to amortization. The estimates of fair value of intangible assets not subject to amortization are determined using a "relief from royalty" methodology, which is used in estimating the fair value of our brands/trademarks. Discount rate assumptions are based on an assessment of the risk inherent in the projected future cash flows generated by the respective intangible assets. Also subject to judgment are assumptions about royalty rates. Identifiable intangible assets with definite lives (e.g., licensing arrangements with contractual lives or customer relationships) are amortized over their estimated useful lives and tested for impairment whenever events or changes in circumstances indicate the carrying amount of the asset may be impaired. Identifiable intangible assets with definite lives are evaluated for impairment using a process similar to that used in evaluating elements of property, plant and equipment. If impaired, the asset is written down to its fair value. Refer to Note 8 for discussion of the impairment charges related to goodwill and intangible assets in fiscal 2020, 2019, and 2018. |
Fair Values of Financial Instruments | Fair Values of Financial Instruments — Unless otherwise specified, we believe the carrying value of financial instruments approximates their fair value. |
Environmental Liabilities | Environmental Liabilities — Environmental liabilities are accrued when it is probable that obligations have been incurred and the associated amounts can be reasonably estimated. We use third-party specialists to assist management in appropriately measuring the obligations associated with environmental liabilities. Such liabilities are adjusted as new information develops or circumstances change. We do not discount our environmental liabilities as the timing of the anticipated cash payments is not fixed or readily determinable. Management's estimate of our potential liability is independent of any potential recovery of insurance proceeds or indemnification arrangements. We do not reduce our environmental liabilities for potential insurance recoveries. |
Employment-Related Benefits | Employment-Related Benefits — Employment-related benefits associated with pensions, postretirement health care benefits, and workers' compensation are expensed as such obligations are incurred. The recognition of expense is impacted by estimates made by management, such as discount rates used to value these liabilities, future health care costs, and employee accidents incurred but not yet reported. We use third-party specialists to assist management in appropriately measuring the obligations associated with employment-related benefits. We recognize changes in the fair value of pension plan assets and net actuarial gains or losses in excess of 10% of the greater of the market-related value of plan assets or the plan's projected benefit obligation (the "corridor") in current period expense annually as of our measurement date, which is our fiscal year-end, or when measurement is required otherwise under U.S. GAAP. |
Revenue Recognition | Revenue Recognition — Our revenues primarily consist of the sale of food products that are sold to retailers and foodservice customers through direct sales forces, broker, and distributor arrangements. These revenue contracts generally have single performance obligations. Revenue, which includes shipping and handling charges billed to the customer, is reported net of variable consideration and consideration payable to our customers, including applicable discounts, returns, allowances, trade promotion, consumer coupon redemption, unsaleable product, and other costs. Amounts billed and due from our customers are classified as receivables and require payment on a short-term basis and, therefore, we do not have any significant financing components. We recognize revenue when (or as) performance obligations are satisfied by transferring control of the goods to customers. Control is transferred upon delivery of the goods to the customer. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed to be fulfillment activities and are accounted for as fulfillment costs. We assess the goods and services promised in our customers' purchase orders and identify a performance obligation for each promise to transfer a good or service (or bundle of goods or services) that is distinct. We offer various forms of trade promotions and the methodologies for determining these provisions are dependent on local customer pricing and promotional practices, which range from contractually fixed percentage price reductions to provisions based on actual occurrence or performance. Our promotional activities are conducted either through the retail trade or directly with consumers and include activities such as in-store displays and events, feature price discounts, consumer coupons, and loyalty programs. The costs of these activities are recognized at the time the related revenue is recorded, which normally precedes the actual cash expenditure. The recognition of these costs therefore requires management judgment regarding the volume of promotional offers that will be redeemed by either the retail trade or consumer. These estimates are made using various techniques including historical data on performance of similar promotional programs. Differences between estimated expense and actual redemptions are recognized as a change in management estimate in a subsequent period. |
Advertising Costs | Advertising Costs — Advertising costs are expensed as incurred. Advertising and promotion expenses totaled $230.7 million, $253.4 million, and $278.6 million in fiscal 2020, 2019, and 2018, respectively, and are included in selling, general and administrative ("SG&A") expenses. |
Research and Development | Research and Development — We incurred expenses of $56.4 million, $56.1 million, and $47.3 million for research and development activities in fiscal 2020, 2019, and 2018, respectively. |
Comprehensive Income | Comprehensive Income — Comprehensive income includes net income, currency translation adjustments, certain derivative-related activity, changes in the value of available-for-sale investments (prior to the adoption of Accounting Standards Update ("ASU") 2016-01), and changes in prior service cost and net actuarial gains (losses) from pension (for amounts not in excess of the 10% "corridor") and postretirement health care plans. On foreign investments we deem to be essentially permanent in nature, we do not provide for taxes on currency translation adjustments arising from converting an investment denominated in a foreign currency to U.S. dollars. When we determine that a foreign investment, as well as undistributed earnings, are no longer permanent in nature, estimated taxes will be provided for the related deferred tax liability (asset), if any, resulting from currency translation adjustments. The following table details the accumulated balances for each component of other comprehensive income, net of tax: 2020 2019 2018 Currency translation losses, net of reclassification adjustments $ (125.7 ) $ (90.9 ) $ (94.7 ) Derivative adjustments, net of reclassification adjustments 26.3 34.0 1.0 Unrealized gains on available-for-sale securities — — 0.6 Pension and postretirement benefit obligations, net of reclassification adjustments (10.2 ) (53.4 ) (17.4 ) Accumulated other comprehensive loss 1 $ (109.6 ) $ (110.3 ) $ (110.5 ) 1 The following table summarizes the reclassifications from accumulated other comprehensive loss into income: Affected Line Item in the Consolidated Statement of Earnings 1 2020 2019 2018 Net derivative adjustments: Cash flow hedges $ (3.3 ) $ (1.9 ) $ 0.1 Interest expense, net (3.3 ) (1.9 ) 0.1 Total before tax 0.9 0.5 — Income tax expense $ (2.4 ) $ (1.4 ) $ 0.1 Net of tax Amortization of pension and postretirement benefit obligations: Net prior service cost (benefit) $ 0.6 $ 0.9 $ (0.4 ) Pension and postretirement non-service income Net actuarial gain (4.6 ) (1.4 ) — Pension and postretirement non-service income Pension settlement (2.1 ) — 1.3 Pension and postretirement non-service income Postretirement healthcare settlement (0.2 ) (1.0 ) — Pension and postretirement non-service income Curtailment 0.8 — — Pension and postretirement non-service income (5.5 ) (1.5 ) 0.9 Total before tax 1.4 0.4 (0.2 ) Income tax expense $ (4.1 ) $ (1.1 ) $ 0.7 Net of tax Currency translation losses $ — $ 10.4 $ — Selling, general and administrative expenses — 10.4 — Total before tax — — — Income tax expense $ — $ 10.4 $ — Net of tax 1 Amounts in parentheses indicate income recognized in the Consolidated Statements of Earnings. |
Foreign Currency Transaction Gains and Losses | Foreign Currency Transaction Gains and Losses — We recognized net foreign currency transaction losses from continuing operations of $1.7 million, $2.3 million, and $1.4 million in fiscal 2020, 2019, and 2018, respectively, in SG&A expenses. |
Business Combinations | Business Combinations — We use the acquisition method in accounting for acquired businesses. Under the acquisition method, our financial statements reflect the operations of an acquired business starting from the completion of the acquisition. The assets acquired and liabilities assumed are recorded at their respective estimated fair values at the date of the acquisition. Any excess of the purchase price over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. |
Reclassifications and other changes | Reclassifications and other changes — Certain prior year amounts have been reclassified to conform with current year presentation. |
Use of Estimates | Use of Estimates — Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and assumptions affect reported amounts of assets, liabilities, revenues, and expenses as reflected in the consolidated financial statements. Actual results could differ from these estimates. |
Accounting Changes and Recently Issued Accounting Standards | Accounting Changes — In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases , Topic 842 , which requires lessees to reflect most leases on their balance sheet as assets and obligations. We adopted this ASU in the first quarter of fiscal 2020 using the optional transition method provided under ASU 2018-11, Leases, Topic 842: Targeted Improvement, issued in July 2018, allowing for application of the standard at adoption date, with recognition of a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. We also elected certain practical expedients permitted under the transition guidance, including not reassessing whether existing contracts contain leases and carrying forward the historical classification of leases. The most significant impact of adoption on our Consolidated Financial Statements was the recognition of right-of-use ("ROU") assets and lease liabilities for operating leases. Our accounting for finance leases remained substantially unchanged. Upon adoption, we had total lease assets of $238.4 million and total lease liabilities of $267.0 million. The difference is primarily due to prepaid and deferred rent balances that were reclassified to the ROU asset value. The adoption of this ASU did not result in a cumulative-effect adjustment to the opening balance of retained earnings and did not impact our Consolidated Statements of Earnings or our Consolidated Statements of Cash Flows. See Note 15 for additional information related to our lease arrangements. In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently Issued Accounting Standards — In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses ( Topic 326 ): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), to update the methodology used to measure current expected credit losses ("CECL"). This ASU applies to financial assets measured at amortized cost, including loans, held-to-maturity debt securities, net investments in leases, and trade accounts receivable as well as certain off-balance sheet credit exposures, such as loan commitments. This ASU replaces the current incurred loss impairment methodology with a methodology to reflect CECL and requires consideration of a broader range of reasonable and supportable information to explain credit loss estimates. The guidance must be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings in the period of adoption. This ASU will be effective beginning in the first quarter of our fiscal year 2021. We do not expect ASU 2016-13 to have a material impact to our consolidated financial statements and related disclosures. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
Balances of Allowance for Doubtful Accounts and Changes Therein | The following table details the balances of our allowance for doubtful accounts and changes therein: Balance at Beginning of Period Additions Charged to Costs and Expenses Other Deductions from Reserves Balance at Close of Period Year ended May 31, 2020 $ 2.2 1.2 0.1 (1) 0.9 (2) $ 2.6 Year ended May 26, 2019 $ 1.7 0.6 0.5 (1) 0.6 (2) $ 2.2 Year ended May 27, 2018 $ 2.9 0.8 — 2.0 (2) $ 1.7 (1) (2) |
Schedule of Estimated Useful Lives of Property, Plant and Equipment | Depreciation has been calculated using the straight-line method over the estimated useful lives of the respective classes of assets as follows: Land improvements 1 - 40 years Buildings 15 - 40 years Machinery and equipment 3 - 20 years Furniture, fixtures, office equipment and other 5 - 15 years |
Schedule of Accumulated Balances for Each Component of Other Comprehensive Income (Loss), Net of Tax | The following table details the accumulated balances for each component of other comprehensive income, net of tax: 2020 2019 2018 Currency translation losses, net of reclassification adjustments $ (125.7 ) $ (90.9 ) $ (94.7 ) Derivative adjustments, net of reclassification adjustments 26.3 34.0 1.0 Unrealized gains on available-for-sale securities — — 0.6 Pension and postretirement benefit obligations, net of reclassification adjustments (10.2 ) (53.4 ) (17.4 ) Accumulated other comprehensive loss 1 $ (109.6 ) $ (110.3 ) $ (110.5 ) 1 |
Summary of Reclassifications from Accumulated Other Comprehensive Loss into Income | The following table summarizes the reclassifications from accumulated other comprehensive loss into income: Affected Line Item in the Consolidated Statement of Earnings 1 2020 2019 2018 Net derivative adjustments: Cash flow hedges $ (3.3 ) $ (1.9 ) $ 0.1 Interest expense, net (3.3 ) (1.9 ) 0.1 Total before tax 0.9 0.5 — Income tax expense $ (2.4 ) $ (1.4 ) $ 0.1 Net of tax Amortization of pension and postretirement benefit obligations: Net prior service cost (benefit) $ 0.6 $ 0.9 $ (0.4 ) Pension and postretirement non-service income Net actuarial gain (4.6 ) (1.4 ) — Pension and postretirement non-service income Pension settlement (2.1 ) — 1.3 Pension and postretirement non-service income Postretirement healthcare settlement (0.2 ) (1.0 ) — Pension and postretirement non-service income Curtailment 0.8 — — Pension and postretirement non-service income (5.5 ) (1.5 ) 0.9 Total before tax 1.4 0.4 (0.2 ) Income tax expense $ (4.1 ) $ (1.1 ) $ 0.7 Net of tax Currency translation losses $ — $ 10.4 $ — Selling, general and administrative expenses — 10.4 — Total before tax — — — Income tax expense $ — $ 10.4 $ — Net of tax 1 Amounts in parentheses indicate income recognized in the Consolidated Statements of Earnings. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
May 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes our final allocation of the total purchase consideration to the fair values of the assets acquired and liabilities assumed at the acquisition date. October 26, 2018 Cash and cash equivalents $ 47.0 Receivables 202.8 Inventories 649.3 Prepaid expenses and other current assets 15.0 Property, plant and equipment 719.5 Goodwill 7,026.0 Brands, trademarks and other intangibles 3,519.5 Other assets 25.4 Current liabilities (607.6 ) Senior long-term debt, excluding current installments (2,671.3 ) Noncurrent deferred tax liabilities (810.0 ) Other noncurrent liabilities (81.6 ) Total assets acquired and liabilities assumed $ 8,034.0 |
Business Acquisition, Pro Forma Information | The following unaudited pro forma financial information presents the combined results of operations as if the acquisition of Pinnacle had occurred on May 29, 2017, the beginning of fiscal year 2018. These unaudited pro forma results may not necessarily reflect the actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations. 2019 2018 Pro forma net sales $ 10,788.1 $ 11,034.2 Pro forma net income from continuing operations attributable to Conagra Brands, Inc. $ 803.8 $ 1,089.7 |
RESTRUCTURING ACTIVITIES (Table
RESTRUCTURING ACTIVITIES (Tables) | 12 Months Ended |
May 31, 2020 | |
Pinnacle Integration Restructuring Plan | |
Restructuring Cost And Reserve [Line Items] | |
Schedule of Pre-Tax Expenses in Association with the Restructuring Plan | We anticipate that we will recognize the following pre-tax expenses in association with the Pinnacle Integration Restructuring Plan (amounts include charges recognized from plan inception through the end of fiscal 2020): Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 9.9 $ 5.6 $ — $ — $ 15.5 Other cost of goods sold 7.7 9.2 0.7 — 17.6 Total cost of goods sold 17.6 14.8 0.7 — 33.1 Severance and related costs — 4.3 1.5 115.1 120.9 Asset impairment (net of gains on disposal) 36.2 3.8 — 2.9 42.9 Accelerated depreciation — — — 7.4 7.4 Contract/lease termination 1.4 4.7 0.8 17.7 24.6 Consulting/professional fees 0.2 — 0.8 90.3 91.3 Other selling, general and administrative expenses 10.2 1.1 0.3 28.4 40.0 Total selling, general and administrative expenses 48.0 13.9 3.4 261.8 327.1 Consolidated total $ 65.6 $ 28.7 $ 4.1 $ 261.8 $ 360.2 D uring fiscal 20 20 , we recognized the following pre-tax expenses for the Pinnacle Integration Restructuring Plan: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 0.6 $ 2.1 $ — $ — $ 2.7 Other cost of goods sold 0.3 — — — 0.3 Total cost of goods sold 0.9 2.1 — — 3.0 Severance and related costs — 4.3 0.2 4.3 8.8 Asset impairment (net of gains on disposal) 0.2 3.8 — 2.9 6.9 Accelerated depreciation — — — 2.7 2.7 Contract/lease termination — — — 14.8 14.8 Consulting/professional fees 0.2 — 0.6 29.2 30.0 Other selling, general and administrative expenses — 0.1 0.2 7.3 7.6 Total selling, general and administrative expenses 0.4 8.2 1.0 61.2 70.8 Consolidated total $ 1.3 $ 10.3 $ 1.0 $ 61.2 $ 73.8 We recognized the following cumulative (plan inception to May 31, 2020) pre-tax expenses for the Pinnacle Integration Restructuring Plan in our Consolidated Statements of Earnings: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 0.6 $ 2.1 $ — $ — $ 2.7 Other cost of goods sold 1.8 1.5 0.7 — 4.0 Total cost of goods sold 2.4 3.6 0.7 — 6.7 Severance and related costs — 4.3 1.5 115.1 120.9 Asset impairment (net of gains on disposal) 0.2 3.8 — 2.9 6.9 Accelerated depreciation — — — 7.4 7.4 Contract/lease termination — — 0.8 15.1 15.9 Consulting/professional fees 0.2 — 0.8 67.3 68.3 Other selling, general and administrative expenses — 0.1 0.3 15.5 15.9 Total selling, general and administrative expenses 0.4 8.2 3.4 223.3 235.3 Consolidated total $ 2.8 $ 11.8 $ 4.1 $ 223.3 $ 242.0 |
Schedule of Liabilities Recorded for the Restructuring Plan | Liabilities recorded for the Pinnacle Integration Restructuring Plan and changes therein for fiscal 2020 were as follows: Balance at May 26, 2019 Costs Incurred and Charged to Expense Costs Paid or Otherwise Settled Changes in Estimates Balance at May 31, 2020 Severance and related costs $ 76.9 $ 11.0 $ (62.1 ) $ (2.2 ) $ 23.6 Contract/lease termination 1.0 4.6 (5.1 ) — 0.5 Consulting/professional fees 18.4 30.0 (40.9 ) — 7.5 Other costs 1.2 7.6 (8.8 ) — — Total $ 97.5 $ 53.2 $ (116.9 ) $ (2.2 ) $ 31.6 |
Conagra Restructuring Plan | |
Restructuring Cost And Reserve [Line Items] | |
Schedule of Pre-Tax Expenses in Association with the Restructuring Plan | We anticipate that we will recognize the following pre-tax expenses in association with the Conagra Restructuring Plan (amounts include charges recognized from plan inception through the end of fiscal 2020): Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 38.0 $ 20.1 $ — $ — $ 58.1 Other cost of goods sold 9.0 1.0 — — 10.0 Total cost of goods sold 47.0 21.1 — — 68.1 Severance and related costs 12.1 3.5 1.2 0.7 17.5 Asset impairment (net of gains on disposal) 25.0 0.2 0.1 — 25.3 Contract/lease termination 0.2 — — 0.1 0.3 Consulting/professional fees — — — 1.2 1.2 Other selling, general and administrative expenses 14.3 1.9 0.3 — 16.5 Total selling, general and administrative expenses 51.6 5.6 1.6 2.0 60.8 Total $ 98.6 $ 26.7 $ 1.6 $ 2.0 $ 128.9 Pension and postretirement non-service income 0.6 Consolidated total $ 129.5 During fiscal 2020, we recognized the following pre-tax expenses for the Conagra Restructuring Plan: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 24.1 $ 3.4 $ — $ — $ 27.5 Other cost of goods sold 2.5 0.2 — — 2.7 Total cost of goods sold 26.6 3.6 — — 30.2 Severance and related costs 4.7 1.3 0.5 0.5 7.0 Asset impairment (net of gains on disposal) 25.0 0.2 0.1 — 25.3 Contract/lease termination — — — 0.1 0.1 Other selling, general and administrative expenses 0.9 0.3 — — 1.2 Total selling, general and administrative expenses 30.6 1.8 0.6 0.6 33.6 Total $ 57.2 $ 5.4 $ 0.6 $ 0.6 $ 63.8 Pension and postretirement non-service income 0.6 Consolidated total $ 64.4 We recognized the following cumulative (plan inception to May 31, 2020) pre-tax expenses for the Conagra Restructuring Plan in our Consolidated Statements of Earnings: Grocery & Snacks Refrigerated & Frozen International Corporate Total Accelerated depreciation $ 24.1 $ 4.2 $ — $ — $ 28.3 Other cost of goods sold 2.5 0.2 — — 2.7 Total cost of goods sold 26.6 4.4 — — 31.0 Severance and related costs 4.7 1.8 1.2 0.7 8.4 Asset impairment (net of gains on disposal) 25.0 0.2 0.1 — 25.3 Contract/lease termination — — — 0.1 0.1 Other selling, general and administrative expenses 0.9 0.3 — — 1.2 Total selling, general and administrative expenses 30.6 2.3 1.3 0.8 35.0 Total $ 57.2 $ 6.7 $ 1.3 $ 0.8 $ 66.0 Pension and postretirement non-service income 0.6 Consolidated total $ 66.6 |
Schedule of Liabilities Recorded for the Restructuring Plan | Liabilities recorded for the Conagra Restructuring Plan and changes therein for fiscal 2020 were as follows: Balance at May 26, 2019 Costs Incurred and Charged to Expense Costs Paid or Otherwise Settled Changes in Estimates Balance at May 31, 2020 Severance and related costs $ 1.2 $ 7.5 $ (1.7 ) $ (0.5 ) $ 6.5 Contract/lease termination — 0.1 (0.1 ) — — Other costs — 3.7 (3.7 ) — — Total $ 1.2 $ 11.3 $ (5.5 ) $ (0.5 ) $ 6.5 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Instruments | May 31, 2020 May 26, 2019 5.4% senior debt due November 2048 $ 1,000.0 $ 1,000.0 4.65% senior debt due January 2043 176.7 176.7 6.625% senior debt due August 2039 91.4 91.4 5.3% senior debt due November 2038 1,000.0 1,000.0 8.25% senior debt due September 2030 300.0 300.0 4.85% senior debt due November 2028 1,300.0 1,300.0 7.0% senior debt due October 2028 382.2 382.2 6.7% senior debt due August 2027 9.2 9.2 7.125% senior debt due October 2026 262.5 262.5 4.6% senior debt due November 2025 1,000.0 1,000.0 4.3% senior debt due May 2024 1,000.0 1,000.0 LIBOR plus 1.50% term loan due October 2023 — 200.0 3.2% senior debt due January 2023 837.0 837.0 3.25% senior debt due September 2022 250.0 250.0 LIBOR plus 1.375% term loan due October 2021 — 200.0 3.8% senior debt due October 2021 1,200.0 1,200.0 9.75% subordinated debt due March 2021 195.9 195.9 LIBOR plus 0.75% senior debt due October 2020 — 525.0 LIBOR plus 0.50% senior debt due October 2020 500.0 500.0 4.95% senior debt due August 2020 126.6 126.6 2.00% to 9.59% lease financing obligations due on various dates through 2033 155.1 165.4 Other indebtedness 0.1 0.1 Total face value of debt 9,786.7 10,722.0 Unamortized fair value adjustment 21.2 24.5 Unamortized discounts (17.2 ) (19.0 ) Unamortized debt issuance costs (44.6 ) (52.1 ) Adjustment due to hedging activity 0.2 0.9 Less current installments (845.5 ) (20.6 ) Total long-term debt $ 8,900.8 $ 10,655.7 |
Schedule of Aggregate Minimum Principal Maturities of Long-Term Debt | The aggregate minimum principal maturities of the long-term debt for each of the five fiscal years following May 31, 2020, are as follows: 2021 $ 844.7 2022 1,221.4 2023 1,105.0 2024 1,015.0 2025 13.8 |
Schedule of Net Interest Expense | Net interest expense consists of: 2020 2019 2018 Long-term debt $ 495.9 $ 385.9 $ 161.2 Short-term debt 0.9 15.0 4.8 Interest income (3.1 ) (6.8 ) (3.8 ) Interest capitalized (6.6 ) (2.7 ) (3.5 ) $ 487.1 $ 391.4 $ 158.7 |
DIVESTITURES AND ASSETS HELD _2
DIVESTITURES AND ASSETS HELD FOR SALE (Tables) | 12 Months Ended |
May 31, 2020 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Assets and Liabilities Classified as Held for Sale | The assets and liabilities classified as held for sale reflected in our Consolidated Balance Sheets related to the Lender's ® May 26, 2019 Current assets $ 5.4 Noncurrent assets (including goodwill of $19.3 million) 62.3 Current liabilities 0.5 The assets and liabilities classified as held for sale reflected in our Consolidated Balance Sheets related to the DSD snacks business were as follows: May 26, 2019 Current assets $ 21.4 Noncurrent assets (including goodwill of $34.6 million) 156.2 Current liabilities 4.6 The assets held for sale reflected in our Consolidated Balance Sheets related to the exit of our private label peanut butter business were as follows: May 26, 2019 Current assets $ 9.9 Noncurrent assets (including goodwill of $10.3 million at May 26, 2019) 35.7 |
INVESTMENTS IN JOINT VENTURES (
INVESTMENTS IN JOINT VENTURES (Tables) | 12 Months Ended |
May 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Summary of Combined Financial Information | Summarized combined financial information for our equity method investments on a 100% basis is as follows: 2020 2019 2018 Net Sales: Ardent Mills $ 3,393.9 $ 3,476.0 $ 3,344.1 Others 225.0 195.4 198.8 Total net sales $ 3,618.9 $ 3,671.4 $ 3,542.9 Gross margin: Ardent Mills $ 313.1 $ 281.9 $ 386.5 Others 49.4 45.5 34.8 Total gross margin $ 362.5 $ 327.4 $ 421.3 Earnings after income taxes: Ardent Mills $ 144.5 $ 151.9 $ 197.0 Others 19.3 18.1 10.1 Total earnings after income taxes $ 163.8 $ 170.0 $ 207.1 May 31, 2020 May 26, 2019 Ardent Mills: Current assets $ 1,010.6 $ 952.6 Noncurrent assets 1,720.2 1,669.8 Current liabilities 454.8 361.2 Noncurrent liabilities 503.4 496.9 Others: Current assets $ 87.1 $ 89.2 Noncurrent assets 24.5 19.0 Current liabilities 44.1 43.4 Noncurrent liabilities 8.3 0.7 |
GOODWILL AND OTHER IDENTIFIAB_2
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS (Tables) | 12 Months Ended |
May 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Change in Carrying Amount of Goodwill | The change in the carrying amount of goodwill for fiscal 2020 and 2019 was as follows: Grocery & Snacks Refrigerated & Frozen International Foodservice Total Balance as of May 27, 2018 $ 2,582.5 $ 1,080.6 $ 242.9 $ 571.1 $ 4,477.1 Acquisitions 2,157.3 4,561.8 61.3 181.6 6,962.0 Purchase accounting adjustments 1.5 — — — 1.5 Currency translation — — (5.2 ) — (5.2 ) Balance as of May 26, 2019 $ 4,741.3 $ 5,642.4 $ 299.0 $ 752.7 $ 11,435.4 Purchase accounting adjustments 3.5 5.9 0.7 — 10.1 Currency translation — — (9.2 ) — (9.2 ) Balance as of May 31, 2020 $ 4,744.8 $ 5,648.3 $ 290.5 $ 752.7 $ 11,436.3 |
Schedule of Other Identifiable Intangible Assets | Other identifiable intangible assets were as follows: 2020 2019 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Non-amortizing intangible assets $ 3,396.1 $ — $ 3,559.6 $ — Amortizing intangible assets 1,239.4 319.8 1,239.9 260.2 $ 4,635.5 $ 319.8 $ 4,799.5 $ 260.2 |
Schedule of Estimated Fair Value in Excess of Carrying Value | Several of our reporting units have an estimated fair value substantially in excess of the carrying value. Three of our reporting units with aggregate goodwill of $3.49 billion have an estimated fair value that exceeds the respective carrying value as of our most recent quantitative testing date in the first quarter of fiscal 2020 as follows: Carrying Value of Goodwill Excess Fair Value as of Fiscal 2020 Test Date Sides, Components, Enhancers (part of Refrigerated & Frozen segment) $ 2,636.6 18.1 % Foodservice 752.7 36.7 % Canada (part of International segment) 96.2 32.0 % |
Schedule of Estimated Amortization Expense of Intangible Assets | Amortizing intangible assets, carrying a remaining weighted-average life of approximately 20 years, are principally composed of customer relationships and acquired intellectual property. For fiscal 2020, 2019, and 2018, we recognized amortization expense of $59.8 million, $49.1 million, and $34.9 million, respectively. Based on amortizing assets recognized in our Consolidated Balance Sheet as of May 31, 2020, amortization expense for the next five years is estimated to be as follows: 2021 $ 59.7 2022 59.7 2023 57.4 2024 54.1 2025 53.9 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
May 31, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of Income and Average Share Amounts Used to Compute Basic and Diluted Earnings Per Share | The following table reconciles the income and average share amounts used to compute both basic and diluted earnings per share: 2020 2019 2018 Net income attributable to Conagra Brands, Inc. common stockholders: Income from continuing operations attributable to Conagra Brands, Inc. common stockholders $ 840.1 $ 680.2 $ 794.1 Income (loss) from discontinued operations, net of tax, attributable to Conagra Brands, Inc. common stockholders — (1.9 ) 14.3 Net income attributable to Conagra Brands, Inc. common stockholders $ 840.1 $ 678.3 $ 808.4 Weighted average shares outstanding: Basic weighted average shares outstanding 487.3 444.0 403.9 Add: Dilutive effect of stock options, restricted stock unit awards, and other dilutive securities 1.3 1.6 3.5 Diluted weighted average shares outstanding 488.6 445.6 407.4 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
May 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Major Classes of Inventories | The major classes of inventories were as follows: May 31, 2020 May 26, 2019 Raw materials and packaging $ 291.6 $ 272.9 Work in process 125.2 126.9 Finished goods 887.8 1,083.1 Supplies and other 73.3 66.0 Total $ 1,377.9 $ 1,548.9 |
OTHER NONCURRENT LIABILITIES (T
OTHER NONCURRENT LIABILITIES (Tables) | 12 Months Ended |
May 31, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Noncurrent Liabilities | Other noncurrent liabilities consisted of: May 31, 2020 May 26, 2019 Postretirement health care and pension obligations $ 324.9 $ 262.5 Noncurrent income tax liabilities 1,330.1 1,349.0 Noncurrent lease liabilities 206.1 — Self-insurance liabilities 37.5 42.9 Environmental liabilities (see Note 16) 61.5 56.8 Legal settlement costs (see Note 16) 63.1 74.1 Technology agreement liability 14.6 28.7 Other 127.3 137.8 $ 2,165.1 $ 1,951.8 |
SHARE-BASED PAYMENTS (Tables)
SHARE-BASED PAYMENTS (Tables) | 12 Months Ended |
May 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Nonvested Share Units and Changes | The following table summarizes the nonvested share units as of May 31, 2020 and changes during the fiscal year then ended: Stock-Settled Cash-Settled Share Units Share Units (in Millions) Weighted Average Grant-Date Fair Value Share Units (in Millions) Weighted Average Grant-Date Fair Value Nonvested share units at May 26, 2019 1.81 $ 34.89 0.97 $ 36.20 Granted 1.25 $ 28.32 — $ — Vested/Issued (0.49 ) $ 34.43 (0.84 ) $ 36.17 Forfeited (0.19 ) $ 31.60 (0.01 ) $ 36.24 Nonvested share units at May 31, 2020 2.38 $ 31.76 0.12 $ 36.37 |
Summary of Activity for Performance Share Awards and Changes | A summary of the activity for performance share awards as of May 31, 2020 and changes during the fiscal year then ended is presented below: Performance Shares Share Units (in Millions) Weighted Average Grant-Date Fair Value Nonvested performance shares at May 26, 2019 1.15 $ 34.89 Granted 0.60 $ 28.41 Adjustments for performance results attained and dividend equivalents 0.04 $ 34.94 Vested/Issued (0.29 ) $ 34.94 Forfeited (0.01 ) $ 32.60 Nonvested performance shares at May 31, 2020 1.49 $ 32.27 |
Summary of Option Activity and Changes | A summary of the option activity as of May 31, 2020 and changes during the fiscal year then ended is presented below: Options Number of Options (in Millions) Weighted Average Exercise Price Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in Millions) Outstanding at May 26, 2019 4.4 $ 29.00 Exercised (0.5 ) $ 20.46 $ 3.8 Expired (0.1 ) $ 34.57 Outstanding at May 31, 2020 3.8 $ 30.07 4.92 $ 19.0 Exercisable at May 31, 2020 3.8 $ 30.07 4.92 $ 19.0 |
Summary of Stock Appreciation Rights Activity | A summary of the stock appreciation rights activity as of May 31, 2020 and changes during the fiscal year then ended is presented below: Stock Appreciation Rights Number of Options (in Millions) Weighted Average Exercise Price Aggregate Intrinsic Value (in Millions) Outstanding at May 26, 2019 0.4 $ 28.13 Exercised (0.2 ) $ 26.47 $ 0.6 Expired (0.2 ) $ 30.76 Outstanding at May 31, 2020 0.0 $ — $ — |
PRE-TAX INCOME AND INCOME TAX_2
PRE-TAX INCOME AND INCOME TAXES (Tables) | 12 Months Ended |
May 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Pre-Tax Income from Continuing Operations | Pre-tax income from continuing operations (including equity method investment earnings) consisted of the following: 2020 2019 2018 United States $ 978.3 $ 826.6 $ 902.5 Foreign 64.8 72.5 69.6 $ 1,043.1 $ 899.1 $ 972.1 |
Schedule of the Provision for Income Taxes | The provision for income taxes included the following: 2020 2019 2018 Current Federal $ 188.2 $ 125.4 $ 153.1 State 25.5 22.6 17.8 Foreign 9.5 21.6 32.5 223.2 169.6 203.4 Deferred Federal 37.6 40.1 (43.7 ) State (62.3 ) 19.0 17.4 Foreign 2.8 (9.9 ) (2.5 ) (21.9 ) 49.2 (28.8 ) $ 201.3 $ 218.8 $ 174.6 |
Reconciliation of Income Taxes to the Provision for Income Taxes | Income taxes computed by applying the U.S. Federal statutory rates to income from continuing operations before income taxes are reconciled to the provision for income taxes set forth in the Consolidated Statements of Earnings as follows: 2020 2019 2018 Computed U.S. Federal income taxes $ 219.0 $ 188.8 $ 285.3 State income taxes, net of U.S. Federal tax impact 29.6 34.1 18.0 Remeasurement of deferred taxes due to U.S. tax legislation — — (241.6 ) Transition tax on foreign earnings — (4.6 ) 19.8 Tax credits and domestic manufacturing deduction (9.7 ) (5.6 ) (20.6 ) Federal rate differential on legal reserve — — 12.6 Goodwill and intangible impairments 11.2 12.5 — Remeasurement of deferred taxes due to legal entity reorganization (40.9 ) 16.9 — State tax impact of combining Pinnacle business — (12.0 ) — Change of valuation allowance on capital loss carryforward — (32.2 ) 78.6 Other (7.9 ) 20.9 22.5 $ 201.3 $ 218.8 $ 174.6 |
Schedule of the Tax Effect of Temporary Differences and Carryforwards | The tax effect of temporary differences and carryforwards that give rise to significant portions of deferred tax assets and liabilities consisted of the following: May 31, 2020 May 26, 2019 Assets Liabilities Assets Liabilities Property, plant and equipment $ — $ 258.4 $ — $ 240.7 Inventory 19.5 — 15.2 — Goodwill, trademarks and other intangible assets — 1,108.4 — 1,187.0 Right-of-use assets — 51.0 — — Accrued expenses 13.4 — 11.8 — Compensation related liabilities 36.3 — 35.9 — Pension and other postretirement benefits 35.2 — 54.6 — Investment in unconsolidated subsidiaries — 196.2 — 185.4 Lease liabilities 61.3 — — — Other liabilities that will give rise to future tax deductions 88.1 — 123.5 — Net capital and operating loss carryforwards 753.4 — 766.5 — Federal credits 17.5 — 18.0 — Other 52.7 31.8 37.6 24.0 1,077.4 1,645.8 1,063.1 1,637.1 Less: Valuation allowance (728.3 ) — (738.1 ) — Net deferred taxes $ 349.1 $ 1,645.8 $ 325.0 $ 1,637.1 |
Schedule of Change in Unrecognized Tax Benefits | The change in the unrecognized tax benefits for the year ended May 31, 2020 was: Beginning balance on May 26, 2019 $ 44.1 Increases from positions established during prior periods 2.7 Decreases from positions established during prior periods (0.3 ) Increases from positions established during the current period 3.7 Decreases relating to settlements with taxing authorities (6.4 ) Reductions resulting from lapse of applicable statute of limitation (7.7 ) Other adjustments to liability (0.3 ) Ending balance on May 31, 2020 $ 35.8 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
May 31, 2020 | |
Leases [Abstract] | |
Schedule of Operating and Finance Leases Reported in Balance Sheet | Leases reported in our Consolidated Balance Sheet as of May 31, 2020 were as follows: Operating Leases Balance Sheet Location May 31, 2020 ROU assets, net Other assets $ 209.3 Lease liabilities (current) Other accrued liabilities 44.4 Lease liabilities (noncurrent) Other noncurrent liabilities 206.1 Finance Leases Balance Sheet Location May 31, 2020 ROU assets, at cost Property, plant and equipment $ 220.4 Less accumulated depreciation Less accumulated depreciation (53.6 ) ROU assets, net Property, plant and equipment, net 166.8 Lease liabilities (current) Current installments of long-term debt 22.2 Lease liabilities (noncurrent) Senior long-term debt, excluding current installments 132.9 |
Components of Total Lease Cost | The components of total lease cost for fiscal 2020 were as follows: Operating lease cost $ 63.7 Finance lease cost Depreciation of leased assets 15.4 Interest on lease liabilities 9.1 Short-term lease cost 3.8 Total lease cost $ 92.0 |
Schedule of Weighted-Average Remaining Lease Terms and Weighted-Average Discount Rate for Leases | The weighted-average remaining lease terms and weighted-average discount rate for our leases as of May 31, 2020 were as follows: Operating Leases Finance Leases Weighted-average remaining lease term (in years) 8.5 8.0 Weighted-average discount rate 3.61 % 5.29 % |
Schedule of Cash Flows Arising from Lease Transactions | Cash flows arising from lease transactions for fiscal 2020 were as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 59.5 Operating cash outflows from finance leases 9.2 Financing cash outflows from finance leases 22.5 ROU assets obtained in exchange for new lease liabilities: Operating leases 41.6 Finance leases 12.2 |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities by fiscal year as of May 31, 2020 were as follows: Operating Leases Finance Leases Total 2021 $ 53.0 $ 30.3 $ 83.3 2022 42.1 27.7 69.8 2023 36.5 23.7 60.2 2024 28.0 19.7 47.7 2025 19.7 17.8 37.5 Later years 118.6 75.5 194.1 Total lease payments 297.9 194.7 492.6 Less: Imputed interest (47.4 ) (39.6 ) (87.0 ) Total lease liabilities $ 250.5 $ 155.1 $ 405.6 |
Summary of Non-Cancellable Operating Lease Commitments | A summary of non-cancelable operating lease commitments as of May 26, 2019 is as follows: 2020 $ 52.1 2021 48.4 2022 38.0 2023 34.1 2024 25.6 Later years 114.4 $ 312.6 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
May 31, 2020 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets and Liabilities and Amounts Representing Right to Reclaim or Obligation to Return Cash Collateral | Derivative assets and liabilities and amounts representing a right to reclaim cash collateral or obligation to return cash collateral were reflected in our Consolidated Balance Sheets as follows: May 31, 2020 May 26, 2019 Prepaid expenses and other current assets $ 8.0 $ 5.9 Other accrued liabilities 0.4 1.4 |
Schedule of Derivative Assets and Liabilities on a Gross Basis | The following table presents our derivative assets and liabilities at May 31, 2020, on a gross basis, prior to the setoff of $0.4 million to total derivative assets and $1.5 million to total derivative liabilities where legal right of setoff existed: Derivative Assets Derivative Liabilities Balance Sheet Location Fair Value Balance Sheet Location Fair Value Commodity contracts Prepaid expenses and other current assets $ 3.3 Other accrued liabilities $ 1.9 Foreign exchange contracts Prepaid expenses and other current assets 5.1 Other accrued liabilities 0.0 Total derivatives not designated as hedging instruments $ 8.4 $ 1.9 The following table presents our derivative assets and liabilities, at May 26, 2019, on a gross basis, prior to the setoff of $0.5 million to total derivative assets and $0.4 million to total derivative liabilities where legal right of setoff existed: Derivative Assets Derivative Liabilities Balance Sheet Location Fair Value Balance Sheet Location Fair Value Commodity contracts Prepaid expenses and other current assets $ 4.9 Other accrued liabilities $ 0.9 Foreign exchange contracts Prepaid expenses and other current assets 1.4 Other accrued liabilities 0.9 Other Prepaid expenses and other current assets 0.1 Other accrued liabilities — Total derivatives not designated as hedging instruments $ 6.4 $ 1.8 |
Schedule of Location and Amount of Gains (Losses) from Derivatives Not Designated as Hedging Instruments | The location and amount of gains (losses) from derivatives not designated as hedging instruments in our Consolidated Statements of Earnings were as follows: For the Fiscal Year Ended May 31, 2020 Derivatives Not Designated as Hedging Instruments Location in Consolidated Statement of Earnings of Gains (Losses) Recognized on Derivatives Amount of Gains (Losses) Recognized on Derivatives in Consolidated Statement of Earnings Commodity contracts Cost of goods sold $ (18.4 ) Foreign exchange contracts Cost of goods sold 5.5 Total losses from derivative instruments not designated as hedging instruments $ (12.9 ) For the Fiscal Year Ended May 26, 2019 Derivatives Not Designated as Hedging Instruments Location in Consolidated Statement of Earnings of Gains (Losses) Recognized on Derivatives Amount of Gains (Losses) Recognized on Derivatives in Consolidated Statement of Earnings Commodity contracts Cost of goods sold $ (5.3 ) Foreign exchange contracts Cost of goods sold 1.7 Total losses from derivative instruments not designated as hedging instruments $ (3.6 ) For the Fiscal Year Ended May 27, 2018 Derivatives Not Designated as Hedging Instruments Location in Consolidated Statement of Earnings of Gains (Losses) Recognized on Derivatives Amount of Gains (Losses) Recognized on Derivatives in Consolidated Statement of Earnings Commodity contracts Cost of goods sold $ 3.0 Foreign exchange contracts Cost of goods sold (3.9 ) Foreign exchange contracts Selling, general and administrative expense 0.3 Total losses from derivative instruments not designated as hedging instruments $ (0.6 ) |
PENSION AND POSTRETIREMENT BE_2
PENSION AND POSTRETIREMENT BENEFITS (Tables) | 12 Months Ended |
May 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Schedule of Changes in Benefit Obligations and Plan Assets | The changes in benefit obligations and plan assets at May 31, 2020 and May 26, 2019 are presented in the following table. Pension Benefits Other Benefits 2020 2019 2020 2019 Change in Benefit Obligation Benefit obligation at beginning of year $ 3,733.2 $ 3,423.6 $ 91.2 $ 119.3 Service cost 11.5 10.9 0.1 0.1 Interest cost 118.4 132.6 2.6 3.8 Plan participants' contributions — — — 2.5 Amendments — 1.4 — (0.8 ) Actuarial loss (gain) 411.6 150.1 3.0 (24.3 ) Plan settlements (201.7 ) — (0.1 ) (0.5 ) Curtailments (0.8 ) — — (0.6 ) Benefits paid (199.3 ) (191.2 ) (6.9 ) (9.8 ) Currency (0.4 ) (0.6 ) (0.1 ) (0.2 ) Business acquisitions and divestitures — 206.4 — 1.7 Benefit obligation at end of year $ 3,872.5 $ 3,733.2 $ 89.8 $ 91.2 Change in Plan Assets Fair value of plan assets at beginning of year $ 3,601.5 $ 3,355.1 $ 3.4 $ 3.7 Actual return on plan assets 557.5 252.2 0.1 0.2 Employer contributions 17.5 14.7 6.9 7.3 Plan participants' contributions — — — 2.5 Plan settlements (156.3 ) — (0.1 ) (0.5 ) Benefits paid (199.3 ) (191.2 ) (6.9 ) (9.8 ) Currency (0.5 ) (0.6 ) — — Business acquisitions and divestitures — 171.3 — — Fair value of plan assets at end of year $ 3,820.4 $ 3,601.5 $ 3.4 $ 3.4 |
Schedule of Funded Status and Amounts Recognized | The funded status and amounts recognized in our Consolidated Balance Sheets at May 31, 2020 and May 26, 2019 were: Pension Benefits Other Benefits 2020 2019 2020 2019 Funded Status $ (52.1 ) $ (131.7 ) $ (86.4 ) $ (87.8 ) Amounts Recognized in Consolidated Balance Sheets Other assets $ 202.4 $ 61.2 $ 2.9 $ 2.8 Other accrued liabilities (8.9 ) (10.2 ) (10.0 ) (10.8 ) Other noncurrent liabilities (245.6 ) (182.7 ) (79.3 ) (79.8 ) Net Amount Recognized $ (52.1 ) $ (131.7 ) $ (86.4 ) $ (87.8 ) Amounts Recognized in Accumulated Other Comprehensive (Income) Loss (Pre-tax) Actuarial net loss (gain) $ 51.2 $ 115.8 $ (15.0 ) $ (47.8 ) Net prior service cost (benefit) 8.6 12.1 (40.1 ) (17.1 ) Total $ 59.8 $ 127.9 $ (55.1 ) $ (64.9 ) Weighted-Average Actuarial Assumptions Used to Determine Benefit Obligations at May 31, 2020 and May 26, 2019 Discount rate 2.98 % 3.88 % 2.39 % 3.48 % Long-term rate of compensation increase N/A N/A N/A N/A |
Schedule of Projected Benefit Obligation, Accumulated Benefit Obligation, and Fair Value of Plan Assets | The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for pension plans with accumulated benefit obligations in excess of plan assets at May 31, 2020 and May 26, 2019 were: 2020 2019 Projected benefit obligation $ 1,062.8 $ 964.3 Accumulated benefit obligation 1,062.8 963.7 Fair value of plan assets 808.2 771.4 |
Components of Pension Benefit and Other Postretirement Benefit Costs | Components of pension benefit and other postretirement benefit costs included: Pension Benefits Other Benefits 2020 2019 2018 2020 2019 2018 Service cost $ 11.5 $ 10.9 $ 42.8 $ 0.1 $ 0.1 $ 0.2 Interest cost 118.4 132.6 111.1 2.6 3.8 3.9 Expected return on plan assets (170.2 ) (174.4 ) (218.3 ) — — — Amortization of prior service cost (benefit) 2.7 3.1 2.9 (2.1 ) (2.2 ) (3.4 ) Recognized net actuarial loss (gain) 44.8 5.1 3.4 (4.6 ) (1.4 ) — Settlement loss (gain) (2.1 ) — 1.3 (0.2 ) (1.0 ) — Curtailment loss (gain) 0.8 — 0.7 — (0.6 ) — Benefit cost — Company plans 5.9 (22.7 ) (56.1 ) (4.2 ) (1.3 ) 0.7 Pension benefit cost — multi-employer plans 6.5 6.3 7.1 — — — Total benefit (income) cost $ 12.4 $ (16.4 ) $ (49.0 ) $ (4.2 ) $ (1.3 ) $ 0.7 |
Schedule of Other Changes in Plan Assets and Benefit Obligations | Other changes in plan assets and benefit obligations recognized in other comprehensive income (loss) were: Pension Benefits Other Benefits 2020 2019 2020 2019 Net actuarial gain (loss) $ 21.9 $ (72.1 ) $ (2.9 ) $ 25.1 Amendments — (1.4 ) — 0.8 Amortization of prior service cost (benefit) 2.7 3.1 (2.1 ) (2.2 ) Settlement and curtailment gain (1.3 ) — (0.2 ) (1.6 ) Recognized net actuarial loss (gain) 44.8 5.1 (4.6 ) (1.4 ) Net amount recognized $ 68.1 $ (65.3 ) $ (9.8 ) $ 20.7 |
Weighted Average Actuarial Assumption Used to Determine Net Expense | Weighted-Average Actuarial Assumptions Used to Determine Net Expense Pension Benefits Other Benefits 2020 2019 2018 2020 2019 2018 Discount rate 3.88 % 4.15 % 3.90 % 3.48 % 3.81 % 3.33 % Long-term rate of return on plan assets 4.77 % 5.17 % 7.50 % N/A N/A N/A Long-term rate of compensation increase N/A 3.63 % 3.63 % N/A N/A N/A |
Schedule of Pension Plan Weighted-Average Asset Allocations and Target Asset Allocations | The fair value of plan assets, summarized by level within the fair value hierarchy described in Note 19, as of May 31, 2020, was as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 10.1 $ 71.9 $ — $ 82.0 Equity securities: U.S. equity securities 63.9 82.2 — 146.1 International equity securities 92.4 0.7 — 93.1 Fixed income securities: Government bonds — 743.9 — 743.9 Corporate bonds — 2,461.7 — 2,461.7 Mortgage-backed bonds — 22.4 — 22.4 Real estate funds — — — — Net receivables for unsettled transactions 30.2 — — 30.2 Fair value measurement of pension plan assets in the fair value hierarchy $ 196.6 $ 3,382.8 $ — $ 3,579.4 Investments measured at net asset value 241.0 Total pension plan assets $ 3,820.4 The fair value of plan assets, summarized by level within the fair value hierarchy described in Note 19 , as of May 26, 2019 , was as follows: Our pension plan weighted-average asset allocations by asset category were as follows: May 31, 2020 May 26, 2019 Equity securities 6 % 7 % Debt securities 85 % 85 % Real estate funds 1 % 1 % Private equity 3 % 3 % Other 5 % 4 % Total 100 % 100 % |
Schedule of Assumed Health Care Cost Trend Rates | Assumed health care cost trend rates have a significant effect on the benefit obligation of the postretirement plans. Assumed Health Care Cost Trend Rates at: May 31, 2020 May 26, 2019 Initial health care cost trend rate 6.22 % 7.20 % Ultimate health care cost trend rate 4.4 % 4.5 % Year that the rate reaches the ultimate trend rate 2024 2024 |
Schedule of Estimated Future Gross Benefit Payments | The following table presents estimated future gross benefit payments for our plans: Pension Benefits Health Care and Life Insurance Benefits 2021 $ 199.4 $ 10.1 2022 202.7 9.3 2023 204.7 8.5 2024 206.2 7.8 2025 207.6 7.1 Succeeding 5 years 1,038.0 27.3 |
Schedule of Contributions for Plans That Are Not Individually Significant | For plans that are not individually significant to Conagra Brands the total amount of contributions is presented in the aggregate. Pension Protection Act Zone Status FIP / RP Status Contributions by the Company (millions) Expiration Dates of Collective Pension Fund EIN / PN 2019 2018 Pending / Implemented FY20 FY19 FY18 Surcharge Imposed Bargaining Agreements Bakery and Confectionary Union and Industry International Pension Plan 52-6118572 / 001 Red, Critical and Declining Red, Critical and Declining RP Implemented $ 0.0 $ 0.1 $ 1.5 No N/A Central States, Southeast and Southwest Areas Pension Fund 36-6044243 / 001 Red, Critical and Declining Red, Critical and Declining RP Implemented 2.0 1.8 1.8 No 5/31/2021 Western Conference of Teamsters Pension Plan 91-6145047 / 001 Green Green N/A 3.2 3.2 2.8 No 6/30/2021 Other Plans 1.3 0.9 0.4 Total Contributions $ 6.5 $ 6.0 $ 6.5 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
May 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents our financial assets and liabilities measured at fair value on a recurring basis based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 31, 2020: Level 1 Level 2 Level 3 Total Assets: Derivative assets $ 2.8 $ 5.2 $ — $ 8.0 Marketable securities 8.1 — — 8.1 Deferred compensation assets 8.6 — — 8.6 Total assets $ 19.5 $ 5.2 $ — $ 24.7 Liabilities: Derivative liabilities $ — $ 0.4 $ — $ 0.4 Deferred compensation liabilities 68.0 — — 68.0 Total liabilities $ 68.0 $ 0.4 $ — $ 68.4 The following table presents our financial assets and liabilities measured at fair value on a recurring basis based upon the level within the fair value hierarchy in which the fair value measurements fall, as of May 26, 2019: Level 1 Level 2 Level 3 Total Assets: Derivative assets $ 3.0 $ 2.9 $ — $ 5.9 Marketable securities 15.7 — — 15.7 Deferred compensation assets 10.7 — — 10.7 Total assets $ 29.4 $ 2.9 $ — $ 32.3 Liabilities: Derivative liabilities $ — $ 1.4 $ — $ 1.4 Deferred compensation liabilities 70.4 — — 70.4 Total liabilities $ 70.4 $ 1.4 $ — $ 71.8 |
BUSINESS SEGMENTS AND RELATED_2
BUSINESS SEGMENTS AND RELATED INFORMATION (Tables) | 12 Months Ended |
May 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Operations | General corporate expense, net interest expense, and income taxes have been excluded from segment operations. 2020 2019 2018 Net sales Grocery & Snacks $ 4,617.1 $ 3,923.6 $ 3,281.0 Refrigerated & Frozen 4,559.6 3,735.4 2,753.0 International 925.3 864.4 843.5 Foodservice 952.4 1,015.0 1,060.8 Total net sales $ 11,054.4 $ 9,538.4 $ 7,938.3 Operating profit Grocery & Snacks $ 915.2 $ 762.6 $ 722.5 Refrigerated & Frozen 702.2 645.1 479.4 International 100.6 99.8 86.5 Foodservice 97.6 134.3 124.1 Total operating profit $ 1,815.6 $ 1,641.8 $ 1,412.5 Equity method investment earnings 73.2 75.8 97.3 General corporate expenses 368.5 462.2 459.4 Pension and postretirement non-service income 9.9 35.1 80.4 Interest expense, net 487.1 391.4 158.7 Income tax expense 201.3 218.8 174.6 Income from continuing operations $ 841.8 $ 680.3 $ 797.5 Less: Net income attributable to noncontrolling interests of continuing operations 1.7 0.1 3.4 Income from continuing operations attributable to Conagra Brands, Inc. $ 840.1 $ 680.2 $ 794.1 The following table presents further disaggregation of our net sales: 2020 2019 2018 Snacks $ 1,714.3 $ 1,496.9 $ 1,197.7 Other shelf-stable 2,902.8 2,426.7 2,083.3 Frozen 3,674.1 2,945.4 2,014.8 Refrigerated 885.5 790.0 738.2 International 925.3 864.4 843.5 Foodservice 952.4 1,015.0 1,060.8 Total net sales $ 11,054.4 $ 9,538.4 $ 7,938.3 |
Schedule of Net Derivative Gains (Losses) from Economic Hedges of Forecasted Commodity Consumption and Foreign Currency Risk | The following table presents the net derivative gains (losses) from economic hedges of forecasted commodity consumption and the foreign currency risk of certain forecasted transactions, under this methodology: 2020 2019 2018 Net derivative losses incurred $ (12.9 ) $ (3.6 ) $ (0.9 ) Less: Net derivative losses allocated to reporting segments (7.4 ) (1.8 ) (7.1 ) Net derivative gains (losses) recognized in general corporate expenses $ (5.5 ) $ (1.8 ) $ 6.2 Net derivative gains (losses) allocated to Grocery & Snacks $ (4.7 ) $ (2.5 ) $ 0.2 Net derivative losses allocated to Refrigerated & Frozen (2.5 ) (1.5 ) (0.3 ) Net derivative gains (losses) allocated to International 0.1 2.8 (6.9 ) Net derivative losses allocated to Foodservice (0.3 ) (0.6 ) (0.1 ) Net derivative losses included in segment operating profit $ (7.4 ) $ (1.8 ) $ (7.1 ) |
QUARTERLY FINANCIAL DATA (Una_2
QUARTERLY FINANCIAL DATA (Unaudited) (Tables) | 12 Months Ended |
May 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | 2020 2019 First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 2,390.7 $ 2,820.8 $ 2,555.0 $ 3,287.9 $ 1,834.4 $ 2,383.7 $ 2,707.1 $ 2,613.2 Gross profit 664.5 797.9 684.4 922.8 515.5 677.2 752.3 708.0 Income from continuing operations, net of tax 174.3 261.5 204.7 201.3 178.2 134.3 242.6 125.2 Loss from discontinued operations, net of tax — — — — — (1.9 ) — — Net income attributable to Conagra Brands, Inc. 173.8 260.5 204.4 201.4 178.2 131.6 242.0 126.5 Earnings per share (1) Basic earnings per share: Net income attributable to Conagra Brands, Inc. common stockholders $ 0.36 $ 0.53 $ 0.42 $ 0.41 $ 0.45 $ 0.31 $ 0.50 $ 0.26 Diluted earnings per share: Net income attributable to Conagra Brands, Inc. common stockholders $ 0.36 $ 0.53 $ 0.42 $ 0.41 $ 0.45 $ 0.31 $ 0.50 $ 0.26 Dividends declared per common share $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 $ 0.2125 (1) Basic and diluted earnings per share are calculated independently for each of the quarters presented. Accordingly, the sum of the quarterly earnings per share amounts may not agree with the total year. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Balances of Allowance for Doubtful Accounts and Changes Therein (Details) - Allowance for doubtful receivables - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Movement in Valuation Allowances and Reserves | |||
Balance at Beginning of Period | $ 2.2 | $ 1.7 | $ 2.9 |
Additions Charged to Costs and Expenses | 1.2 | 0.6 | 0.8 |
Other | 0.1 | 0.5 | |
Deductions from Reserves | 0.9 | 0.6 | 2 |
Balance at Close of Period | $ 2.6 | $ 2.2 | $ 1.7 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Estimated Useful Lives of Property, Plant and Equipment (Details) | 12 Months Ended |
May 31, 2020 | |
Land improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 1 year |
Land improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 40 years |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 40 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 20 years |
Furniture, fixtures, office equipment and other | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture, fixtures, office equipment and other | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Other Identifiable Intangible Assets (Narrative) (Details) | May 31, 2020 |
Accounting Policies [Abstract] | |
Reporting unit, percentage of fair value in excess of carrying amount | 50.00% |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Advertising Costs (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Accounting Policies [Abstract] | |||
Advertising and promotion expenses | $ 230.7 | $ 253.4 | $ 278.6 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Research and Development (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Accounting Policies [Abstract] | |||
Incurred expenses for research and development activities | $ 56.4 | $ 56.1 | $ 47.3 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Accumulated Balances for Each Component of Other Comprehensive Income (Loss), Net of Tax (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 | May 27, 2018 | May 28, 2017 |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Accumulated balances | $ 7,950.7 | $ 7,463.7 | $ 3,756.6 | $ 4,077.8 |
Currency translation losses, net of reclassification adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Accumulated balances | (125.7) | (90.9) | (94.7) | |
Derivative adjustments, net of reclassification adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Accumulated balances | 26.3 | 34 | 1 | |
Unrealized gains on available-for-sale securities | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Accumulated balances | 0.6 | |||
Pension and postretirement benefit obligations, net of reclassification adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Accumulated balances | (10.2) | (53.4) | (17.4) | |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Accumulated balances | $ (109.6) | $ (110.3) | $ (110.5) | $ (212.9) |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Accumulated Balances for Each Component of Other Comprehensive Income (Loss), Net of Tax (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Unrealized gains on available-for-sale securities reclassified to retained earnings | $ 0 | $ 0 | $ 0.8 |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Unrealized gains on available-for-sale securities reclassified to retained earnings | 0.8 | ||
ASU 2016-01 | Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Unrealized gains on available-for-sale securities reclassified to retained earnings | (0.6) | ||
ASU 2016-01 | Retained earnings | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Unrealized gains on available-for-sale securities reclassified to retained earnings | $ 0.6 | ||
ASU 2018-02 | Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Stranded tax effects from change in tax rate | (17.4) | ||
ASU 2018-02 | Retained earnings | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Stranded tax effects from change in tax rate | $ 17.4 |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of Reclassifications From Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Interest expense, net | $ (487.1) | $ (391.4) | $ (158.7) | ||||||||
Pension and postretirement non-service income | (9.9) | (35.1) | (80.4) | ||||||||
Selling, general and administrative expenses | 1,622.5 | 1,473.4 | 1,398.4 | ||||||||
Income from continuing operations before income taxes and equity method investment earnings | 969.9 | 823.3 | 874.8 | ||||||||
Income tax expense | (201.3) | (218.8) | (174.6) | ||||||||
Net income attributable to Conagra Brands, Inc. | $ 201.4 | $ 204.4 | $ 260.5 | $ 173.8 | $ 126.5 | $ 242 | $ 131.6 | $ 178.2 | 840.1 | 678.3 | 808.4 |
Reclassification out of accumulated other comprehensive loss | Cash flow hedges | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Interest expense, net | (3.3) | (1.9) | 0.1 | ||||||||
Income from continuing operations before income taxes and equity method investment earnings | (3.3) | (1.9) | 0.1 | ||||||||
Income tax expense | 0.9 | 0.5 | 0 | ||||||||
Net income attributable to Conagra Brands, Inc. | (2.4) | (1.4) | 0.1 | ||||||||
Reclassification out of accumulated other comprehensive loss | Net prior service cost (benefit) | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Pension and postretirement non-service income | 0.6 | 0.9 | (0.4) | ||||||||
Reclassification out of accumulated other comprehensive loss | Net actuarial gain | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Pension and postretirement non-service income | (4.6) | (1.4) | 0 | ||||||||
Reclassification out of accumulated other comprehensive loss | Pension and Postretirement healthcare settlement | Pension Benefits | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Pension and postretirement non-service income | (2.1) | 0 | 1.3 | ||||||||
Reclassification out of accumulated other comprehensive loss | Pension and Postretirement healthcare settlement | Postretirement Healthcare | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Pension and postretirement non-service income | (0.2) | (1) | 0 | ||||||||
Reclassification out of accumulated other comprehensive loss | Curtailment | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Pension and postretirement non-service income | 0.8 | 0 | 0 | ||||||||
Reclassification out of accumulated other comprehensive loss | Amortization of pension and postretirement benefit obligations: | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Income from continuing operations before income taxes and equity method investment earnings | (5.5) | (1.5) | 0.9 | ||||||||
Income tax expense | 1.4 | 0.4 | (0.2) | ||||||||
Net income attributable to Conagra Brands, Inc. | (4.1) | (1.1) | 0.7 | ||||||||
Reclassification out of accumulated other comprehensive loss | Currency translation losses | |||||||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | |||||||||||
Selling, general and administrative expenses | 0 | 10.4 | 0 | ||||||||
Income from continuing operations before income taxes and equity method investment earnings | 0 | 10.4 | 0 | ||||||||
Income tax expense | 0 | 0 | 0 | ||||||||
Net income attributable to Conagra Brands, Inc. | $ 0 | $ 10.4 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOU_12
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Foreign Currency Transaction Gains and Losses (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Accounting Policies [Abstract] | |||
Net foreign currency transaction losses from continuing operations | $ 1.7 | $ 2.3 | $ 1.4 |
ACQUISITIONS (Details)
ACQUISITIONS (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 26, 2018 | Feb. 28, 2018 | Oct. 31, 2017 | Nov. 25, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 |
Business Acquisition [Line Items] | |||||||
Cash payment for businesses, net of cash acquired | $ 0 | $ 5,119.2 | $ 337.1 | ||||
Issued debt | 9,786.7 | 10,722 | |||||
Cash proceeds from issuance of common stock | 0 | 555.7 | 0 | ||||
Increase to goodwill | 10.1 | 1.5 | |||||
Non-recurring expense related to inventory fair value adjustments | 53 | ||||||
Classified as goodwill | 11,436.3 | 11,435.4 | 4,477.1 | ||||
Pinnacle Foods Inc. (Pinnacle) | |||||||
Business Acquisition [Line Items] | |||||||
Amount of cash each share of common stock acquired is convertible into (in USD per share) | $ 43.11 | ||||||
Number of shares of stock each share of common stock acquired is convertible into (shares) | 0.6494 | ||||||
Par value of shares into which each share of common stock acquired is convertible into (in USD per share) | $ 5 | ||||||
Transaction value | $ 8,030 | ||||||
Cash payment made in connection with merger | 5,170 | ||||||
Cash payment for businesses, net of cash acquired | $ 5,120 | ||||||
Company shares issued out of treasury (shares) | 77,500,000 | 77,500,000 | |||||
Approximate value of Company shares issued | $ 2,820 | ||||||
Long-term debt incurred in connection with Merger | 51.1 | ||||||
Issued debt | 8,330 | ||||||
Cash proceeds from issuance of common stock | 575 | ||||||
Cash proceeds received from issuance of common stock, net of related fees | 555.7 | ||||||
Increase to goodwill | $ 10.1 | ||||||
Goodwill deductible for income tax purposes | 236.7 | ||||||
Classified as amortizing intangible asset | $ 668.7 | ||||||
Weighted average useful life of acquired intangible assets | 25 years | ||||||
Acquisition related costs incurred | 66.8 | 62.7 | |||||
Non-recurring expense related to inventory fair value adjustments | $ 54.1 | ||||||
Non-recurring expense related to securing bridge financing | $ 45.7 | ||||||
Classified as goodwill | $ 7,026 | ||||||
Sandwich Bros. of Wisconsin | |||||||
Business Acquisition [Line Items] | |||||||
Cash payment for businesses, net of cash acquired | $ 87.3 | ||||||
Classified as amortizing intangible asset | 7.1 | ||||||
Classified as goodwill | 57.8 | ||||||
Classified as non-amortizing intangible assets | $ 9.7 | ||||||
Angie's Artisan Treats, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Cash payment for businesses, net of cash acquired | $ 249.8 | ||||||
Goodwill deductible for income tax purposes | 95.4 | ||||||
Classified as amortizing intangible asset | 10.3 | ||||||
Classified as goodwill | 156.7 | ||||||
Classified as non-amortizing intangible assets | $ 73.8 |
ACQUISITIONS - Initial Estimate
ACQUISITIONS - Initial Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 | Oct. 26, 2018 | May 27, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 11,436.3 | $ 11,435.4 | $ 4,477.1 | |
Pinnacle Foods Inc. (Pinnacle) | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 47 | |||
Receivables | 202.8 | |||
Inventories | 649.3 | |||
Prepaid expenses and other current assets | 15 | |||
Property, plant and equipment | 719.5 | |||
Goodwill | 7,026 | |||
Brands, trademarks and other intangibles | 3,519.5 | |||
Other assets | 25.4 | |||
Current liabilities | (607.6) | |||
Senior long-term debt, excluding current installments | (2,671.3) | |||
Noncurrent deferred tax liabilities | (810) | |||
Other noncurrent liabilities | (81.6) | |||
Total assets acquired and liabilities assumed | $ 8,034 |
ACQUISITIONS - Pro Forma Inform
ACQUISITIONS - Pro Forma Information (Details) - Pinnacle Foods Inc. (Pinnacle) - USD ($) $ in Millions | 12 Months Ended | |
May 26, 2019 | May 27, 2018 | |
Business Acquisition [Line Items] | ||
Pro forma net sales | $ 10,788.1 | $ 11,034.2 |
Pro forma net income from continuing operations attributable to Conagra Brands, Inc. | $ 803.8 | $ 1,089.7 |
RESTRUCTURING ACTIVITIES - Narr
RESTRUCTURING ACTIVITIES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | 18 Months Ended | 76 Months Ended | |||
May 31, 2020 | May 26, 2019 | May 27, 2018 | May 31, 2020 | May 31, 2020 | Dec. 31, 2018 | |
Pinnacle Integration Restructuring Plan | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Charges approved for incurrence | $ 360 | |||||
Cash charges approved for incurrence | 255 | |||||
Non-cash charges approved for incurrence | $ 105 | |||||
Charges expected to be incurred | $ 360.2 | $ 360.2 | $ 360.2 | |||
Cash charges incurred or expected to be incurred | 277.2 | 277.2 | 277.2 | |||
Non-cash charges incurred or expected to be incurred | 83 | 83 | 83 | |||
Recognized charges | 73.8 | $ 168.2 | 242 | |||
Charges that have resulted or will result in cash outflows | 51.2 | |||||
Non-cash charges | 22.6 | |||||
Charges that have resulted or will result in cash outflows | 212.4 | |||||
Non-cash charges | 29.6 | |||||
Conagra Restructuring Plan | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Charges approved for incurrence | 131.1 | 131.1 | 131.1 | |||
Cash charges approved for incurrence | 38.2 | 38.2 | 38.2 | |||
Non-cash charges approved for incurrence | 92.9 | 92.9 | 92.9 | |||
Charges expected to be incurred | 129.5 | 129.5 | 129.5 | |||
Cash charges incurred or expected to be incurred | 40.1 | 40.1 | 40.1 | |||
Non-cash charges incurred or expected to be incurred | 89.4 | 89.4 | 89.4 | |||
Recognized charges | 64.4 | 2.2 | 66.6 | |||
Charges that have resulted or will result in cash outflows | 11.4 | |||||
Non-cash charges | 53 | |||||
Charges that have resulted or will result in cash outflows | 12.8 | |||||
Non-cash charges | $ 53.8 | |||||
SCAE Plan | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Recognized charges | $ 1.3 | $ 9.6 | $ 38 | 471.2 | ||
Charges that have resulted or will result in cash outflows | 322 | |||||
Non-cash charges | 149.2 | |||||
SCAE Plan | Cost of goods sold | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Recognized charges | 103.3 | |||||
SCAE Plan | Selling, general and administrative expenses | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Recognized charges | 365.6 | |||||
SCAE Plan | Reclassified to Pension and postretirement non-service income | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Recognized charges | $ 2.3 |
RESTRUCTURING ACTIVITIES - Sche
RESTRUCTURING ACTIVITIES - Schedule of Pre-Tax Expenses in Association with the Restructuring Plan (Details) - USD ($) $ in Millions | 12 Months Ended | 18 Months Ended | |
May 31, 2020 | May 26, 2019 | May 31, 2020 | |
Pinnacle Integration Restructuring Plan | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | $ 360.2 | $ 360.2 | |
Recognized pre-tax expenses | 73.8 | $ 168.2 | 242 |
Pinnacle Integration Restructuring Plan | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 65.6 | 65.6 | |
Recognized pre-tax expenses | 1.3 | 2.8 | |
Pinnacle Integration Restructuring Plan | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 28.7 | 28.7 | |
Recognized pre-tax expenses | 10.3 | 11.8 | |
Pinnacle Integration Restructuring Plan | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 4.1 | 4.1 | |
Recognized pre-tax expenses | 1 | 4.1 | |
Pinnacle Integration Restructuring Plan | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 261.8 | 261.8 | |
Recognized pre-tax expenses | 61.2 | 223.3 | |
Pinnacle Integration Restructuring Plan | Accelerated depreciation | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 15.5 | 15.5 | |
Recognized pre-tax expenses | 2.7 | 2.7 | |
Pinnacle Integration Restructuring Plan | Accelerated depreciation | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 9.9 | 9.9 | |
Recognized pre-tax expenses | 0.6 | 0.6 | |
Pinnacle Integration Restructuring Plan | Accelerated depreciation | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 5.6 | 5.6 | |
Recognized pre-tax expenses | 2.1 | 2.1 | |
Pinnacle Integration Restructuring Plan | Other cost of goods sold | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 17.6 | 17.6 | |
Recognized pre-tax expenses | 0.3 | 4 | |
Pinnacle Integration Restructuring Plan | Other cost of goods sold | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 7.7 | 7.7 | |
Recognized pre-tax expenses | 0.3 | 1.8 | |
Pinnacle Integration Restructuring Plan | Other cost of goods sold | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 9.2 | 9.2 | |
Recognized pre-tax expenses | 1.5 | ||
Pinnacle Integration Restructuring Plan | Other cost of goods sold | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.7 | 0.7 | |
Recognized pre-tax expenses | 0.7 | ||
Pinnacle Integration Restructuring Plan | Total cost of goods sold | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 33.1 | 33.1 | |
Recognized pre-tax expenses | 3 | 6.7 | |
Pinnacle Integration Restructuring Plan | Total cost of goods sold | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 17.6 | 17.6 | |
Recognized pre-tax expenses | 0.9 | 2.4 | |
Pinnacle Integration Restructuring Plan | Total cost of goods sold | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 14.8 | 14.8 | |
Recognized pre-tax expenses | 2.1 | 3.6 | |
Pinnacle Integration Restructuring Plan | Total cost of goods sold | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.7 | 0.7 | |
Recognized pre-tax expenses | 0.7 | ||
Pinnacle Integration Restructuring Plan | Severance and related costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 120.9 | 120.9 | |
Recognized pre-tax expenses | 8.8 | 120.9 | |
Pinnacle Integration Restructuring Plan | Severance and related costs | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 4.3 | 4.3 | |
Recognized pre-tax expenses | 4.3 | 4.3 | |
Pinnacle Integration Restructuring Plan | Severance and related costs | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.5 | 1.5 | |
Recognized pre-tax expenses | 0.2 | 1.5 | |
Pinnacle Integration Restructuring Plan | Severance and related costs | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 115.1 | 115.1 | |
Recognized pre-tax expenses | 4.3 | 115.1 | |
Pinnacle Integration Restructuring Plan | Asset impairment (net of gains on disposal) | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 42.9 | 42.9 | |
Recognized pre-tax expenses | 6.9 | 6.9 | |
Pinnacle Integration Restructuring Plan | Asset impairment (net of gains on disposal) | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 36.2 | 36.2 | |
Recognized pre-tax expenses | 0.2 | 0.2 | |
Pinnacle Integration Restructuring Plan | Asset impairment (net of gains on disposal) | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 3.8 | 3.8 | |
Recognized pre-tax expenses | 3.8 | 3.8 | |
Pinnacle Integration Restructuring Plan | Asset impairment (net of gains on disposal) | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 2.9 | 2.9 | |
Recognized pre-tax expenses | 2.9 | 2.9 | |
Pinnacle Integration Restructuring Plan | Accelerated depreciation | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 7.4 | 7.4 | |
Recognized pre-tax expenses | 2.7 | 7.4 | |
Pinnacle Integration Restructuring Plan | Accelerated depreciation | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 7.4 | 7.4 | |
Recognized pre-tax expenses | 2.7 | 7.4 | |
Pinnacle Integration Restructuring Plan | Contract/lease termination | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 24.6 | 24.6 | |
Recognized pre-tax expenses | 14.8 | 15.9 | |
Pinnacle Integration Restructuring Plan | Contract/lease termination | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.4 | 1.4 | |
Pinnacle Integration Restructuring Plan | Contract/lease termination | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 4.7 | 4.7 | |
Pinnacle Integration Restructuring Plan | Contract/lease termination | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.8 | 0.8 | |
Recognized pre-tax expenses | 0.8 | ||
Pinnacle Integration Restructuring Plan | Contract/lease termination | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 17.7 | 17.7 | |
Recognized pre-tax expenses | 14.8 | 15.1 | |
Pinnacle Integration Restructuring Plan | Consulting/professional fees | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 91.3 | 91.3 | |
Recognized pre-tax expenses | 30 | 68.3 | |
Pinnacle Integration Restructuring Plan | Consulting/professional fees | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.2 | 0.2 | |
Recognized pre-tax expenses | 0.2 | 0.2 | |
Pinnacle Integration Restructuring Plan | Consulting/professional fees | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.8 | 0.8 | |
Recognized pre-tax expenses | 0.6 | 0.8 | |
Pinnacle Integration Restructuring Plan | Consulting/professional fees | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 90.3 | 90.3 | |
Recognized pre-tax expenses | 29.2 | 67.3 | |
Pinnacle Integration Restructuring Plan | Other selling, general and administrative expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 40 | 40 | |
Recognized pre-tax expenses | 7.6 | 15.9 | |
Pinnacle Integration Restructuring Plan | Other selling, general and administrative expenses | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 10.2 | 10.2 | |
Pinnacle Integration Restructuring Plan | Other selling, general and administrative expenses | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.1 | 1.1 | |
Recognized pre-tax expenses | 0.1 | 0.1 | |
Pinnacle Integration Restructuring Plan | Other selling, general and administrative expenses | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.3 | 0.3 | |
Recognized pre-tax expenses | 0.2 | 0.3 | |
Pinnacle Integration Restructuring Plan | Other selling, general and administrative expenses | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 28.4 | 28.4 | |
Recognized pre-tax expenses | 7.3 | 15.5 | |
Pinnacle Integration Restructuring Plan | Selling, general and administrative expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 327.1 | 327.1 | |
Recognized pre-tax expenses | 70.8 | 235.3 | |
Pinnacle Integration Restructuring Plan | Selling, general and administrative expenses | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 48 | 48 | |
Recognized pre-tax expenses | 0.4 | 0.4 | |
Pinnacle Integration Restructuring Plan | Selling, general and administrative expenses | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 13.9 | 13.9 | |
Recognized pre-tax expenses | 8.2 | 8.2 | |
Pinnacle Integration Restructuring Plan | Selling, general and administrative expenses | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 3.4 | 3.4 | |
Recognized pre-tax expenses | 1 | 3.4 | |
Pinnacle Integration Restructuring Plan | Selling, general and administrative expenses | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 261.8 | 261.8 | |
Recognized pre-tax expenses | 61.2 | 223.3 | |
Conagra Restructuring Plan | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 129.5 | 129.5 | |
Recognized pre-tax expenses | 64.4 | $ 2.2 | 66.6 |
Conagra Restructuring Plan | Accelerated depreciation | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 58.1 | 58.1 | |
Recognized pre-tax expenses | 27.5 | 28.3 | |
Conagra Restructuring Plan | Accelerated depreciation | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 38 | 38 | |
Recognized pre-tax expenses | 24.1 | 24.1 | |
Conagra Restructuring Plan | Accelerated depreciation | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 20.1 | 20.1 | |
Recognized pre-tax expenses | 3.4 | 4.2 | |
Conagra Restructuring Plan | Other cost of goods sold | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 10 | 10 | |
Recognized pre-tax expenses | 2.7 | 2.7 | |
Conagra Restructuring Plan | Other cost of goods sold | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 9 | 9 | |
Recognized pre-tax expenses | 2.5 | 2.5 | |
Conagra Restructuring Plan | Other cost of goods sold | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1 | 1 | |
Recognized pre-tax expenses | 0.2 | 0.2 | |
Conagra Restructuring Plan | Total cost of goods sold | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 68.1 | 68.1 | |
Recognized pre-tax expenses | 30.2 | 31 | |
Conagra Restructuring Plan | Total cost of goods sold | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 47 | 47 | |
Recognized pre-tax expenses | 26.6 | 26.6 | |
Conagra Restructuring Plan | Total cost of goods sold | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 21.1 | 21.1 | |
Recognized pre-tax expenses | 3.6 | 4.4 | |
Conagra Restructuring Plan | Severance and related costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 17.5 | 17.5 | |
Recognized pre-tax expenses | 7 | 8.4 | |
Conagra Restructuring Plan | Severance and related costs | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 12.1 | 12.1 | |
Recognized pre-tax expenses | 4.7 | 4.7 | |
Conagra Restructuring Plan | Severance and related costs | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 3.5 | 3.5 | |
Recognized pre-tax expenses | 1.3 | 1.8 | |
Conagra Restructuring Plan | Severance and related costs | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.2 | 1.2 | |
Recognized pre-tax expenses | 0.5 | 1.2 | |
Conagra Restructuring Plan | Severance and related costs | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.7 | 0.7 | |
Recognized pre-tax expenses | 0.5 | 0.7 | |
Conagra Restructuring Plan | Asset impairment (net of gains on disposal) | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 25.3 | 25.3 | |
Recognized pre-tax expenses | 25.3 | 25.3 | |
Conagra Restructuring Plan | Asset impairment (net of gains on disposal) | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 25 | 25 | |
Recognized pre-tax expenses | 25 | 25 | |
Conagra Restructuring Plan | Asset impairment (net of gains on disposal) | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.2 | 0.2 | |
Recognized pre-tax expenses | 0.2 | 0.2 | |
Conagra Restructuring Plan | Asset impairment (net of gains on disposal) | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.1 | 0.1 | |
Recognized pre-tax expenses | 0.1 | 0.1 | |
Conagra Restructuring Plan | Contract/lease termination | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.3 | 0.3 | |
Recognized pre-tax expenses | 0.1 | ||
Conagra Restructuring Plan | Contract/lease termination | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.2 | 0.2 | |
Conagra Restructuring Plan | Contract/lease termination | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.1 | 0.1 | |
Recognized pre-tax expenses | 0.1 | ||
Conagra Restructuring Plan | Consulting/professional fees | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.2 | 1.2 | |
Recognized pre-tax expenses | 0.1 | ||
Conagra Restructuring Plan | Consulting/professional fees | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.2 | 1.2 | |
Recognized pre-tax expenses | 0.1 | ||
Conagra Restructuring Plan | Other selling, general and administrative expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 16.5 | 16.5 | |
Recognized pre-tax expenses | 1.2 | 1.2 | |
Conagra Restructuring Plan | Other selling, general and administrative expenses | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 14.3 | 14.3 | |
Recognized pre-tax expenses | 0.9 | 0.9 | |
Conagra Restructuring Plan | Other selling, general and administrative expenses | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.9 | 1.9 | |
Recognized pre-tax expenses | 0.3 | 0.3 | |
Conagra Restructuring Plan | Other selling, general and administrative expenses | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.3 | 0.3 | |
Conagra Restructuring Plan | Selling, general and administrative expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 60.8 | 60.8 | |
Recognized pre-tax expenses | 33.6 | 35 | |
Conagra Restructuring Plan | Selling, general and administrative expenses | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 51.6 | 51.6 | |
Recognized pre-tax expenses | 30.6 | 30.6 | |
Conagra Restructuring Plan | Selling, general and administrative expenses | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 5.6 | 5.6 | |
Recognized pre-tax expenses | 1.8 | 2.3 | |
Conagra Restructuring Plan | Selling, general and administrative expenses | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.6 | 1.6 | |
Recognized pre-tax expenses | 0.6 | 1.3 | |
Conagra Restructuring Plan | Selling, general and administrative expenses | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 2 | 2 | |
Recognized pre-tax expenses | 0.6 | 0.8 | |
Conagra Restructuring Plan | Total | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 128.9 | 128.9 | |
Recognized pre-tax expenses | 63.8 | 66 | |
Conagra Restructuring Plan | Total | Reporting segments | Grocery & Snacks | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 98.6 | 98.6 | |
Recognized pre-tax expenses | 57.2 | 57.2 | |
Conagra Restructuring Plan | Total | Reporting segments | Refrigerated & Frozen | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 26.7 | 26.7 | |
Recognized pre-tax expenses | 5.4 | 6.7 | |
Conagra Restructuring Plan | Total | Reporting segments | International | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 1.6 | 1.6 | |
Recognized pre-tax expenses | 0.6 | 1.3 | |
Conagra Restructuring Plan | Total | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 2 | 2 | |
Recognized pre-tax expenses | 0.6 | 0.8 | |
Conagra Restructuring Plan | Reclassified to Pension and postretirement non-service income | |||
Restructuring Cost And Reserve [Line Items] | |||
Charges expected to be incurred | 0.6 | 0.6 | |
Recognized pre-tax expenses | $ 0.6 | $ 0.6 |
RESTRUCTURING ACTIVITIES - Sc_2
RESTRUCTURING ACTIVITIES - Schedule of Liabilities Recorded for the Restructuring Plan (Details) - USD ($) $ in Millions | 12 Months Ended | |
May 31, 2020 | May 27, 2018 | |
Restructuring Cost and Reserve | ||
Costs Incurred and Charged to Expense | $ 48.2 | |
Pinnacle Integration Restructuring Plan | ||
Restructuring Cost and Reserve | ||
Beginning balance | $ 97.5 | |
Costs Incurred and Charged to Expense | 53.2 | |
Costs Paid or Otherwise Settled | (116.9) | |
Changes in Estimates | (2.2) | |
Ending balance | 31.6 | |
Pinnacle Integration Restructuring Plan | Severance and related costs | ||
Restructuring Cost and Reserve | ||
Beginning balance | 76.9 | |
Costs Incurred and Charged to Expense | 11 | |
Costs Paid or Otherwise Settled | (62.1) | |
Changes in Estimates | (2.2) | |
Ending balance | 23.6 | |
Pinnacle Integration Restructuring Plan | Contract/lease termination | ||
Restructuring Cost and Reserve | ||
Beginning balance | 1 | |
Costs Incurred and Charged to Expense | 4.6 | |
Costs Paid or Otherwise Settled | (5.1) | |
Ending balance | 0.5 | |
Pinnacle Integration Restructuring Plan | Consulting/professional fees | ||
Restructuring Cost and Reserve | ||
Beginning balance | 18.4 | |
Costs Incurred and Charged to Expense | 30 | |
Costs Paid or Otherwise Settled | (40.9) | |
Ending balance | 7.5 | |
Pinnacle Integration Restructuring Plan | Other costs | ||
Restructuring Cost and Reserve | ||
Beginning balance | 1.2 | |
Costs Incurred and Charged to Expense | 7.6 | |
Costs Paid or Otherwise Settled | (8.8) | |
Conagra Restructuring Plan | ||
Restructuring Cost and Reserve | ||
Beginning balance | 1.2 | |
Costs Incurred and Charged to Expense | 11.3 | |
Costs Paid or Otherwise Settled | (5.5) | |
Changes in Estimates | (0.5) | |
Ending balance | 6.5 | |
Conagra Restructuring Plan | Severance and related costs | ||
Restructuring Cost and Reserve | ||
Beginning balance | 1.2 | |
Costs Incurred and Charged to Expense | 7.5 | |
Costs Paid or Otherwise Settled | (1.7) | |
Changes in Estimates | (0.5) | |
Ending balance | 6.5 | |
Conagra Restructuring Plan | Contract/lease termination | ||
Restructuring Cost and Reserve | ||
Costs Incurred and Charged to Expense | 0.1 | |
Costs Paid or Otherwise Settled | (0.1) | |
Conagra Restructuring Plan | Other costs | ||
Restructuring Cost and Reserve | ||
Costs Incurred and Charged to Expense | 3.7 | |
Costs Paid or Otherwise Settled | $ (3.7) |
LONG-TERM DEBT - Schedule of Lo
LONG-TERM DEBT - Schedule of Long-Term Debt Instruments (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 | May 27, 2018 |
Debt Instrument [Line Items] | |||
Total face value of debt | $ 9,786.7 | $ 10,722 | |
Unamortized fair value adjustment | 21.2 | 24.5 | |
Unamortized discounts | (17.2) | (19) | |
Unamortized debt issuance costs | (44.6) | (52.1) | |
Adjustment due to hedging activity | 0.2 | 0.9 | |
Less current installments | (845.5) | (20.6) | |
Total long-term debt | 8,900.8 | 10,655.7 | |
Senior debt | 5.4% senior debt due November 2048 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 1,000 | 1,000 | |
Senior debt | 4.65% senior debt due January 2043 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 176.7 | 176.7 | |
Senior debt | 6.625% senior debt due August 2039 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 91.4 | 91.4 | |
Senior debt | 5.3% senior debt due November 2038 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 1,000 | 1,000 | |
Senior debt | 8.25% senior debt due September 2030 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 300 | 300 | |
Senior debt | 4.85% senior debt due November 2028 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 1,300 | 1,300 | |
Senior debt | 7.0% senior debt due October 2028 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 382.2 | 382.2 | |
Senior debt | 6.7% senior debt due August 2027 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 9.2 | 9.2 | |
Senior debt | 7.125% senior debt due October 2026 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 262.5 | 262.5 | |
Senior debt | 4.6% senior debt due November 2025 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 1,000 | 1,000 | |
Senior debt | 4.3% senior debt due May 2024 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 1,000 | 1,000 | |
Senior debt | 3.2% senior debt due January 2023 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 837 | 837 | |
Senior debt | 3.25% senior debt due September 2022 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 250 | 250 | |
Senior debt | 3.8% senior debt due October 2021 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 1,200 | 1,200 | |
Senior debt | 4.95% senior debt due August 2020 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 126.6 | 126.6 | |
Senior debt | LIBOR | LIBOR plus 0.75% senior debt due October 2020 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 525 | ||
Senior debt | LIBOR | LIBOR plus 0.50% senior debt due October 2020 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 500 | 500 | $ 500 |
Term loan | LIBOR | LIBOR plus 1.50% term loan due October 2023 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 200 | ||
Term loan | LIBOR | LIBOR plus 1.375% term loan due October 2021 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 200 | ||
Subordinated debt | 9.75% subordinated debt due March 2021 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 195.9 | 195.9 | |
Lease financing obligations | 2.00% to 9.59% lease financing obligations due on various dates through 2033 | |||
Debt Instrument [Line Items] | |||
Total face value of debt | 155.1 | 165.4 | |
Other indebtedness | Other indebtedness | |||
Debt Instrument [Line Items] | |||
Total face value of debt | $ 0.1 | $ 0.1 |
LONG-TERM DEBT - Schedule of _2
LONG-TERM DEBT - Schedule of Long-Term Debt Instruments (Parenthetical) (Details) | 12 Months Ended | ||
May 26, 2019 | May 27, 2018 | May 31, 2020 | |
Senior debt | 5.4% senior debt due November 2048 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 5.40% | ||
Senior debt | 4.65% senior debt due January 2043 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 4.65% | ||
Senior debt | 6.625% senior debt due August 2039 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 6.625% | ||
Senior debt | 5.3% senior debt due November 2038 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 5.30% | ||
Senior debt | 8.25% senior debt due September 2030 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 8.25% | ||
Senior debt | 4.85% senior debt due November 2028 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 4.85% | ||
Senior debt | 7.0% senior debt due October 2028 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 7.00% | ||
Senior debt | 6.7% senior debt due August 2027 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 6.70% | ||
Senior debt | 7.125% senior debt due October 2026 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 7.125% | ||
Senior debt | 4.6% senior debt due November 2025 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 4.60% | ||
Senior debt | 4.3% senior debt due May 2024 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 4.30% | ||
Senior debt | 3.2% senior debt due January 2023 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 3.20% | ||
Senior debt | 3.25% senior debt due September 2022 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 3.25% | ||
Senior debt | 3.8% senior debt due October 2021 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 3.80% | ||
Senior debt | 4.95% senior debt due August 2020 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 4.95% | ||
Senior debt | LIBOR | LIBOR plus 0.75% senior debt due October 2020 | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (percent) | 0.75% | ||
Senior debt | LIBOR | LIBOR plus 0.50% senior debt due October 2020 | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (percent) | 0.50% | 0.50% | |
Term loan | LIBOR | LIBOR plus 1.50% term loan due October 2023 | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (percent) | 1.50% | ||
Term loan | LIBOR | LIBOR plus 1.375% term loan due October 2021 | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (percent) | 1.375% | ||
Subordinated debt | 9.75% subordinated debt due March 2021 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 9.75% | ||
Lease financing obligations | 2.00% to 9.59% lease financing obligations due on various dates through 2033 | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 2.00% | ||
Lease financing obligations | 2.00% to 9.59% lease financing obligations due on various dates through 2033 | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate (percent) | 9.59% |
LONG-TERM DEBT - Schedule of Ag
LONG-TERM DEBT - Schedule of Aggregate Minimum Principal Maturities of Long-Term Debt (Details) $ in Millions | May 31, 2020USD ($) |
Debt Disclosure [Abstract] | |
2021 | $ 844.7 |
2022 | 1,221.4 |
2023 | 1,105 |
2024 | 1,015 |
2025 | $ 13.8 |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 25, 2018 | May 27, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | Nov. 27, 2022 | Aug. 30, 2020 | Oct. 26, 2018 | Aug. 26, 2018 | |
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 9,786,700,000 | $ 9,786,700,000 | $ 10,722,000,000 | ||||||||
Repayments of long-term debt | 947,500,000 | 3,972,700,000 | $ 242,300,000 | ||||||||
Impact of interest rate swap contracts designated as cash flow hedges | 3,300,000 | 1,900,000 | (100,000) | ||||||||
Proceeds from settlement of interest rate swaps | $ 0 | (47,500,000) | 0 | ||||||||
Repayment of remaining capital lease liability balance | 28,500,000 | ||||||||||
Required minimum ratio of EBITDA to interest expense | 3.00% | 3.00% | 3.00% | ||||||||
Ratio of funded debt to EBITDA (maximum) | 5.25% | 5.25% | 5.25% | ||||||||
Interest paid from continuing operations | $ 494,600,000 | 375,600,000 | 164,500,000 | ||||||||
Scenario, Forecast | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Ratio of funded debt to EBITDA (maximum) | 3.75% | ||||||||||
Interest Rate Swap | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from settlement of interest rate swaps | $ 47,500,000 | ||||||||||
Pinnacle Foods Inc. (Pinnacle) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 8,330,000,000 | ||||||||||
Repayments of long-term debt | 2,400,000,000 | ||||||||||
Term Loan Credit Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of long-term debt | 400,000,000 | 900,000,000 | |||||||||
Three-year Term Loans Maturing on October 26, 2021 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of long-term debt | 200,000,000 | 450,000,000 | |||||||||
Five-year Term Loans Maturing on October 26, 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of long-term debt | 200,000,000 | 450,000,000 | |||||||||
Credit Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 600,000,000 | 600,000,000 | |||||||||
Increase to aggregate principal amount | $ 750,000,000 | 750,000,000 | |||||||||
Credit agreement maturity date | May 21, 2023 | ||||||||||
Outstanding borrowings under credit agreement | $ 0 | 0 | |||||||||
Credit Agreement | Federal Funds Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable interest rate | 0.50% | ||||||||||
Credit Agreement | One-month LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable interest rate | 1.00% | ||||||||||
Credit Agreement | Minimum | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable interest rate | 1.125% | ||||||||||
Credit Agreement | Minimum | One-month LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable interest rate | 0.00% | ||||||||||
Credit Agreement | Maximum | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable interest rate | 1.75% | ||||||||||
Credit Agreement | Maximum | One-month LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable interest rate | 0.625% | ||||||||||
Prior Term Loan Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 300,000,000 | $ 300,000,000 | |||||||||
Borrowings under term loan agreement | $ 300,000,000 | ||||||||||
Interest Expense | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Impact of interest rate swap contracts designated as cash flow hedges | 3,500,000 | 2,000,000 | |||||||||
Bridge Financing | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 9,000,000,000 | ||||||||||
Costs incurred in connection with bridge financing | $ 45,700,000 | ||||||||||
Bridge Financing | Interest Expense | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Net interest expense resulting from amortization of incurred costs | 11,900,000 | ||||||||||
Bridge Financing | Selling, general and administrative expenses | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Net interest expense resulting from amortization of incurred costs | 33,800,000 | ||||||||||
Senior debt | New Senior Unsecured Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | 7,025,000,000 | ||||||||||
Senior debt | Floating Rate Senior Notes due October 22, 2020 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 525,000,000 | ||||||||||
Basis spread on variable interest rate | 0.75% | ||||||||||
Senior debt | 3.8% Senior Notes due October 22, 2021 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 1,200,000,000 | ||||||||||
Stated interest rate | 3.80% | ||||||||||
Senior debt | 4.3% Senior Notes due May 1, 2024 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 1,000,000,000 | ||||||||||
Stated interest rate | 4.30% | ||||||||||
Senior debt | 4.6% Senior Notes due November 1, 2025 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 1,000,000,000 | ||||||||||
Stated interest rate | 4.60% | ||||||||||
Senior debt | 4.85% Senior Notes due November 1, 2028 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 1,300,000,000 | ||||||||||
Stated interest rate | 4.85% | ||||||||||
Senior debt | 5.3% Senior Notes due November 1, 2038 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 1,000,000,000 | ||||||||||
Stated interest rate | 5.30% | ||||||||||
Senior debt | 5.4% Senior Notes due November 1, 2048 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 1,000,000,000 | ||||||||||
Stated interest rate | 5.40% | ||||||||||
Senior debt | 5.875% Senior notes due January 15, 2024 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 5.875% | ||||||||||
Repayments of long-term debt | $ 350,000,000 | ||||||||||
Charge recognized upon early retirement of debt | 3,900,000 | ||||||||||
Senior debt | Floating Rate Notes due October 22, 2020 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of long-term debt | $ 275,000,000 | $ 250,000,000 | 525,000,000 | ||||||||
Senior debt | 2.1% senior notes due 2018 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 2.10% | 2.10% | |||||||||
Repayments of long-term debt | $ 70,000,000 | ||||||||||
Senior debt | 1.9% senior notes due 2018 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate | 1.90% | 1.90% | |||||||||
Repayments of long-term debt | $ 119,600,000 | ||||||||||
Senior debt | LIBOR plus 0.50% senior debt due October 2020 | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | ||||||
Basis spread on variable interest rate | 0.50% | 0.50% | |||||||||
Unsecured Debt | Term Loan Credit Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | 1,300,000,000 | ||||||||||
Proceeds from new Term Loan Facility | 1,300,000,000 | ||||||||||
Unsecured Debt | Three-year Term Loans Maturing on October 26, 2021 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from new Term Loan Facility | $ 650,000,000 | ||||||||||
Debt Instrument, Term | 3 years | ||||||||||
Unsecured Debt | Five-year Term Loans Maturing on October 26, 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from new Term Loan Facility | $ 650,000,000 | ||||||||||
Debt Instrument, Term | 5 years |
LONG-TERM DEBT - Schedule of Ne
LONG-TERM DEBT - Schedule of Net Interest Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Debt Disclosure [Abstract] | |||
Long-term debt | $ 495.9 | $ 385.9 | $ 161.2 |
Short-term debt | 0.9 | 15 | 4.8 |
Interest income | (3.1) | (6.8) | (3.8) |
Interest capitalized | (6.6) | (2.7) | (3.5) |
Net interest expense | $ 487.1 | $ 391.4 | $ 158.7 |
CREDIT FACILITIES AND BORROWI_2
CREDIT FACILITIES AND BORROWINGS (Details) - USD ($) | 12 Months Ended | |||
May 31, 2020 | Nov. 27, 2022 | Aug. 30, 2020 | May 26, 2019 | |
Line of Credit Facility [Line Items] | ||||
Required minimum ratio of EBITDA to interest expense | 3.00% | 3.00% | ||
Ratio of funded debt to EBITDA (maximum) | 5.25% | 5.25% | ||
Outstanding under commercial paper program | $ 1,100,000 | $ 1,000,000 | ||
Commercial paper program | ||||
Line of Credit Facility [Line Items] | ||||
Outstanding under commercial paper program | 0 | $ 0 | ||
Scenario, Forecast | ||||
Line of Credit Facility [Line Items] | ||||
Ratio of funded debt to EBITDA (maximum) | 3.75% | |||
Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | 1,600,000,000 | |||
Maximum additional borrowing capacity | 2,100,000,000 | |||
Outstanding borrowings under revolving credit facility | $ 0 | |||
Minimum | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Duration of additional extension terms available for credit facility | 1 year | |||
Maximum | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Duration of additional extension terms available for credit facility | 2 years |
DIVESTITURES AND ASSETS HELD _3
DIVESTITURES AND ASSETS HELD FOR SALE - Lender's Bagel Business (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Nov. 24, 2019 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Net cash proceeds from sales of businesses | $ 24.8 | $ 194.6 | $ 281.5 | $ 0 | |||
Asset impairment charges | $ 259.9 | $ 93.8 | $ 14.7 | ||||
Selling, general and administrative expenses | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Asset impairment charges | $ 23 | ||||||
Lender's Bagel Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Net cash proceeds from sales of businesses | $ 33.2 | ||||||
Lender's Bagel Business | Selling, general and administrative expenses | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Asset impairment charges | $ 27.6 |
DIVESTITURES AND ASSETS HELD _4
DIVESTITURES AND ASSETS HELD FOR SALE - Schedule of Assets and Liabilities Classified as Held for Sale (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets held for sale | $ 36.7 | |
Noncurrent assets held for sale | $ 3.1 | 262.4 |
Held for sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets held for sale | 9.9 | |
Noncurrent assets held for sale | 35.7 | |
Current liabilities held for sale | 5.1 | |
Lender's Bagel Business | Held for sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets held for sale | 5.4 | |
Noncurrent assets held for sale | 62.3 | |
Current liabilities held for sale | 0.5 | |
DSD Snacks Business | Held for sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets held for sale | 21.4 | |
Noncurrent assets held for sale | 156.2 | |
Current liabilities held for sale | $ 4.6 |
DIVESTITURES AND ASSETS HELD _5
DIVESTITURES AND ASSETS HELD FOR SALE - Schedule of Assets and Liabilities Classified as Held for Sale (Parenthetical) (Details) - Held for sale $ in Millions | May 26, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Goodwill | $ 10.3 |
Lender's Bagel Business | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Goodwill | 19.3 |
DSD Snacks Business | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Goodwill | $ 34.6 |
DIVESTITURES AND ASSETS HELD _6
DIVESTITURES AND ASSETS HELD FOR SALE - DSD Snacks Business (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
May 31, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | Nov. 24, 2019 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from divestitures, net of cash divested | $ 24.8 | $ 194.6 | $ 281.5 | $ 0 | |||
Asset impairment charges | 259.9 | $ 93.8 | $ 14.7 | ||||
Selling, general and administrative expenses | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Asset impairment charges | $ 23 | ||||||
DSD Snacks Business | Selling, general and administrative expenses | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Asset impairment charges | $ 31.4 | ||||||
Grocery & Snacks | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Asset impairment charges | $ 54.4 | ||||||
Grocery & Snacks | DSD Snacks Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from divestitures, net of cash divested | $ 137.5 |
DIVESTITURES AND ASSETS HELD _7
DIVESTITURES AND ASSETS HELD FOR SALE - Lamb Weston Spinoff (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Income (loss) from discontinued operations, net of tax | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (1.9) | $ 0 | $ 0 | $ (1.9) | $ 14.3 |
Lamb Weston | Sopinoff | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Income (loss) from discontinued operations, net of tax | $ (2.8) | 14.3 | |||||||||
Transition services income for performance of services | $ 2.2 |
DIVESTITURES AND ASSETS HELD _8
DIVESTITURES AND ASSETS HELD FOR SALE - Private Brands Operations (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Income (loss) from discontinued operations, net of tax | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (1.9) | $ 0 | $ 0 | $ (1.9) | $ 14.3 |
Private Brands | Discontinued operations | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Income (loss) from discontinued operations, net of tax | $ 0.9 | (0.1) | |||||||||
Transition services income for performance of services | $ 2.2 |
DIVESTITURES AND ASSETS HELD _9
DIVESTITURES AND ASSETS HELD FOR SALE - Other Divestitures (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
May 31, 2020 | May 26, 2019 | Nov. 24, 2019 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from divestitures, net of cash divested | $ 24.8 | $ 194.6 | $ 281.5 | $ 0 | ||
Asset impairment charges | 259.9 | 93.8 | 14.7 | |||
Gain from sales of businesses | $ (2.2) | $ 69.4 | $ 0 | |||
Gelit | Disposed of by sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Cash proceeds from sales of businesses, net of cash included | $ 80.1 | |||||
Gain from sales of businesses | 23.1 | |||||
Wesson | Disposed of by sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Cash proceeds from sales of businesses, net of cash included | 168.3 | |||||
Gain from sales of businesses | 33.1 | |||||
Del Monte | International | Disposed of by sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Cash proceeds from sales of businesses, net of cash included | 32.2 | |||||
Gain from sales of businesses | $ 13.2 | |||||
Selling, general and administrative expenses | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Asset impairment charges | $ 23 |
DIVESTITURES AND ASSETS HELD_10
DIVESTITURES AND ASSETS HELD FOR SALE - Other Assets Held for Sale (Narrative) (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Noncurrent assets held for sale | $ 3.1 | $ 262.4 |
Held for sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Noncurrent assets held for sale | 35.7 | |
Held for sale | Other individually marketed assets | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Noncurrent assets held for sale | $ 3.1 | $ 8.2 |
INVESTMENTS IN JOINT VENTURES -
INVESTMENTS IN JOINT VENTURES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Schedule of Equity Method Investments [Line Items] | |||
Dividends received from equity method investments | $ 51.4 | $ 55 | $ 62.5 |
Equity method investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Purchases from equity method investees | $ 32.5 | 39.4 | $ 34.9 |
Ardent Mills | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership interest (as a percent) | 44.00% | ||
Others | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership interest (as a percent) | 50.00% | ||
Other assets | |||
Schedule of Equity Method Investments [Line Items] | |||
Carrying value of equity method investments | $ 798.7 | $ 796.3 |
INVESTMENTS IN JOINT VENTURES_2
INVESTMENTS IN JOINT VENTURES - Summary of Combined Financial Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Statement of Earnings | |||
Total net sales | $ 3,618.9 | $ 3,671.4 | $ 3,542.9 |
Total gross margin | 362.5 | 327.4 | 421.3 |
Total earnings after income taxes | 163.8 | 170 | 207.1 |
Ardent Mills | |||
Statement of Earnings | |||
Total net sales | 3,393.9 | 3,476 | 3,344.1 |
Total gross margin | 313.1 | 281.9 | 386.5 |
Total earnings after income taxes | 144.5 | 151.9 | 197 |
Balance Sheet | |||
Current assets | 1,010.6 | 952.6 | |
Noncurrent assets | 1,720.2 | 1,669.8 | |
Current liabilities | 454.8 | 361.2 | |
Noncurrent liabilities | 503.4 | 496.9 | |
Others | |||
Statement of Earnings | |||
Total net sales | 225 | 195.4 | 198.8 |
Total gross margin | 49.4 | 45.5 | 34.8 |
Total earnings after income taxes | 19.3 | 18.1 | $ 10.1 |
Balance Sheet | |||
Current assets | 87.1 | 89.2 | |
Noncurrent assets | 24.5 | 19 | |
Current liabilities | 44.1 | 43.4 | |
Noncurrent liabilities | $ 8.3 | $ 0.7 |
GOODWILL AND OTHER IDENTIFIAB_3
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS - Schedule of the Change in the Carrying Amount of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
May 31, 2020 | May 26, 2019 | |
Goodwill | ||
Beginning balance | $ 11,435.4 | $ 4,477.1 |
Acquisitions | 6,962 | |
Purchase accounting adjustments | 10.1 | 1.5 |
Currency translation | (9.2) | (5.2) |
Ending balance | 11,436.3 | 11,435.4 |
Grocery & Snacks | ||
Goodwill | ||
Beginning balance | 4,741.3 | 2,582.5 |
Acquisitions | 2,157.3 | |
Purchase accounting adjustments | 3.5 | 1.5 |
Currency translation | 0 | 0 |
Ending balance | 4,744.8 | 4,741.3 |
Refrigerated & Frozen | ||
Goodwill | ||
Beginning balance | 5,642.4 | 1,080.6 |
Acquisitions | 4,561.8 | |
Purchase accounting adjustments | 5.9 | 0 |
Currency translation | 0 | 0 |
Ending balance | 5,648.3 | 5,642.4 |
International | ||
Goodwill | ||
Beginning balance | 299 | 242.9 |
Acquisitions | 61.3 | |
Purchase accounting adjustments | 0.7 | 0 |
Currency translation | (9.2) | (5.2) |
Ending balance | 290.5 | 299 |
Foodservice | ||
Goodwill | ||
Beginning balance | 752.7 | 571.1 |
Acquisitions | 181.6 | |
Purchase accounting adjustments | 0 | 0 |
Currency translation | 0 | 0 |
Ending balance | $ 752.7 | $ 752.7 |
GOODWILL AND OTHER IDENTIFIAB_4
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS - Schedule of Other Identifiable Intangible Assets (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Non-amortizing intangible assets | ||
Gross Carrying Amount | $ 3,396.1 | $ 3,559.6 |
Amortizing intangible assets | ||
Gross Carrying Amount | 1,239.4 | 1,239.9 |
Accumulated Amortization | 319.8 | 260.2 |
Identifiable intangible assets | ||
Gross Carrying Amount | $ 4,635.5 | $ 4,799.5 |
GOODWILL AND OTHER IDENTIFIAB_5
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Aug. 25, 2019 | May 31, 2020 | May 26, 2019 | May 27, 2018 | Oct. 26, 2018 | |
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | $ 11,436,300,000 | $ 11,435,400,000 | $ 4,477,100,000 | ||
Fair value measurements discounted cash flow period | 5 years | ||||
Remaining weighted average life of amortizing intangible assets | 20 years | ||||
Amortization expense recognized | $ 59,800,000 | 49,100,000 | 34,900,000 | ||
Held for sale | DSD Snacks Business | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 64,200,000 | ||||
Other identifiable intangible assets | 122,100,000 | ||||
Minimum | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Fair value measurement inputs terminal growth rate | 1.00% | ||||
Maximum | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Fair value measurement inputs terminal growth rate | 2.00% | ||||
Domestic Reporting Units | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Fair value measurement inputs discount rate | 7.00% | ||||
International Reporting Units | Minimum | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Fair value measurement inputs discount rate | 8.00% | ||||
International Reporting Units | Maximum | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Fair value measurement inputs discount rate | 11.00% | ||||
One International Reporting Unit | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Fair value measurement inputs terminal growth rate | 3.00% | ||||
Three Reporting Units | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | $ 3,490,000,000 | ||||
Grocery & Snacks | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 4,744,800,000 | 4,741,300,000 | 2,582,500,000 | ||
Impairment charges for indefinite lived intangibles | 46,400,000 | 76,500,000 | 4,000,000 | ||
Refrigerated & Frozen | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 5,648,300,000 | 5,642,400,000 | 1,080,600,000 | ||
Impairment charges for indefinite lived intangibles | 110,800,000 | ||||
International | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 290,500,000 | 299,000,000 | 242,900,000 | ||
Impairment charges for indefinite lived intangibles | 13,100,000 | 800,000 | |||
Foodservice | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 752,700,000 | 752,700,000 | $ 752,700,000 | $ 571,100,000 | |
Refrigerated & Frozen and Grocery & Snacks | Selling, general and administrative expenses | Brands and Trademarks | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Impairment charges for indefinite lived intangibles | 19,300,000 | 146,200,000 | |||
Pinnacle Foods Inc. (Pinnacle) | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | $ 7,026,000,000 | ||||
Impairment of goodwill | $ 0 | ||||
Pinnacle Foods Inc. (Pinnacle) | Grocery & Snacks | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 2,190,000,000 | ||||
Pinnacle Foods Inc. (Pinnacle) | Refrigerated & Frozen | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 4,580,000,000 | ||||
Pinnacle Foods Inc. (Pinnacle) | International | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | 58,500,000 | ||||
Pinnacle Foods Inc. (Pinnacle) | Foodservice | |||||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Goodwill | $ 181,600,000 |
GOODWILL AND OTHER IDENTIFIAB_6
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS - Schedule of Estimated Fair Value in Excess of Carrying Value (Details) - USD ($) $ in Millions | May 31, 2020 | Aug. 25, 2019 | May 26, 2019 | May 27, 2018 |
Goodwill [Line Items] | ||||
Carrying Value of Goodwill | $ 11,436.3 | $ 11,435.4 | $ 4,477.1 | |
Excess Fair Value as of Fiscal 2020 Test Date | 50.00% | |||
Refrigerated & Frozen | ||||
Goodwill [Line Items] | ||||
Carrying Value of Goodwill | $ 5,648.3 | 5,642.4 | 1,080.6 | |
Refrigerated & Frozen | Sides, Components, Enhancers | ||||
Goodwill [Line Items] | ||||
Carrying Value of Goodwill | $ 2,636.6 | |||
Excess Fair Value as of Fiscal 2020 Test Date | 18.10% | |||
Foodservice | ||||
Goodwill [Line Items] | ||||
Carrying Value of Goodwill | 752.7 | $ 752.7 | 752.7 | 571.1 |
Excess Fair Value as of Fiscal 2020 Test Date | 36.70% | |||
International | ||||
Goodwill [Line Items] | ||||
Carrying Value of Goodwill | $ 290.5 | $ 299 | $ 242.9 | |
International | Canada | ||||
Goodwill [Line Items] | ||||
Carrying Value of Goodwill | $ 96.2 | |||
Excess Fair Value as of Fiscal 2020 Test Date | 32.00% |
GOODWILL AND OTHER IDENTIFIAB_7
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS - Schedule of Estimated Amortization Expense of Intangible Assets (Details) $ in Millions | May 31, 2020USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2021 | $ 59.7 |
2022 | 59.7 |
2023 | 57.4 |
2024 | 54.1 |
2025 | $ 53.9 |
EARNINGS PER SHARE - Narrative
EARNINGS PER SHARE - Narrative (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Oct. 26, 2018 | Nov. 25, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 |
Stock options | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Stock options outstanding excluded from EPS calculation (in shares) | 1.9 | 2 | 1.3 | ||
Underwritten Public Offering | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Issuance of common stock (in shares) | 16.3 | ||||
Common stock, par value (in dollars per share) | $ 5 | ||||
Issuance of Conagra Brands, Inc. common shares, net | $ 555.7 | ||||
Pinnacle Foods Inc. (Pinnacle) | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Company shares issued out of treasury (shares) | 77.5 | 77.5 | |||
Issuance of Conagra Brands, Inc. common shares, net | $ 555.7 |
EARNINGS PER SHARE - Reconcilia
EARNINGS PER SHARE - Reconciliation of Income and Average Share Amounts Used to Compute Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Net income attributable to Conagra Brands, Inc. common stockholders: | |||||||||||
Income from continuing operations attributable to Conagra Brands, Inc. common stockholders | $ 840.1 | $ 680.2 | $ 794.1 | ||||||||
Income (loss) from discontinued operations, net of tax, attributable to Conagra Brands, Inc. common stockholders | (1.9) | 14.3 | |||||||||
Net income attributable to Conagra Brands, Inc. | $ 201.4 | $ 204.4 | $ 260.5 | $ 173.8 | $ 126.5 | $ 242 | $ 131.6 | $ 178.2 | $ 840.1 | $ 678.3 | $ 808.4 |
Weighted average shares outstanding: | |||||||||||
Basic weighted average shares outstanding (in shares) | 487.3 | 444 | 403.9 | ||||||||
Add: Dilutive effect of stock options, restricted stock unit awards, and other dilutive securities (in shares) | 1.3 | 1.6 | 3.5 | ||||||||
Diluted weighted average shares outstanding (in shares) | 488.6 | 445.6 | 407.4 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials and packaging | $ 291.6 | $ 272.9 |
Work in process | 125.2 | 126.9 |
Finished goods | 887.8 | 1,083.1 |
Supplies and other | 73.3 | 66 |
Total | $ 1,377.9 | $ 1,548.9 |
OTHER NONCURRENT LIABILITIES (D
OTHER NONCURRENT LIABILITIES (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Postretirement health care and pension obligations | $ 324.9 | $ 262.5 |
Noncurrent income tax liabilities | 1,330.1 | 1,349 |
Noncurrent lease liabilities | 206.1 | |
Self-insurance liabilities | 37.5 | 42.9 |
Environmental liabilities | 61.5 | 56.8 |
Legal settlement costs | 63.1 | 74.1 |
Technology agreement liability | 14.6 | 28.7 |
Other | 127.3 | 137.8 |
Other noncurrent liabilities | $ 2,165.1 | $ 1,951.8 |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) - USD ($) | 12 Months Ended | |||
May 27, 2018 | May 31, 2020 | May 26, 2019 | May 31, 2018 | |
Class of Stock [Line Items] | ||||
Total number of shares authorized | 1,218,050,000 | |||
Common stock, shares authorized | 1,200,000,000 | 1,200,000,000 | ||
Common stock, par value (in dollars per share) | $ 5 | $ 5 | ||
Preferred stock, shares issued | 0 | |||
Preferred stock, shares outstanding | 0 | |||
Class B Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized | 150,000 | |||
Preferred stock, par value (in dollars per share) | $ 50 | |||
Class C Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized | 250,000 | |||
Preferred stock, par value (in dollars per share) | $ 100 | |||
Class D Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized | 1,100,000 | |||
Preferred stock, par value (in dollars per share) | $ 0 | |||
Class E Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized | 16,550,000 | |||
Preferred stock, par value (in dollars per share) | $ 0 | |||
Common stock | ||||
Class of Stock [Line Items] | ||||
Further increase to share repurchase program | $ 1,000,000,000 | |||
Stock repurchased (in shares) | 27,400,000 | |||
Repurchase of common shares | $ 967,300,000 |
SHARE-BASED PAYMENTS - Addition
SHARE-BASED PAYMENTS - Additional Information (Narrative) (Details) - Conagra Brands 2014 Stock Plan - shares | May 31, 2020 | Sep. 19, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares authorized for issuance (up to) (in shares) | 40,300,000 | |
Shares reserved for granting additional options, restricted stock units, cash-settled restricted stock units, performance shares, or other share-based awards (in shares) | 40,600,000 |
SHARE-BASED PAYMENTS - Share Un
SHARE-BASED PAYMENTS - Share Unit Awards (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Nov. 25, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Pinnacle Foods Inc. (Pinnacle) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock granted, shares (in shares) | 2,000,000 | |||
Weighted average grant date price (in dollars per share) | $ 36.37 | |||
Fair value of replacement awards granted attributable to pre-combination service | $ 36.3 | $ 3.4 | ||
Post-combination expense expected to be recognized | $ 0.8 | |||
Remaining post-combination recognition period | 1 year | |||
Stock-settled | Share Unit Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (income) | $ 24.5 | $ 23.9 | $ 21.8 | |
Tax benefit | $ 5.3 | $ 6 | $ 7.2 | |
Stock granted, shares (in shares) | 1,250,000 | 900,000 | 900,000 | |
Weighted average grant date price (in dollars per share) | $ 28.32 | $ 35.43 | $ 34.16 | |
Total intrinsic value of share units vested | $ 14.2 | $ 24.6 | $ 18.5 | |
Unrecognized compensation expense, net of estimated forfeitures, related to share unit awards | $ 27.9 | |||
Weighted average period for recognition | 1 year 9 months 18 days | |||
Cash-settled | Pinnacle Foods Inc. (Pinnacle) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expense for accelerated vesting of awards | $ 1 | 18.9 | ||
Income (expense) related to mark-to-market of the liability | (0.2) | 6.7 | ||
Cash-settled | Share Unit Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (income) | 4.2 | 17.5 | 5.8 | |
Tax benefit | $ 1.1 | 4.4 | $ 1.9 | |
Stock granted, shares (in shares) | 0 | 0 | ||
Total intrinsic value of share units vested | $ 24.3 | $ 50.5 | $ 14.2 | |
Unrecognized compensation expense, net of estimated forfeitures, related to share unit awards | $ 0.8 | |||
Weighted average period for recognition | 10 months 24 days |
SHARE-BASED PAYMENTS - Summary
SHARE-BASED PAYMENTS - Summary of Nonvested Share Units and Changes (Details) - Share Unit Awards - $ / shares | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Stock-Settled | |||
Share Units | |||
Nonvested, beginning balance (in shares) | 1,810,000 | ||
Granted (in shares) | 1,250,000 | 900,000 | 900,000 |
Vested/Issued (in shares) | (490,000) | ||
Forfeited (in shares) | (190,000) | ||
Nonvested, ending balance (in shares) | 2,380,000 | 1,810,000 | |
Weighted Average Grant-Date Fair Value | |||
Nonvested, beginning balance (in dollars per share) | $ 34.89 | ||
Granted (in dollars per share) | 28.32 | $ 35.43 | $ 34.16 |
Vested/Issued (in dollars per share) | 34.43 | ||
Forfeited (in dollars per share) | 31.60 | ||
Nonvested, ending balance (in dollars per share) | $ 31.76 | $ 34.89 | |
Cash-Settled | |||
Share Units | |||
Nonvested, beginning balance (in shares) | 970,000 | ||
Granted (in shares) | 0 | 0 | |
Vested/Issued (in shares) | (840,000) | ||
Forfeited (in shares) | (10,000) | ||
Nonvested, ending balance (in shares) | 120,000 | 970,000 | |
Weighted Average Grant-Date Fair Value | |||
Nonvested, beginning balance (in dollars per share) | $ 36.20 | ||
Vested/Issued (in dollars per share) | 36.17 | ||
Forfeited (in dollars per share) | 36.24 | ||
Nonvested, ending balance (in dollars per share) | $ 36.37 | $ 36.20 |
SHARE-BASED PAYMENTS - Performa
SHARE-BASED PAYMENTS - Performance Share Awards (Narrative) (Details) - Performance Shares - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense (income) | $ 31.8 | $ 8.2 | $ 11.8 |
Tax benefit | 2.9 | 2.1 | 3.9 |
Total intrinsic value of share units vested | 8.4 | $ 15.7 | $ 11.2 |
Unrecognized compensation expense, net of estimated forfeitures, related to share unit awards | $ 17.9 | ||
Weighted average period for recognition | 1 year 9 months 18 days | ||
Performance period ending in 2020 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Performance period ending in 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Performance period ending in 2022 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Performance period ending in 2020, 2021 and 2022 | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award payout (as a percent) | 0.00% | ||
Performance period ending in 2020, 2021 and 2022 | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award payout (as a percent) | 200.00% |
SHARE-BASED PAYMENTS - Summar_2
SHARE-BASED PAYMENTS - Summary of Activity for Performance Share Awards and Changes (Details) - Performance Shares shares in Thousands | 12 Months Ended |
May 31, 2020$ / sharesshares | |
Shares | |
Nonvested, beginning balance (in shares) | shares | 1,150 |
Granted (in shares) | shares | 600 |
Adjustments for performance results attained and dividend equivalents (in shares) | shares | 40 |
Vested/Issued (in shares) | shares | (290) |
Forfeited (in shares) | shares | (10) |
Nonvested, ending balance (in shares) | shares | 1,490 |
Weighted Average Grant-Date Fair Value | |
Nonvested, beginning balance (in dollars per share) | $ / shares | $ 34.89 |
Granted (in dollars per share) | $ / shares | 28.41 |
Adjustments for performance results attained and dividend equivalents (in dollars per share) | $ / shares | 34.94 |
Vested/Issued (in dollars per share) | $ / shares | 34.94 |
Forfeited (in dollars per share) | $ / shares | 32.60 |
Nonvested, ending balance (in dollars per share) | $ / shares | $ 32.27 |
SHARE-BASED PAYMENTS - Perfor_2
SHARE-BASED PAYMENTS - Performance-Based Restricted Stock Unit Awards (Narrative) (Details) - Performance-Based Restricted Stock Unit Awards - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Apr. 15, 2019 | May 31, 2020 | May 26, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | 0.2 | ||
Granted (in dollars per share) | $ 41.82 | ||
Eligibility adjustment based on relative TSR (percent) | 25.00% | ||
Maximum ratio of award payout relative to grant value of each grantees award | 8.6 | ||
Risk-free interest rates (percent) | 2.35% | ||
Expected volatility (percent) | 24.92% | ||
Compensation expense (income) | $ 2.7 | $ 0.3 | |
Tax benefit | 0.2 | $ 0.1 | |
Unrecognized compensation expense, net of estimated forfeitures, related to share unit awards | $ 4.7 | ||
Weighted average period for recognition | 2 years | ||
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award payout (as a percent) | 0.00% | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award payout (as a percent) | 500.00% |
SHARE-BASED PAYMENTS - Stock Op
SHARE-BASED PAYMENTS - Stock Option Plan (Narrative) (Details) - USD ($) | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted (in shares) | 0 | 0 | 0 |
Total intrinsic value of options exercised | $ 3,800,000 | $ 7,900,000 | $ 15,800,000 |
Closing market price of common stock (in dollars per share) | $ 34.79 | ||
Unrecognized compensation expense, net of estimated forfeitures, related to stock options | $ 0 | ||
Cash received from option exercises | 11,000,000 | 12,400,000 | 25,100,000 |
Actual tax benefit realized for tax deductions from option exercises | $ 1,400,000 | 2,300,000 | 5,300,000 |
Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Compensation expense (income) | $ 200,000 | 2,200,000 | 4,200,000 |
Tax benefit | $ 100,000 | 500,000 | 1,400,000 |
Options | Subsidiary | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense (income) | $ 200,000 | $ 400,000 | |
Options | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration period of options | 7 years | ||
Options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration period of options | 10 years |
SHARE-BASED PAYMENTS - Summar_3
SHARE-BASED PAYMENTS - Summary of Option Activity and Changes (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Number of Options | |||
Outstanding, beginning balance (in shares) | 4.4 | ||
Exercised (in shares) | (0.5) | ||
Expired (in shares) | (0.1) | ||
Outstanding, ending balance (in shares) | 3.8 | 4.4 | |
Exercisable (in shares) | 3.8 | ||
Weighted Average Exercise Price | |||
Outstanding, beginning balance (in dollars per share) | $ 29 | ||
Exercised (in dollars per share) | 20.46 | ||
Expired (in dollars per share) | 34.57 | ||
Outstanding, ending balance (in dollars per share) | 30.07 | $ 29 | |
Exercisable (in dollars per share) | $ 30.07 | ||
Average Remaining Contractual Term | |||
Outstanding (term) | 4 years 11 months 1 day | ||
Exercisable (term) | 4 years 11 months 1 day | ||
Aggregate Intrinsic Value | |||
Exercised | $ 3.8 | $ 7.9 | $ 15.8 |
Outstanding | 19 | ||
Exercisable | $ 19 |
SHARE-BASED PAYMENTS - Stock Ap
SHARE-BASED PAYMENTS - Stock Appreciation Rights (SARs) Awards (Narrative) (Details) - USD ($) $ / shares in Units, shares in Millions | 3 Months Ended | 12 Months Ended | |
Nov. 25, 2018 | May 31, 2020 | May 26, 2019 | |
Pinnacle Foods Inc. (Pinnacle) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock granted, shares (in shares) | 2 | ||
Weighted average grant date price (in dollars per share) | $ 36.37 | ||
Fair value of replacement awards granted attributable to pre-combination service | $ 36,300,000 | $ 3,400,000 | |
Stock Appreciation Rights (SARs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense (income) | (300,000) | $ (13,700,000) | |
Income related to mark-to-market of the liability | 14,000,000 | 14,000,000 | |
Expense for accelerated vesting of awards | 200,000 | 200,000 | |
Tax benefit | 100,000 | $ 3,400,000 | |
Stock Appreciation Rights (SARs) | Pinnacle Foods Inc. (Pinnacle) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock granted, shares (in shares) | 2.3 | ||
Weighted average grant date price (in dollars per share) | $ 36.37 | ||
Fair value of replacement awards granted attributable to pre-combination service | $ 14,800,000 | $ 0 |
SHARE-BASED PAYMENTS - Summar_4
SHARE-BASED PAYMENTS - Summary of Stock Appreciation Awards (Details) - Stock Appreciation Rights (SARs) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
May 31, 2020USD ($)$ / sharesshares | |
Number of Awards | |
Outstanding, beginning balance (in shares) | 0.4 |
Exercised (in shares) | (0.2) |
Forfeited (in shares) | (0.2) |
Outstanding, ending balance (in shares) | 0 |
Weighted Average Exercise Price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 28.13 |
Exercised (in dollars per share) | $ / shares | 26.47 |
Forfeited (in dollars per share) | $ / shares | $ 30.76 |
Aggregate Intrinsic Value (in Millions) | |
Exercised | $ | $ 0.6 |
PRE-TAX INCOME AND INCOME TAX_3
PRE-TAX INCOME AND INCOME TAXES - Schedule of Pre-Tax Income from Continuing Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Tax Contingency [Line Items] | |||
Total before tax | $ 1,043.1 | $ 899.1 | $ 972.1 |
United States | |||
Income Tax Contingency [Line Items] | |||
Total before tax | 978.3 | 826.6 | 902.5 |
Foreign | |||
Income Tax Contingency [Line Items] | |||
Total before tax | $ 64.8 | $ 72.5 | $ 69.6 |
PRE-TAX INCOME AND INCOME TAX_4
PRE-TAX INCOME AND INCOME TAXES - Schedule of the Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Current | |||
Federal | $ 188.2 | $ 125.4 | $ 153.1 |
State | 25.5 | 22.6 | 17.8 |
Foreign | 9.5 | 21.6 | 32.5 |
Current provision for income taxes | 223.2 | 169.6 | 203.4 |
Deferred | |||
Federal | 37.6 | 40.1 | (43.7) |
State | (62.3) | 19 | 17.4 |
Foreign | 2.8 | (9.9) | (2.5) |
Deferred provision for income taxes | (21.9) | 49.2 | (28.8) |
Total provision for income taxes | $ 201.3 | $ 218.8 | $ 174.6 |
PRE-TAX INCOME AND INCOME TAX_5
PRE-TAX INCOME AND INCOME TAXES - Reconciliation of Income Taxes to the Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Income Tax Disclosure [Abstract] | |||
Computed U.S. Federal income taxes | $ 219 | $ 188.8 | $ 285.3 |
State income taxes, net of U.S. Federal tax impact | 29.6 | 34.1 | 18 |
Remeasurement of deferred taxes due to U.S. tax legislation | 0 | 0 | (241.6) |
Transition tax on foreign earnings | 0 | (4.6) | 19.8 |
Tax credits and domestic manufacturing deduction | (9.7) | (5.6) | (20.6) |
Federal rate differential on legal reserve | 0 | 0 | 12.6 |
Goodwill and intangible impairments | 11.2 | 12.5 | 0 |
Remeasurement of deferred taxes due to legal entity reorganization | (40.9) | 16.9 | 0 |
State tax impact of combining Pinnacle business | 0 | (12) | 0 |
Change of valuation allowance on capital loss carryforward | 0 | (32.2) | 78.6 |
Other | (7.9) | 20.9 | 22.5 |
Total provision for income taxes | $ 201.3 | $ 218.8 | $ 174.6 |
PRE-TAX INCOME AND INCOME TAX_6
PRE-TAX INCOME AND INCOME TAXES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Tax Credit Carryforward [Line Items] | |||
Income taxes paid, net of refunds | $ 178 | $ 133.8 | $ 164.1 |
Liabilities for gross unrecognized tax benefits | 35.8 | 44.1 | |
Related liability for gross interest and penalties | 7.4 | 11.7 | |
Tax positions for which deductibility is high but timing is uncertain | 0.7 | ||
Interest and penalties recognized | (4.3) | 1.2 | 1.6 |
Net amount of unrecognized tax benefits that, if recognized, would favorably impact effective tax rate | 30.3 | 37.3 | |
Estimated decrease in gross unrecognized tax benefits | 16 | ||
Foreign net operating loss carryforwards | 27.3 | ||
Foreign net operating loss carryforwards (expiring between fiscal 2021 and 2041) | 13.3 | ||
Foreign net operating loss carryforwards with no expiration dates | 14 | ||
Federal net operating loss carryforwards | 126.5 | ||
Tax effected state net operating loss carryforwards | 42.1 | ||
Foreign tax credits (expiring between fiscal 2025 and 2030) | 9.7 | ||
State tax credits | 11.9 | ||
Net decrease in valuation allowance | 9.8 | $ 1.5 | $ 273.8 |
United States | Capital loss carryforwards | |||
Tax Credit Carryforward [Line Items] | |||
Capital loss carryforwards related to the private brands divestiture | 2,600 | ||
State | Capital loss carryforwards | |||
Tax Credit Carryforward [Line Items] | |||
Capital loss carryforwards related to the private brands divestiture | 165 | ||
Discontinued operations | |||
Tax Credit Carryforward [Line Items] | |||
Estimated decrease in gross unrecognized tax benefits | $ 6.6 | ||
Minimum | |||
Tax Credit Carryforward [Line Items] | |||
Statutes of limitations, term | 3 years | ||
Maximum | |||
Tax Credit Carryforward [Line Items] | |||
Statutes of limitations, term | 5 years |
PRE-TAX INCOME AND INCOME TAX_7
PRE-TAX INCOME AND INCOME TAXES - Schedule of the Tax Effect of Temporary Differences and Carryforwards (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Assets | ||
Inventory | $ 19.5 | $ 15.2 |
Accrued expenses | 13.4 | 11.8 |
Compensation related liabilities | 36.3 | 35.9 |
Pension and other postretirement benefits | 35.2 | 54.6 |
Lease liabilities | 61.3 | |
Other liabilities that will give rise to future tax deductions | 88.1 | 123.5 |
Net capital and operating loss carryforwards | 753.4 | 766.5 |
Federal credits | 17.5 | 18 |
Other | 52.7 | 37.6 |
Gross deferred tax assets | 1,077.4 | 1,063.1 |
Less: Valuation allowance | (728.3) | (738.1) |
Net deferred taxes | 349.1 | 325 |
Liabilities | ||
Property, plant and equipment | 258.4 | 240.7 |
Goodwill, trademarks and other intangible assets | 1,108.4 | 1,187 |
Right-of-use assets | 51 | |
Investment in unconsolidated subsidiaries | 196.2 | 185.4 |
Other | 31.8 | 24 |
Gross deferred tax liabilities | 1,645.8 | 1,637.1 |
Net deferred taxes | $ 1,645.8 | $ 1,637.1 |
PRE-TAX INCOME AND INCOME TAX_8
PRE-TAX INCOME AND INCOME TAXES - Schedule of Change in Unrecognized Tax Benefits (Details) $ in Millions | 12 Months Ended |
May 31, 2020USD ($) | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns | |
Beginning balance | $ 44.1 |
Increases from positions established during prior periods | 2.7 |
Decreases from positions established during prior periods | (0.3) |
Increases from positions established during the current period | 3.7 |
Decreases relating to settlements with taxing authorities | (6.4) |
Reductions resulting from lapse of applicable statute of limitation | (7.7) |
Other adjustments to liability | (0.3) |
Ending balance | $ 35.8 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Schedule Of Lease [Line Items] | |||
Lessee, operating lease, existence of option to extend | true | ||
Lessee, operating lease, existence of option to terminate | true | ||
Lessee, finance lease, existence of option to extend | true | ||
Lessee, finance lease, existence of option to terminate | true | ||
Operating lease cost | $ 63.7 | ||
Lessee, lease payment not yet commenced | 2 | ||
Rent expense under all operating leases | $ 83.5 | $ 62.5 | |
Non-cash issuances of capital and financing lease obligations | $ 23.5 | $ 1.3 | |
Pinnacle Integration Restructuring Plan | |||
Schedule Of Lease [Line Items] | |||
Operating lease cost | 9.9 | ||
Pinnacle Integration Restructuring Plan | Selling, general and administrative expenses | |||
Schedule Of Lease [Line Items] | |||
Impairments of ROU assets | $ 2.9 |
LEASES - Schedule of Operating
LEASES - Schedule of Operating and Finance Leases Reported in Balance Sheet (Details) $ in Millions | May 31, 2020USD ($) |
Leases [Abstract] | |
ROU assets, net | $ 209.3 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent |
Lease liabilities (current) | $ 44.4 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherAccruedLiabilitiesCurrent |
Lease liabilities (noncurrent) | $ 206.1 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent |
ROU assets, at cost | $ 220.4 |
Less accumulated depreciation | (53.6) |
ROU assets, net | $ 166.8 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet |
Lease liabilities (current) | $ 22.2 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtAndCapitalLeaseObligationsCurrent |
Lease liabilities (noncurrent) | $ 132.9 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:SeniorLongTermNotes |
LEASES - Components of Total Le
LEASES - Components of Total Lease Cost (Details) $ in Millions | 12 Months Ended |
May 31, 2020USD ($) | |
Lease Cost [Abstract] | |
Operating lease cost | $ 63.7 |
Finance lease cost | |
Depreciation of leased assets | 15.4 |
Interest on lease liabilities | 9.1 |
Short-term lease cost | 3.8 |
Total lease cost | $ 92 |
LEASES - Schedule of Weighted-A
LEASES - Schedule of Weighted-Average Remaining Lease Terms and Weighted-Average Discount Rate for Leases (Details) | May 31, 2020 |
Leases [Abstract] | |
Operating Leases, Weighted-average remaining lease term (in years) | 8 years 6 months |
Operating Leases, Weighted-average discount rate | 3.61% |
Finance Leases, Weighted-average remaining lease term (in years) | 8 years |
Finance Leases, Weighted-average discount rate | 5.29% |
LEASES - Schedule of Cash Flows
LEASES - Schedule of Cash Flows Arising from Lease Transactions (Details) $ in Millions | 12 Months Ended |
May 31, 2020USD ($) | |
Leases [Abstract] | |
Operating cash outflows from operating leases | $ 59.5 |
Operating cash outflows from finance leases | 9.2 |
Financing cash outflows from finance leases | 22.5 |
Operating leases | 41.6 |
Finance leases | $ 12.2 |
LEASES - Schedule of Maturities
LEASES - Schedule of Maturities of Lease Liabilities (Details) $ in Millions | May 31, 2020USD ($) |
Leases [Abstract] | |
Operating Leases, 2021 | $ 53 |
Operating Leases, 2022 | 42.1 |
Operating Leases, 2023 | 36.5 |
Operating Leases, 2024 | 28 |
Operating Leases, 2025 | 19.7 |
Operating Leases, Later years | 118.6 |
Operating Leases, Total lease payments | 297.9 |
Less: Operating Leases, Imputed interest | (47.4) |
Operating Leases, Total lease liabilities | $ 250.5 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | cag:OtherAccruedLiabilitiesAndOtherNoncurrentLiabilitiesMember |
Finance Leases, 2021 | $ 30.3 |
Finance Leases, 2022 | 27.7 |
Finance Leases, 2023 | 23.7 |
Finance Leases, 2024 | 19.7 |
Finance Leases, 2025 | 17.8 |
Finance Leases, Later years | 75.5 |
Finance Leases, Total lease payments | 194.7 |
Less: Finance Leases, Imputed interest | (39.6) |
Finance Leases, Total lease liabilities | 155.1 |
2021 | 83.3 |
2022 | 69.8 |
2023 | 60.2 |
2024 | 47.7 |
2025 | 37.5 |
Later years | 194.1 |
Total lease payments | 492.6 |
Less: Imputed interest | (87) |
Total lease liabilities | $ 405.6 |
LEASES - Summary of Non-Cancell
LEASES - Summary of Non-Cancellable Operating Lease Commitments (Details) $ in Millions | May 26, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 52.1 |
2021 | 48.4 |
2022 | 38 |
2023 | 34.1 |
2024 | 25.6 |
Later years | 114.4 |
Total non-cancellable operating lease commitments | $ 312.6 |
CONTINGENCIES (Details)
CONTINGENCIES (Details) | Jan. 27, 2014USD ($)defendant | Nov. 24, 2019USD ($) | May 31, 2020USD ($)Installmentsiteperiod | May 27, 2018USD ($)building | Sep. 04, 2018USD ($) |
Guarantee Obligations [Line Items] | |||||
Number buildings purchased in period | building | 2 | ||||
Aggregate charges for early termination of leases | $ 48,200,000 | ||||
Loss on lease put option | |||||
Guarantee Obligations [Line Items] | |||||
Estimate of possible loss | $ 8,200,000 | ||||
Lamb Weston | |||||
Guarantee Obligations [Line Items] | |||||
Number of optional extension periods | period | 2 | ||||
Period of optional extensions | 5 years | ||||
Beatrice | |||||
Guarantee Obligations [Line Items] | |||||
Number of sites under environmental matters for which acquired company has a liability | site | 40 | ||||
Accrual for environmental matters | $ 57,700,000 | ||||
Increase in environmental reserves | $ 6,600,000 | ||||
Performance and payment guarantee for Lamb Weston | |||||
Guarantee Obligations [Line Items] | |||||
Guarantee under sublease agreement (maximum) | 75,000,000 | ||||
Guarantee to make payments | |||||
Guarantee Obligations [Line Items] | |||||
Guarantee under sublease agreement (maximum) | $ 600,000 | ||||
Remaining lease terms | 3 years | ||||
Performance and payment of all amounts under sublease agreement | |||||
Guarantee Obligations [Line Items] | |||||
Guarantee under sublease agreement (maximum) | $ 16,500,000 | ||||
Remaining lease terms | 7 years | ||||
California | Beatrice | |||||
Guarantee Obligations [Line Items] | |||||
Number of other defendants | defendant | 2 | ||||
Estimate of possible loss | $ 1,150,000,000 | $ 409,000,000 | |||
Total payments to be made under settlement | $ 101,700,000 | ||||
Number of annual installments to be made | Installment | 7 | ||||
California | Beatrice | Maximum | |||||
Guarantee Obligations [Line Items] | |||||
Litigation settlement, amount of guarantee provided | $ 15,000,000 | ||||
California | Beatrice | Minimum | Other accrued liabilities | |||||
Guarantee Obligations [Line Items] | |||||
Amount accrued | 11,500,000 | ||||
California | Beatrice | Minimum | Other noncurrent liabilities | |||||
Guarantee Obligations [Line Items] | |||||
Amount accrued | $ 63,100,000 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Nov. 25, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | May 28, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Period to hedge portion of anticipated consumption of commodity inputs (up to) | 36 months | ||||
Gain recognized in other comprehensive income | $ (7.1) | $ 45.5 | $ 2.9 | ||
Deferred gain in AOCI upon settlement of contracts | 7,950.7 | 7,463.7 | 3,756.6 | $ 4,077.8 | |
Setoff amounts applied against total derivative assets | 0.4 | 0.5 | |||
Setoff amounts applied against total derivative liabilities | 1.5 | 0.4 | |||
Level 2 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Maximum amount of loss due to credit risk of counterparties | 5.2 | ||||
Prepaid expenses and other current assets | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amounts representing a right to reclaim cash collateral | 1.1 | ||||
Amount representing obligation to return cash | 0.1 | ||||
Cash flow hedge, Pinnacle | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain recognized in other comprehensive income | $ 47.5 | ||||
Commodity contracts | Purchase contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Notional value of contracts | 102 | 140.1 | |||
Commodity contracts | Sales contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Notional value of contracts | 3.4 | 18.5 | |||
Foreign currency forward and cross currency swap contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Notional value of contracts | 107.6 | 88.2 | |||
Derivative adjustments, net of reclassification adjustments | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Deferred gain in AOCI upon settlement of contracts | 26.3 | $ 34 | $ 1 | ||
Derivative adjustments, net of reclassification adjustments | Cash flow hedge, Pinnacle | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Deferred gain in AOCI upon settlement of contracts | $ 42 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Derivative Assets and Liabilities and Amounts Representing Right to Reclaim or Obligation to Return Cash Collateral (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||
Prepaid expenses and other current assets | $ 8 | $ 5.9 |
Other accrued liabilities | $ 0.4 | $ 1.4 |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Derivative Assets and Liabilities on a Gross Basis (Details) - Total derivatives not designated as hedging instruments - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | $ 8.4 | $ 6.4 |
Derivative Liabilities | 1.9 | 1.8 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 3.3 | 4.9 |
Commodity contracts | Other accrued liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | 1.9 | 0.9 |
Foreign exchange contracts | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 5.1 | 1.4 |
Foreign exchange contracts | Other accrued liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | $ 0 | 0.9 |
Other Contract | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | $ 0.1 |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of Location and Amount of Gain (Loss) from Derivatives Not Designated as Hedging Instruments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Derivatives, Fair Value [Line Items] | |||
Total losses from derivative instruments not designated as hedging instruments | $ (12.9) | $ (3.6) | $ (0.6) |
Commodity contracts | Cost of goods sold | |||
Derivatives, Fair Value [Line Items] | |||
Total losses from derivative instruments not designated as hedging instruments | (18.4) | (5.3) | 3 |
Foreign exchange contracts | Cost of goods sold | |||
Derivatives, Fair Value [Line Items] | |||
Total losses from derivative instruments not designated as hedging instruments | $ 5.5 | $ 1.7 | (3.9) |
Foreign exchange contracts | Selling, general and administrative expenses | |||
Derivatives, Fair Value [Line Items] | |||
Total losses from derivative instruments not designated as hedging instruments | $ 0.3 |
PENSION AND POSTRETIREMENT BE_3
PENSION AND POSTRETIREMENT BENEFITS - Narrative (Details) - USD ($) $ in Millions | Jan. 31, 2020 | Feb. 23, 2020 | Aug. 25, 2019 | Nov. 26, 2017 | May 31, 2020 | May 26, 2019 | May 27, 2018 | Dec. 31, 2019 | Nov. 24, 2019 | May 27, 2019 | Sep. 30, 2017 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Expense related to expected incurrence of certain multi-employer plan withdrawal costs | $ 0.3 | $ 0.6 | |||||||||
Fair value of certain investments | $ 52.4 | ||||||||||
Fair value of funds which have imposed such gates | 0.1 | ||||||||||
Expense related to defined contribution plans | $ 49.9 | $ 39.9 | 24.5 | ||||||||
Maximum | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Maximum allowable funding percentage to be in critical status | 65.00% | ||||||||||
Maximum allowable funding percentage to be in endangered status | 80.00% | ||||||||||
Minimum | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Minimum required funding percentage to be in the green zone | 80.00% | ||||||||||
Percentage of plan's total contribution under Forms 5500 (more than) | 5.00% | ||||||||||
Private equity funds | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Unfunded commitments for additional investments | $ 36.8 | ||||||||||
Natural resources funds | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Unfunded commitments for additional investments | $ 13.5 | ||||||||||
Fixed income securities | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Target allocation (percent) | 90.00% | ||||||||||
Return seeking securities | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Target allocation (percent) | 10.00% | ||||||||||
Pension Benefits | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Pension curtailment loss within other comprehensive income (loss) | $ 0.2 | $ 0.8 | 0.7 | ||||||||
Effective discount rate assumption | 3.86% | 2.96% | 2.98% | 3.88% | 3.37% | 3.89% | |||||
(Increase) decrease to underfunded status of the pension plans | $ (4.3) | $ 0.8 | |||||||||
Lump-sum settlement payment | $ 154.6 | 156.3 | |||||||||
Settlement gain | 2.1 | 2.1 | (1.3) | ||||||||
Benefit to other comprehensive income (loss) | $ 79.8 | ||||||||||
Charge reflecting year-end write-off of actuarial losses | $ 3.4 | 44.8 | $ 5.1 | $ 3.4 | |||||||
Accumulated benefit obligation | $ 3,870 | $ 3,730 | |||||||||
Charge reflecting year-end write-off of actuarial losses percentage | 10.00% | 10.00% | 10.00% | ||||||||
Anticipated contributions to plans in fiscal 2020 | $ 32.2 | ||||||||||
Pension Benefits | Sopinoff | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Pension curtailment loss within other comprehensive income (loss) | $ 0.6 | ||||||||||
Effective discount rate assumption | 3.90% | 3.13% | 3.90% | 3.78% | |||||||
(Increase) decrease to underfunded status of the pension plans | $ (12.3) | 43.5 | |||||||||
Pension curtailment gain (charge) within other comprehensive income (loss) | $ 0.7 | ||||||||||
Other Benefits | |||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||||
Pension curtailment loss within other comprehensive income (loss) | $ (0.6) | ||||||||||
Effective discount rate assumption | 2.39% | 3.48% | |||||||||
(Increase) decrease to underfunded status of the pension plans | $ 0.6 | ||||||||||
Lump-sum settlement payment | $ 0.1 | 0.5 | |||||||||
Settlement gain | 0.2 | $ 1 | |||||||||
Anticipated contributions to plans in fiscal 2020 | $ 10 |
PENSION AND POSTRETIREMENT BE_4
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Changes in Benefit Obligations and Plan Assets (Details) - USD ($) $ in Millions | Jan. 31, 2020 | Feb. 23, 2020 | May 31, 2020 | May 26, 2019 | May 27, 2018 |
Change in Plan Assets | |||||
Fair value of plan assets at beginning of year | $ 3,601.5 | ||||
Fair value of plan assets at end of year | 3,820.4 | $ 3,601.5 | |||
Pension Benefits | |||||
Change in Benefit Obligation | |||||
Benefit obligation at beginning of year | 3,733.2 | 3,423.6 | |||
Service cost | 11.5 | 10.9 | $ 42.8 | ||
Interest cost | 118.4 | 132.6 | 111.1 | ||
Amendments | 1.4 | ||||
Actuarial loss (gain) | 411.6 | 150.1 | |||
Plan settlements | (201.7) | ||||
Curtailments | $ 4.3 | (0.8) | |||
Benefits paid | (199.3) | (191.2) | |||
Currency | (0.4) | (0.6) | |||
Business acquisitions and divestitures | 206.4 | ||||
Benefit obligation at end of year | 3,872.5 | 3,733.2 | 3,423.6 | ||
Change in Plan Assets | |||||
Fair value of plan assets at beginning of year | 3,601.5 | 3,355.1 | |||
Actual return on plan assets | 557.5 | 252.2 | |||
Employer contributions | 17.5 | 14.7 | |||
Plan settlements | $ (154.6) | (156.3) | |||
Benefits paid | (199.3) | (191.2) | |||
Currency | (0.5) | (0.6) | |||
Business acquisitions and divestitures | 171.3 | ||||
Fair value of plan assets at end of year | 3,820.4 | 3,601.5 | 3,355.1 | ||
Other Benefits | |||||
Change in Benefit Obligation | |||||
Benefit obligation at beginning of year | 91.2 | 119.3 | |||
Service cost | 0.1 | 0.1 | 0.2 | ||
Interest cost | 2.6 | 3.8 | 3.9 | ||
Plan participants' contributions | 2.5 | ||||
Amendments | (0.8) | ||||
Actuarial loss (gain) | 3 | (24.3) | |||
Plan settlements | (0.1) | (0.5) | |||
Curtailments | (0.6) | ||||
Benefits paid | (6.9) | (9.8) | |||
Currency | (0.1) | (0.2) | |||
Business acquisitions and divestitures | 1.7 | ||||
Benefit obligation at end of year | 89.8 | 91.2 | 119.3 | ||
Change in Plan Assets | |||||
Fair value of plan assets at beginning of year | 3.4 | 3.7 | |||
Actual return on plan assets | 0.1 | 0.2 | |||
Employer contributions | 6.9 | 7.3 | |||
Plan participants' contributions | 2.5 | ||||
Plan settlements | (0.1) | (0.5) | |||
Benefits paid | (6.9) | (9.8) | |||
Fair value of plan assets at end of year | $ 3.4 | $ 3.4 | $ 3.7 |
PENSION AND POSTRETIREMENT BE_5
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Funded Status and Amounts Recognized (Details) - USD ($) $ in Millions | May 31, 2020 | Feb. 23, 2020 | Jan. 31, 2020 | Dec. 31, 2019 | Nov. 24, 2019 | May 26, 2019 |
Pension Benefits | ||||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Funded Status | $ (52.1) | $ (131.7) | ||||
Amounts Recognized in Consolidated Balance Sheets | ||||||
Other assets | 202.4 | 61.2 | ||||
Other accrued liabilities | (8.9) | (10.2) | ||||
Other noncurrent liabilities | (245.6) | (182.7) | ||||
Net Amount Recognized | (52.1) | (131.7) | ||||
Amounts Recognized in Accumulated Other Comprehensive (Income) Loss (Pre-tax) | ||||||
Actuarial net loss (gain) | 51.2 | 115.8 | ||||
Net prior service cost (benefit) | 8.6 | 12.1 | ||||
Total | $ 59.8 | $ 127.9 | ||||
Weighted-Average Actuarial Assumptions Used to Determine Benefit Obligations at May 31, 2020 and May 26, 2019 | ||||||
Discount rate | 2.98% | 2.96% | 3.86% | 3.37% | 3.89% | 3.88% |
Other Benefits | ||||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Funded Status | $ (86.4) | $ (87.8) | ||||
Amounts Recognized in Consolidated Balance Sheets | ||||||
Other assets | 2.9 | 2.8 | ||||
Other accrued liabilities | (10) | (10.8) | ||||
Other noncurrent liabilities | (79.3) | (79.8) | ||||
Net Amount Recognized | (86.4) | (87.8) | ||||
Amounts Recognized in Accumulated Other Comprehensive (Income) Loss (Pre-tax) | ||||||
Actuarial net loss (gain) | (15) | (47.8) | ||||
Net prior service cost (benefit) | (40.1) | (17.1) | ||||
Total | $ (55.1) | $ (64.9) | ||||
Weighted-Average Actuarial Assumptions Used to Determine Benefit Obligations at May 31, 2020 and May 26, 2019 | ||||||
Discount rate | 2.39% | 3.48% |
PENSION AND POSTRETIREMENT BE_6
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Projected Benefit Obligation, Accumulated Benefit Obligation, and Fair Value of Plan Assets (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Compensation And Retirement Disclosure [Abstract] | ||
Projected benefit obligation | $ 1,062.8 | $ 964.3 |
Accumulated benefit obligation | 1,062.8 | 963.7 |
Fair value of plan assets | $ 808.2 | $ 771.4 |
PENSION AND POSTRETIREMENT BE_7
PENSION AND POSTRETIREMENT BENEFITS - Components of Pension Benefit and Other Postretirement Benefit Costs (Details) - USD ($) $ in Millions | Jan. 31, 2020 | Feb. 23, 2020 | May 31, 2020 | May 26, 2019 | May 27, 2018 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Total benefit (income) cost | $ 12.4 | $ (16.4) | $ (49) | ||
Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Service cost | 11.5 | 10.9 | 42.8 | ||
Interest cost | 118.4 | 132.6 | 111.1 | ||
Expected return on plan assets | (170.2) | (174.4) | (218.3) | ||
Amortization of prior service cost (benefit) | 2.7 | 3.1 | 2.9 | ||
Recognized net actuarial loss (gain) | 44.8 | 5.1 | 3.4 | ||
Settlement loss (gain) | $ (2.1) | (2.1) | 1.3 | ||
Curtailment loss (gain) | $ 0.2 | 0.8 | 0.7 | ||
Total benefit (income) cost | 5.9 | (22.7) | (56.1) | ||
Other Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Service cost | 0.1 | 0.1 | 0.2 | ||
Interest cost | 2.6 | 3.8 | 3.9 | ||
Amortization of prior service cost (benefit) | (2.1) | (2.2) | (3.4) | ||
Recognized net actuarial loss (gain) | (4.6) | (1.4) | |||
Settlement loss (gain) | (0.2) | (1) | |||
Curtailment loss (gain) | (0.6) | ||||
Total benefit (income) cost | (4.2) | (1.3) | 0.7 | ||
Multi-employer plans | Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Total benefit (income) cost | $ 6.5 | $ 6.3 | $ 7.1 |
PENSION AND POSTRETIREMENT BE_8
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Other Changes in Plan Assets and Benefit Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Net amount recognized | $ 43.2 | $ (34) | $ 113 |
Pension Benefits | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Net actuarial gain (loss) | 21.9 | (72.1) | |
Amendments | 0 | (1.4) | |
Amortization of prior service cost (benefit) | 2.7 | 3.1 | |
Settlement and curtailment gain | (1.3) | 0 | |
Recognized net actuarial loss (gain) | 44.8 | 5.1 | |
Net amount recognized | 68.1 | (65.3) | |
Other Benefits | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Net actuarial gain (loss) | (2.9) | 25.1 | |
Amendments | 0 | 0.8 | |
Amortization of prior service cost (benefit) | (2.1) | (2.2) | |
Settlement and curtailment gain | (0.2) | (1.6) | |
Recognized net actuarial loss (gain) | (4.6) | (1.4) | |
Net amount recognized | $ (9.8) | $ 20.7 |
PENSION AND POSTRETIREMENT BE_9
PENSION AND POSTRETIREMENT BENEFITS - Weighted Average Actuarial Assumption Used to Determine Net Expense (Details) | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Pension Benefits | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 3.88% | 4.15% | 3.90% |
Long-term rate of return on plan assets | 4.77% | 5.17% | 7.50% |
Long-term rate of compensation increase | 3.63% | 3.63% | |
Other Benefits | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 3.48% | 3.81% | 3.33% |
PENSION AND POSTRETIREMENT B_10
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Fair Value of Plan Assets, Summarized by Level (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | $ 3,820.4 | $ 3,601.5 |
Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 196.6 | 150.8 |
Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 3,382.8 | 3,204.8 |
Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Total | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 3,579.4 | 3,355.6 |
Measured at net asset value | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 241 | 245.9 |
Cash and cash equivalents | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 82 | 78.4 |
Cash and cash equivalents | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 10.1 | 0.7 |
Cash and cash equivalents | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 71.9 | 77.7 |
Cash and cash equivalents | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
U.S. equity securities | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 146.1 | 148.1 |
U.S. equity securities | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 63.9 | 56.3 |
U.S. equity securities | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 82.2 | 91.8 |
U.S. equity securities | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
International equity securities | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 93.1 | 88.2 |
International equity securities | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 92.4 | 87.8 |
International equity securities | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0.7 | 0.4 |
International equity securities | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Government bonds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 743.9 | 748.3 |
Government bonds | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Government bonds | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 743.9 | 748.3 |
Government bonds | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Corporate bonds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 2,461.7 | 2,255.5 |
Corporate bonds | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Corporate bonds | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 2,461.7 | 2,255.5 |
Corporate bonds | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Mortgage-backed bonds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 22.4 | 31.1 |
Mortgage-backed bonds | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Mortgage-backed bonds | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 22.4 | 31.1 |
Mortgage-backed bonds | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Real estate funds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0.4 |
Real estate funds | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0.4 |
Real estate funds | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Real estate funds | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Net receivables for unsettled transactions | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 30.2 | 5.6 |
Net receivables for unsettled transactions | Level 1 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 30.2 | 5.6 |
Net receivables for unsettled transactions | Level 2 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | 0 | 0 |
Net receivables for unsettled transactions | Level 3 | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Total pension plan assets | $ 0 | $ 0 |
PENSION AND POSTRETIREMENT B_11
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Pension Plan Weighted-Average Asset Allocations and Target Asset Allocations (Details) | May 31, 2020 | May 26, 2019 |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average Asset Allocations | 100.00% | 100.00% |
Equity securities | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average Asset Allocations | 6.00% | 7.00% |
Debt securities | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average Asset Allocations | 85.00% | 85.00% |
Real estate funds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average Asset Allocations | 1.00% | 1.00% |
Private equity | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average Asset Allocations | 3.00% | 3.00% |
Other | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average Asset Allocations | 5.00% | 4.00% |
PENSION AND POSTRETIREMENT B_12
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Assumed Health Care Cost Trend Rates (Details) | 12 Months Ended | |
May 31, 2020 | May 26, 2019 | |
Assumed Health Care Cost Trend Rates at: | ||
Initial health care cost trend rate | 6.22% | 7.20% |
Ultimate health care cost trend rate | 4.40% | 4.50% |
Year that the rate reaches the ultimate trend rate | 2024 | 2024 |
PENSION AND POSTRETIREMENT B_13
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Estimated Future Gross Benefit Payments (Details) $ in Millions | May 31, 2020USD ($) |
Pension Benefits | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2021 | $ 199.4 |
2022 | 202.7 |
2023 | 204.7 |
2024 | 206.2 |
2025 | 207.6 |
Succeeding 5 years | 1,038 |
Health Care and Life Insurance Benefits | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2021 | 10.1 |
2022 | 9.3 |
2023 | 8.5 |
2024 | 7.8 |
2025 | 7.1 |
Succeeding 5 years | $ 27.3 |
PENSION AND POSTRETIREMENT B_14
PENSION AND POSTRETIREMENT BENEFITS - Schedule of Contributions for Plans That Are Not Individually Significant (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Multiemployer Plans [Line Items] | |||
Entity Tax Identification Number | 47-0248710 | ||
Total Contributions | $ 6.5 | $ 6 | $ 6.5 |
Bakery and Confectionary Union and Industry International Pension Plan | |||
Multiemployer Plans [Line Items] | |||
Entity Tax Identification Number | 52-6118572 | ||
PN | 001 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP / RP Status | Implemented | ||
Total Contributions | $ 0 | $ 0.1 | $ 1.5 |
Surcharge Imposed | No | ||
Central States, Southeast and Southwest Areas Pension Fund | |||
Multiemployer Plans [Line Items] | |||
Entity Tax Identification Number | 36-6044243 | ||
PN | 001 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP / RP Status | Implemented | ||
Total Contributions | $ 2 | $ 1.8 | $ 1.8 |
Surcharge Imposed | No | ||
Expiration Dates of Collective Bargaining Agreements | May 31, 2021 | ||
Western Conference of Teamsters Pension Plan | |||
Multiemployer Plans [Line Items] | |||
Entity Tax Identification Number | 91-6145047 | ||
PN | 001 | ||
Pension Protection Act Zone Status | Green | Green | |
FIP / RP Status | NA | ||
Total Contributions | $ 3.2 | $ 3.2 | $ 2.8 |
Surcharge Imposed | No | ||
Expiration Dates of Collective Bargaining Agreements | Jun. 30, 2021 | ||
Other Plans | |||
Multiemployer Plans [Line Items] | |||
Total Contributions | $ 1.3 | $ 0.9 | $ 0.4 |
FAIR VALUE MEASUREMENTS - Sched
FAIR VALUE MEASUREMENTS - Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | May 31, 2020 | May 26, 2019 |
Assets: | ||
Derivative assets | $ 8 | $ 5.9 |
Marketable securities | 8.1 | 15.7 |
Deferred compensation assets | 8.6 | 10.7 |
Total assets | 24.7 | 32.3 |
Liabilities: | ||
Derivative liabilities | 0.4 | 1.4 |
Deferred compensation liabilities | 68 | 70.4 |
Total liabilities | 68.4 | 71.8 |
Level 1 | ||
Assets: | ||
Derivative assets | 2.8 | 3 |
Marketable securities | 8.1 | 15.7 |
Deferred compensation assets | 8.6 | 10.7 |
Total assets | 19.5 | 29.4 |
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Deferred compensation liabilities | 68 | 70.4 |
Total liabilities | 68 | 70.4 |
Level 2 | ||
Assets: | ||
Derivative assets | 5.2 | 2.9 |
Marketable securities | 0 | 0 |
Deferred compensation assets | 0 | |
Total assets | 5.2 | 2.9 |
Liabilities: | ||
Derivative liabilities | 0.4 | 1.4 |
Deferred compensation liabilities | 0 | 0 |
Total liabilities | 0.4 | 1.4 |
Level 3 | ||
Assets: | ||
Derivative assets | 0 | 0 |
Marketable securities | 0 | 0 |
Deferred compensation assets | 0 | |
Total assets | 0 | 0 |
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Deferred compensation liabilities | 0 | 0 |
Total liabilities | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Feb. 23, 2020 | Nov. 24, 2019 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Goodwill [Line Items] | |||||
Asset impairment charges | $ 259.9 | $ 93.8 | $ 14.7 | ||
Carrying amount of long-term debt (including current installments) | 9,750 | 10,680 | |||
Estimated fair value of debt | 11,350 | 11,240 | |||
Grocery & Snacks | |||||
Goodwill [Line Items] | |||||
Indefinite-lived brand impairment charges | 46.4 | 76.5 | 4 | ||
Asset impairment charges | 54.4 | ||||
International | |||||
Goodwill [Line Items] | |||||
Indefinite-lived brand impairment charges | 8.3 | 13.1 | 0.8 | ||
Refrigerated & Frozen | |||||
Goodwill [Line Items] | |||||
Indefinite-lived brand impairment charges | 110.8 | ||||
Asset impairment charges | $ 3.8 | $ 27.6 | |||
Corporate segment | |||||
Goodwill [Line Items] | |||||
Asset impairment charges | $ 2.9 | $ 2.7 | $ 4.7 |
BUSINESS SEGMENTS AND RELATED_3
BUSINESS SEGMENTS AND RELATED INFORMATION - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020USD ($) | Feb. 23, 2020USD ($) | Nov. 24, 2019USD ($) | Aug. 25, 2019USD ($) | May 26, 2019USD ($) | Feb. 24, 2019USD ($) | Nov. 25, 2018USD ($) | Aug. 26, 2018USD ($) | May 31, 2020USD ($)segment | May 26, 2019USD ($) | May 27, 2018USD ($) | |
Revenue, Major Customer [Line Items] | |||||||||||
Number of reportable segments | segment | 4 | ||||||||||
Cumulative net derivative losses from economic hedges recognized in general corporate expenses | $ 4.1 | $ 4.1 | |||||||||
Net losses incurred | 4.5 | ||||||||||
Net gain incurred in prior fiscal years | $ 0.4 | ||||||||||
Net losses expected to be reclassified in fiscal 2021 | 2.1 | ||||||||||
Net losses expected to be reclassified in fiscal 2022 and thereafter | 2 | ||||||||||
Total depreciation expense | 329.1 | 283.9 | $ 222.1 | ||||||||
Net sales | 3,287.9 | $ 2,555 | $ 2,820.8 | $ 2,390.7 | $ 2,613.2 | $ 2,707.1 | $ 2,383.7 | $ 1,834.4 | 11,054.4 | 9,538.4 | $ 7,938.3 |
Accounts payable to suppliers who utilize third-party service | $ 258.7 | $ 189.3 | $ 258.7 | $ 189.3 | |||||||
Customer concentration risk | Wal-Mart Stores, Inc. and affiliates | Net sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Concentration risk (as a percent) | 26.00% | 24.00% | 24.00% | ||||||||
Customer concentration risk | Wal-Mart Stores, Inc. and affiliates | Net receivables | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Concentration risk (as a percent) | 30.00% | 30.00% | |||||||||
Customer concentration risk | The Kroger Co. and affiliates | Net receivables | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Concentration risk (as a percent) | 10.00% | ||||||||||
Non-US | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Net sales | $ 946.8 | $ 919.5 | $ 918.4 |
BUSINESS SEGMENTS AND RELATED_4
BUSINESS SEGMENTS AND RELATED INFORMATION - Schedule of Segment Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Net sales | |||||||||||
Total net sales | $ 3,287.9 | $ 2,555 | $ 2,820.8 | $ 2,390.7 | $ 2,613.2 | $ 2,707.1 | $ 2,383.7 | $ 1,834.4 | $ 11,054.4 | $ 9,538.4 | $ 7,938.3 |
Operating profit | |||||||||||
Total operating profit | 1,815.6 | 1,641.8 | 1,412.5 | ||||||||
Equity method investment earnings | 73.2 | 75.8 | 97.3 | ||||||||
General corporate expenses | 368.5 | 462.2 | 459.4 | ||||||||
Pension and postretirement non-service income | 9.9 | 35.1 | 80.4 | ||||||||
Interest expense, net | 487.1 | 391.4 | 158.7 | ||||||||
Income tax expense | 201.3 | 218.8 | 174.6 | ||||||||
Income from continuing operations | $ 201.3 | $ 204.7 | $ 261.5 | $ 174.3 | $ 125.2 | $ 242.6 | $ 134.3 | $ 178.2 | 841.8 | 680.3 | 797.5 |
Less: Net income attributable to noncontrolling interests of continuing operations | 1.7 | 0.1 | 3.4 | ||||||||
Income from continuing operations attributable to Conagra Brands, Inc. | 840.1 | 680.2 | 794.1 | ||||||||
Snacks | |||||||||||
Net sales | |||||||||||
Total net sales | 1,714.3 | 1,496.9 | 1,197.7 | ||||||||
Other Shelf-stable | |||||||||||
Net sales | |||||||||||
Total net sales | 2,902.8 | 2,426.7 | 2,083.3 | ||||||||
Frozen | |||||||||||
Net sales | |||||||||||
Total net sales | 3,674.1 | 2,945.4 | 2,014.8 | ||||||||
Refrigerated | |||||||||||
Net sales | |||||||||||
Total net sales | 885.5 | 790 | 738.2 | ||||||||
International | |||||||||||
Net sales | |||||||||||
Total net sales | 925.3 | 864.4 | 843.5 | ||||||||
Foodservice | |||||||||||
Net sales | |||||||||||
Total net sales | 952.4 | 1,015 | 1,060.8 | ||||||||
Grocery & Snacks | |||||||||||
Net sales | |||||||||||
Total net sales | 4,617.1 | 3,923.6 | 3,281 | ||||||||
Operating profit | |||||||||||
Total operating profit | 915.2 | 762.6 | 722.5 | ||||||||
International | |||||||||||
Net sales | |||||||||||
Total net sales | 925.3 | 864.4 | 843.5 | ||||||||
Operating profit | |||||||||||
Total operating profit | 100.6 | 99.8 | 86.5 | ||||||||
Foodservice | |||||||||||
Net sales | |||||||||||
Total net sales | 952.4 | 1,015 | 1,060.8 | ||||||||
Operating profit | |||||||||||
Total operating profit | 97.6 | 134.3 | 124.1 | ||||||||
Refrigerated & Frozen | |||||||||||
Net sales | |||||||||||
Total net sales | 4,559.6 | 3,735.4 | 2,753 | ||||||||
Operating profit | |||||||||||
Total operating profit | $ 702.2 | $ 645.1 | $ 479.4 |
BUSINESS SEGMENTS AND RELATED_5
BUSINESS SEGMENTS AND RELATED INFORMATION - Schedule of Net Derivative Gains (Losses) from Economic Hedges of Forecasted Commodity Consumption and Foreign Currency Risk (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | $ (4.5) | ||
Commodity contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | (12.9) | $ (3.6) | $ (0.9) |
Commodity contracts | Reporting segments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | (7.4) | (1.8) | (7.1) |
Commodity contracts | Reporting segments | Grocery & Snacks | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | (4.7) | (2.5) | 0.2 |
Commodity contracts | Reporting segments | Refrigerated & Frozen | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | (2.5) | (1.5) | (0.3) |
Commodity contracts | Reporting segments | International | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | 0.1 | 2.8 | (6.9) |
Commodity contracts | Reporting segments | Foodservice | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | (0.3) | (0.6) | (0.1) |
Commodity contracts | Corporate | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net derivative losses incurred | $ (5.5) | $ (1.8) | $ 6.2 |
QUARTERLY FINANCIAL DATA (Una_3
QUARTERLY FINANCIAL DATA (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 23, 2020 | Nov. 24, 2019 | Aug. 25, 2019 | May 26, 2019 | Feb. 24, 2019 | Nov. 25, 2018 | Aug. 26, 2018 | May 31, 2020 | May 26, 2019 | May 27, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 3,287.9 | $ 2,555 | $ 2,820.8 | $ 2,390.7 | $ 2,613.2 | $ 2,707.1 | $ 2,383.7 | $ 1,834.4 | $ 11,054.4 | $ 9,538.4 | $ 7,938.3 |
Gross profit | 922.8 | 684.4 | 797.9 | 664.5 | 708 | 752.3 | 677.2 | 515.5 | |||
Income from continuing operations, net of tax | 201.3 | 204.7 | 261.5 | 174.3 | 125.2 | 242.6 | 134.3 | 178.2 | 841.8 | 680.3 | 797.5 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 | 0 | 0 | (1.9) | 0 | 0 | (1.9) | 14.3 |
Net income attributable to Conagra Brands, Inc. | $ 201.4 | $ 204.4 | $ 260.5 | $ 173.8 | $ 126.5 | $ 242 | $ 131.6 | $ 178.2 | $ 840.1 | $ 678.3 | $ 808.4 |
Basic earnings per share: | |||||||||||
Net income attributable to Conagra Brands, Inc. common stockholders | $ 0.41 | $ 0.42 | $ 0.53 | $ 0.36 | $ 0.26 | $ 0.50 | $ 0.31 | $ 0.45 | $ 1.72 | $ 1.53 | $ 2 |
Diluted earnings per share: | |||||||||||
Net income attributable to Conagra Brands, Inc. common stockholders | 0.41 | 0.42 | 0.53 | 0.36 | 0.26 | 0.50 | 0.31 | 0.45 | 1.72 | 1.52 | 1.98 |
Dividends declared on common stock (in dollars per share) | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.2125 | $ 0.85 | $ 0.85 | $ 0.85 |