Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 29, 2018 | Feb. 22, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 29, 2018 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | SunOpta Inc. | ||
Entity Central Index Key | 351,834 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-29 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well Known Seasoned Issuer | Yes | ||
Trading Symbol | STKL | ||
Entity Public Float | $ 600 | ||
Entity Common Stock Shares Outstanding | 87,478,618 | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Consolidated Statements of Operations | |||
Revenues | $ 1,260,852 | $ 1,279,593 | $ 1,346,731 |
Cost of goods sold | 1,137,382 | 1,134,506 | 1,220,779 |
Gross profit | 123,470 | 145,087 | 125,952 |
Selling, general and administrative expenses | 108,248 | 127,507 | 98,681 |
Intangible asset amortization | 11,038 | 11,195 | 11,282 |
Other expense, net | 2,825 | 23,660 | 28,292 |
Goodwill impairment | 81,222 | 115,000 | 17,540 |
Foreign exchange (gain) loss | 252 | 5,618 | 1,243 |
Earnings (loss) from continuing operations before the following | (80,115) | (137,893) | (31,086) |
Interest expense, net | 34,406 | 32,504 | 43,275 |
Earnings (loss) from continuing operations before income taxes | (114,521) | (170,397) | (74,361) |
Recovery of income taxes | (5,378) | (35,829) | (23,797) |
Earnings (loss) from continuing operations | (109,143) | (134,568) | (50,564) |
Earnings (loss) from discontinued operations | 0 | 0 | (570) |
Net earnings (loss) | (109,143) | (134,568) | (51,134) |
Earnings (loss) attributable to non-controlling interests | 62 | 752 | 54 |
Earnings (loss) attributable to SunOpta Inc. | (109,205) | (135,320) | (51,188) |
Dividends and accretion on Series A Preferred Stock | (7,909) | (7,809) | 1,812 |
Earnings (loss) attributable to common shareholders | $ (117,114) | $ (143,129) | $ (53,000) |
Basic and diluted earnings (loss) per share | |||
From continuing operations | $ (1.34) | $ (1.66) | $ (0.61) |
From discontinued operations | 0 | 0 | (0.01) |
Basic and diluted earnings (loss) per share | $ (1.34) | $ (1.66) | $ (0.62) |
Weighted-average common shares outstanding (000s) | |||
Basic | 87,082 | 86,355 | 85,569 |
Diluted | 87,082 | 86,355 | 85,569 |
Statement of Comprehensive Inco
Statement of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Consolidated Statements of Comprehensive Earnings | |||
Earnings (loss) from continuing operations | $ (109,143) | $ (134,568) | $ (50,564) |
Earnings (loss) from discontinued operations | 0 | 0 | (570) |
Net earnings (loss) | (109,143) | (134,568) | (51,134) |
Unrealized gains, net | 384 | 1,263 | 0 |
Reclassification of gains to earnings | (79) | (1,568) | 0 |
Net changes related to cash flow hedges | 305 | (305) | 0 |
Currency translation adjustment | (2,559) | 6,184 | (2,042) |
Other comprehensive earnings (loss), net of income taxes | (2,254) | 5,879 | (2,042) |
Comprehensive earnings (loss) | (111,397) | (128,689) | (53,176) |
Comprehensive earnings (loss) attributable to non-controlling interests | 207 | 713 | (355) |
Comprehensive earnings (loss) attributable to SunOpta Inc | $ (111,604) | $ (129,402) | $ (52,821) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Current assets | ||
Cash and cash equivalents | $ 3,280 | $ 3,228 |
Accounts receivable | 132,131 | 125,152 |
Inventories | 361,957 | 354,978 |
Prepaid expenses and other current assets | 29,024 | 33,213 |
Current income taxes recoverable | 7,029 | 12,006 |
Total current assets | 533,421 | 528,577 |
Property, plant and equipment | 171,032 | 163,624 |
Goodwill | 27,959 | 109,533 |
Intangible assets | 160,975 | 172,059 |
Deferred income taxes | 182 | 363 |
Other assets | 3,169 | 8,017 |
Total assets | 896,738 | 982,173 |
Current liabilities | ||
Bank indebtedness | 280,334 | 234,090 |
Accounts payable and accrued liabilities | 155,371 | 161,364 |
Customer and other deposits | 1,445 | 4,901 |
Income taxes payable | 2,208 | 1,351 |
Other current liabilities | 862 | 818 |
Current portion of long-term debt | 1,840 | 2,228 |
Current portion of long-term liabilities | 4,286 | 5,300 |
Total current liabilities | 446,346 | 410,052 |
Long-term debt | 227,023 | 225,805 |
Long-term liabilities | 2,079 | 8,352 |
Deferred income taxes | 8,149 | 15,850 |
Total liabilities | 683,597 | 660,059 |
Series A Preferred Stock | 81,302 | 80,193 |
SunOpta Inc. shareholders equity [Abstract] | ||
Common Stock | 314,357 | 308,899 |
Additional paid-in capital | 31,796 | 28,006 |
Retained earnings (accumulated deficit) | (206,151) | (89,291) |
Accumulated other comprehensive income (loss) | (9,667) | (7,268) |
Stockholders' equity attributable to parent, total | 130,335 | 240,346 |
Non-controlling interest | 1,504 | 1,575 |
Total Equity | 131,839 | 241,921 |
Total equity and liabilities | $ 896,738 | $ 982,173 |
Consolidated Balance Sheet (par
Consolidated Balance Sheet (parentheticals) - $ / shares | Dec. 29, 2018 | Dec. 30, 2017 |
Consolidated Balance Sheet | ||
Common Stock Shares Issued | 87,423,280 | 86,757,334 |
Common Stock, No Par Value | $ 0 | $ 0 |
Statement of Shareholders' Equi
Statement of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Noncontrolling Interest [Member] |
Balance at Jan. 02, 2016 | $ 426,179 | $ 297,987 | $ 22,327 | $ 106,838 | $ (6,113) | $ 5,140 |
Balance, shares at Jan. 02, 2016 | 85,418 | |||||
Employee stock purchase plan, value | 391 | $ 391 | 0 | 0 | 0 | 0 |
Employee stock purchase plan, shares | 83 | |||||
Exercise of options | 1,095 | $ 2,048 | (953) | 0 | 0 | 0 |
Exercise of options, shares | 243 | |||||
Exercise of warrants, value | 4,148 | $ 0 | 4,148 | 0 | 0 | 0 |
Exercise of warrants, shares | 0 | |||||
Dividends preferred stock cash | (1,590) | $ 0 | 0 | (1,590) | 0 | 0 |
Preferred stock accretion to redemption value1 | (222) | 0 | 0 | (222) | 0 | 0 |
Earnings (loss) from continuing operations | (50,564) | 0 | 0 | (50,618) | 0 | 54 |
Earnings (loss) from discontinued operations | (834) | 0 | 0 | (570) | 0 | (264) |
Currency translation adjustment | (2,042) | 0 | 0 | 0 | (1,897) | (145) |
Change in equity associated with disposal of discontinued operation | (7,148) | 0 | 0 | 0 | (5,094) | (2,054) |
Change in fair value of interest rate swap, net of income taxes | (2,042) | 0 | 0 | 0 | (1,897) | (145) |
Minority interest decrease from redemptions | 0 | |||||
Balance at Dec. 31, 2016 | 369,413 | $ 300,426 | 25,522 | 53,838 | (13,104) | 2,731 |
Balance, shares at Dec. 31, 2016 | 85,744 | |||||
Employee stock purchase plan, value | 409 | $ 409 | 0 | 0 | 0 | 0 |
Employee stock purchase plan, shares | 61 | |||||
Exercise of options | 4,625 | $ 8,064 | (3,439) | 0 | 0 | 0 |
Exercise of options, shares | 952 | |||||
Dividends preferred stock cash | (6,800) | $ 0 | 0 | (6,800) | 0 | 0 |
Preferred stock accretion to redemption value1 | (1,009) | 0 | 0 | (1,009) | 0 | 0 |
Stock based compensation | 5,709 | 0 | 5,709 | 0 | 0 | 0 |
Earnings (loss) from continuing operations | (134,568) | 0 | 0 | (135,320) | 0 | 752 |
Currency translation adjustment | 6,184 | 0 | 0 | 0 | 6,223 | (39) |
Other comprehensive income (loss) derivatives qualifying as hedges, net of tax | (305) | 0 | 0 | 0 | (305) | 0 |
Minority interest decrease from redemptions | (1,737) | 0 | 214 | 0 | (82) | (1,869) |
Balance at Dec. 30, 2017 | 241,921 | $ 308,899 | 28,006 | (89,291) | (7,268) | 1,575 |
Balance, shares at Dec. 30, 2017 | 86,757 | |||||
AOCI including portion attributable to non-controlling interest tax | 130 | |||||
Employee stock purchase plan, value | 630 | $ 630 | 0 | 0 | 0 | 0 |
Employee stock purchase plan, shares | 112 | |||||
Exercise of options | 1,311 | $ 4,828 | (3,517) | 0 | 0 | 0 |
Exercise of options, shares | 554 | |||||
Dividends preferred stock cash | (6,800) | $ 0 | 0 | (6,800) | 0 | 0 |
Preferred stock accretion to redemption value1 | (1,109) | 0 | 0 | (1,109) | 0 | 0 |
Withholding taxes on stock-based awards | (632) | 0 | (632) | 0 | 0 | 0 |
Stock based compensation | 7,939 | 0 | 7,939 | 0 | 0 | 0 |
Earnings (loss) from continuing operations | (109,143) | 0 | 0 | (109,205) | 0 | 62 |
Currency translation adjustment | (2,559) | 0 | 0 | 0 | (2,704) | 145 |
Other comprehensive income (loss) derivatives qualifying as hedges, net of tax | 305 | 0 | 0 | 0 | 305 | 0 |
Payment to non-controlling interest | (278) | 0 | 0 | 0 | 0 | (278) |
Minority interest decrease from redemptions | 0 | |||||
Balance at Dec. 29, 2018 | 131,839 | $ 314,357 | 31,796 | (206,151) | (9,667) | 1,504 |
Balance, shares at Dec. 29, 2018 | 87,423 | |||||
Cumulative effect of adoption of new revenue accounting standard | 254 | $ 0 | $ 0 | $ 254 | $ 0 | $ 0 |
AOCI including portion attributable to non-controlling interest tax | $ 130 |
Statement of Cash Flows
Statement of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Operating Activities | |||
Earnings (loss) | $ (109,143) | $ (134,568) | $ (51,134) |
Earnings (loss) from discontinued operations | 0 | 0 | (570) |
Earnings (loss) from continuing operations | (109,143) | (134,568) | (50,564) |
Items not affecting cash | |||
Depreciation and amortization | 32,788 | 32,824 | 34,150 |
Amortization of debt issuance costs | 2,536 | 2,825 | 11,301 |
Deferred income taxes | (7,390) | (27,899) | (29,850) |
Stock-based compensation | 7,939 | 5,709 | 4,148 |
Unrealized loss (gain) on derivative instruments | 465 | (631) | (547) |
Goodwill impairment | 81,222 | 115,000 | 17,540 |
Impairment of long-lived assets | 409 | 18,193 | 13,257 |
Fair value of contingent consideration | (2,635) | 371 | (1,158) |
Reserve for notes receivable | 2,232 | 0 | 0 |
Acquisition accounting adjustment on inventory sold | 0 | 0 | 15,000 |
Other | (197) | 9 | 335 |
Changes in non-cash working capital | (19,367) | 19,630 | (12,891) |
Net cash flows from operations - continuing operations | (11,141) | 31,463 | 721 |
Net cash flows from operations - discontinued operations | 0 | 0 | 758 |
Net Cash Provided by (Used in) Operating Activities, Total | (11,141) | 31,463 | 1,479 |
Investing activities | |||
Purchases of property, plant and equipment | (31,603) | (41,139) | (22,560) |
Minority interest decrease from redemptions | 0 | (1,737) | 0 |
Proceeds from sale of assets | 1,437 | 2,385 | 254 |
Payments received on note from sale of business | 1,236 | 307 | 0 |
Other | 159 | 62 | 700 |
Net cash flows from investing activities - continuing operations | (28,771) | (40,122) | (21,606) |
Net cash flows from investing activities - discontinued operations | 0 | 0 | 1,754 |
Net Cash Provided by (Used in) Investing Activities, Total | (28,771) | (40,122) | (19,852) |
Financing activities | |||
Increase (decrease) under line of credit facilities | 50,275 | 22,170 | 236,976 |
Repayment of line of credit facilities | 0 | 0 | (192,677) |
Borrowings under long-term debt | 2,029 | 5,176 | 231,430 |
Repayment of long-term debt | (1,810) | (9,959) | (322,004) |
Payment of cash dividends on Series A Preferred Stock | (6,800) | (6,691) | 0 |
Issuance of Series A Preferred Stock, net | 0 | 0 | 78,963 |
Payment of contingent consideration | (4,399) | (4,330) | (4,554) |
Proceeds from issuance of common shares | 1,309 | 5,034 | 1,486 |
Dividends paid by subsidiary to non-controlling interest | (278) | 0 | 0 |
Payment of debt issuance costs | 0 | (442) | (13,017) |
Other | (292) | (390) | 168 |
Net cash flows from financing activities - continuing operations | 40,034 | 10,568 | 16,771 |
Net cash flows from financing activities - discontinued operations | 0 | 0 | (1,180) |
Net Cash Provided By (Used In) Financing Activities | 40,034 | 10,568 | 15,591 |
Foreign exchange gain (loss) on cash held in a foreign currency | (70) | 68 | 52 |
Increase (decrease) in cash and cash equivalents during the period | 52 | 1,977 | (2,730) |
Discontinued operations cash activity included above: | |||
Add: Balance included at beginning of period | 0 | 0 | 1,707 |
Less: Balance included at end of period | 0 | 0 | 0 |
Cash and cash equivalents - beginning of the period | 3,228 | 1,251 | 2,274 |
Cash and cash equivalents - end of the period | 3,280 | 3,228 | 1,251 |
Noncash Investing And Financing Items [Abstract] | |||
Accrued cash dividends on Class A Preferred Stock | (1,700) | (1,700) | (1,590) |
Proceeds on disposition of discontinued operation, note receivable | $ 0 | $ 0 | $ 1,537 |
Description of business and sig
Description of business and significant accounting policies | 12 Months Ended |
Dec. 29, 2018 | |
Basis Of Presentation Fiscal Year End And New Accounting Pronouncements Disclosure [Abstract] | |
Organization Consolidation And Presentation Of Financial Statements Disclosure Text Block | 1. Description of Business and Significant Accounting Policies SunOpta Inc. (the “Company” or “SunOpta”) was incorporated under the laws of Canada on November 13, 1973. The Company operates businesses focused on a healthy products portfolio that promotes sustainable well-being. The Company’s two reportable segments, Global Ingredients and Consumer Products, operate in the natural, organic and specialty food sectors and utilize an integrated business model to bring cost-effective and quality produ cts to market. Basis of Presentation These consolidated financial statements have been prepared by the Company in United States (“U.S.”) dollars and in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP ”). The consolidated financial statements include the accounts of the Company and those of its wholly-owned and majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated on consolidation . Fiscal Year The fiscal year o f the Company consists of a 52- or 53-week period ending on the Saturday closest to December 31. Fiscal year s 201 8, 2017 and 2016 were each 52-week period s ending on December 29, 2018, December 30, 2017 and December 31, 2016 , respectively. Fiscal year 2019 will be a 52-week period ending on December 28 , 201 9 , with qu arterly periods ending on March 30 , J une 29 , and September 28 , 201 9 . Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes . Areas involving significant estimates and assumptions include: allocation of the purchase pric e of acquired businesses; inventory valuation reserves; income tax liabilities and assets, and related valuation allowances; provisions for loss contingencies related to claims and litigation; fair value of contingent consideration liabilities; useful live s of property, plant and equipment and intangible assets; expected future cash flows used in evaluating long-lived assets for impairment; and reporting unit fair values in testing goodwill for impairment. The estimates and assumptions made require judgmen t on the part of management and are based on the Company’s historical experience and various other factors that are believed to be reasonable in the circumstances. Management continually evaluates the information that forms the basis of its estimates and assumptions as the business of the Company and the general business environment changes. Business Acquisitions Acquired businesses are accounted for using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recorded at fair value, with limited exceptions. Any excess of the purchase price over the fair value of the net assets acquired is recorded as goodwill. Acquisition-related transaction costs are accounted for as an expense in the period in which the costs are incurred. Contingent consideration is measured at fair value and recognized as part of the consideration transferred in ex change for the acquired businesses. Contingent consideration liabilities are remeasured to fair value at each reporting date with the changes in fair value recognized in other expense/income on the consolidated statements of operations. Financial I nstr uments The Company’s financial instruments recognized in the consolidated balance sheets and included in working capital consist of cash and cash equivalents, accounts receivable, derivative instruments, accounts payable and accrued liabilities , and custo mer and other deposits. Cash and cash equivalents, inventories carried at market and derivative instruments are measured at fair value each reporting period. The fair values of the remaining financial instruments approximate their carrying values due to their short-term maturities. The Company’s financial instruments exposed to credit risk include cash equivalents, accounts receivable and derivative instruments . The Company places its cash and cash equivalents with institutions of high creditworthines s. To limit the credit risk associated with derivative instruments, the Company contrac ts with counterparties that are highly-rated financial institutions. The Company’s trade accounts receivable are not subject to a high concentration of credit risk. Th e Company routinely assesses the financial strength of its customers and believes that its accounts receivable credit risk exposure is limited. The Company maintains an allowance for losses based on the expected collectability of the accounts receivable . Fair Value Measurements The Company has various financial assets and liabilities that are measured at fair value on a recurring basis, including certain inventories and derivatives, as well as contingent consideration. The Company also applies the provisions of fair value measurement to various non-recurring measurements for financial and non-financial assets and liabilities measured at fair value on a non-recurring basis. Fair value is defined as the price that would be received to sell an asset o r paid to transfer a liability in an orderly transaction between market participants at the measurement date ( that is , an exit price). Fair value measurements are estimated based on inputs categorized as follows: Level 1 inputs include quoted prices (unadjusted) for identical assets or liabilities in active markets that are observable. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that a re not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 includes unobservable inputs that r eflect the Company’s own assumptions about what factors market participants would use in pricing the asset or liability. When measuring fair value, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. Foreign Cu rrency Translation The assets and liabilities of the Company’s operations having a functional currency other than the U.S. dollar are translated into U.S. dollars at the exchange rate prevailing at the balance sheet date, and at the average rate for the r eporting period for revenue and expense items. The cumulative curre ncy translation adjustment is recorded as a component of accumulated other comprehensive income in shareholders’ equity. Foreign currency gains and losses related to the remeasurement of the Company ’ s Mexican operation into its U.S. dollar functional currency are recognized in ear n ings. Exchange gains and losses on transactions occurring in a currency other than an operation’s functional currency are recognized in earnings. Cash and Cash Equivalents Cash and cash equivalents consist of cash and short-term deposits with an origina l maturity of 90 days or less. Accounts Receivable Accounts receivable includes trade receivables that are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is an estimate of the amount of probable credit losses in existing accounts receivable. Account balances are charged off against the allowance when the Company determines the receivable will not b e recovered. As at December 29, 2018 and December 30, 2017 , no customer’s balance represented 10% or more of the Company’s consolidated trade receivables balance. Inventories Inventories (excluding commodity grains) are valued at the lower of cost and net realizable value . Shipping and handling costs are included in cost of goods sold on the consolidated statements of operations. Inventories of commodity grains, which include amounts acquired under deferred pricing contracts traded on the Chicago Board of Trade (“CBoT”), are valued at market. Grain inventory quantities at year-end are multiplied by the quoted price on the CBoT to reflect the market value of the inventory. This market value is then adjusted for a basis factor that represents differences i n local markets, and broker and dealer quotes to arrive at market. Changes in CBoT prices or the basis factor are included in cost of goods sold on the consolidated statements of operations . SunOpta economically hedges its commodity grain positions to p rotect gains and minimize losses due to market fluctuations. Futures contracts and purchase and sale contracts are adjusted to market price and resulting gains and losses from these transactions are included in cost of goods sold. As the Company has a ris k of loss from hedge activity if the grower does not deliver the grain as scheduled, these transactions do not qualify as hedges under U.S. GAAP and, therefore, changes in market value are recorded in cost of goods sold on the consolidated statements of op erations. Property, Plant and Equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is provided using the straight-line basis at rates reflecting the estimated useful lives of the assets. Buildings 20 - 40 years Machinery and equipment 5 - 20 years Enterprise software 3 - 5 years Office furniture and equipment 3 - 7 years Vehicles 3 - 7 years Goodwill Goodwill represents the excess in a business combination of the purchase price over the estimated fair value of the identifiable net assets acquired. Goodwill is not amortized but is instead tested for impairment at least annually, or whenever events or circumstances change between the annual impairment tests that would indicate the carrying amount of goodwill may be impaired. The Company performs its annual test for goodwill impairment in the fourth quarter of each fiscal year. Goodwill impai rment charges are recognized based on the excess of a reporting unit ’ s carrying amount over its fair value. The fair values of the Company ’ s reporting units are determined using an income approach (discounted cash flow method). The results of the Company annual impairment tests for goodwill are described in note 9 . Intangible A ssets The Company’s finite-lived intang ible assets consist of customer relationships, patents and trademarks , and other intangible assets. These intangible assets are amortized on a straight-line basis over their estimated useful lives as follows: Customer relationships 10 - 25 years Patents and trademarks 15 years Other 5 - 15 years Impairment of L ong- L ived A ssets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable through undiscounted future cash flows. If impairment exists based on expected future undiscounted cash flows, a loss is recognized in earnings . The amount of the impairment loss is the excess of the carrying amount of the impaired asset over the fair value of the asset , typically determined using a discounted cash flow analysis (income approach) . Derivative I nstruments The Company is exposed to fluctuations in commodity prices and foreign currency exchange. The Company utilizes certain derivative financial instruments to enhance its ability to manage these risks, including exchange-traded commodity futures, commodity forward purchase and sale contracts and forward foreign exchange contracts. Derivative instruments are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. The Company does not enter into contracts for speculative purposes. All derivative instruments are recognized on the consolidated balance sheets at fair value. Changes in the fair value of derivat ive instruments are recorded in earnings or other comprehensive earnings , based on whether the instrument is designated as part of a hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive income are reclas sified to earnings in the period in which earnings are affected by the underlying hedged item. The ineffective portion of all hedges is recognized in earnings in the current period. As at December 29, 2018 , the Company utilized the following derivative inst ruments to manage commodity and foreign currency risks : E xchange-traded commodity futures contracts to economica lly hedge its exposure to price fluctuations on grain and cocoa transactions to the extent considered practicable for minimizing risk from mark et price fluctuations. Futures contracts used for economical hedging purposes are purchased and sold through regulated commodity exchanges in the U.S . However, i nventories may not be completely hedged, due in part to the Company’s assessment of its expos ure from expected price fluctuations. Forward purchase and sale contracts may expose the Company to risk in the event that a counterparty to a transaction is unable to fulfil l its contractual obligation or if a grower does not deliver grain as scheduled. The Company manages its risk by entering into purchase contracts with pre-approved growers and sale contracts are entered into with organizations of acceptable creditworthiness, as internally evaluated. All futures and forward purchase and sale contracts are marked-to-market. Gains and losses on these transactions are included in cost of goods sold on the consolidated statements of operations . F orward foreign exchange contracts to minimize exchange rate fluctuations relating to foreign currency denomina ted purchase and sale contracts and accounts payable and receivable. Forward foreign exchange contracts designated as hedges are marked-to-market with the effective portion of the gain or loss recognized in other comprehensive earnings and subsequently re cognized in earnings in the same period the hedged item affects earnings. Gains and losses on forward exchange contracts not specifically designated as hedging instruments ar e included in foreign exchange gain /loss on the consolidated statements of operat ions. Debt Issuance Costs Costs incurred in connection with obtaining debt financing are deferred and amortized over the term of the financing arrangement using the effective interest method. Costs incurred to secure revolving lines of credit are recorded in other long-term assets. All other debt issuance costs are recorded as a direct deduction from the related debt liability. Customer and O ther D eposits Customer and other deposits include prepayments by customers for merchandise inventory to be purchased at a future date. Income T axes The Company follows the asset and liability method of accounting for income taxes whereby deferred income tax assets are recognized for deductible temporary differences and operating loss carry-forwards, and deferred income tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the amounts of assets and liabilities recorded for income tax and financial reporting purposes. Deferred income tax asset s are recognized only to the extent that management determines that it is more likely than not that the deferred income tax assets will be realized. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates o n the date of enactment. The income tax expense or benefit is the income tax payable or recoverable for the year plus or minus the change in deferred income tax assets and liabilities during the year. The Company is subject to ongoing tax exposures, exa minations and assessments in various jurisdictions. Accordingly, the Company may incur additional income tax expense based upon the outcomes of such matters. In addition, when applicable, the Company adjusts income tax expense to reflect the Company’s on going assessments of such matters, which requires judgment and can materially increase or decrease its effective rate as well as impact operating results. The evaluation of tax positions taken or expected to be taken in a tax return is a two-step process, whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Com pany recognize s the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the related tax authority. Stock Incentive P lan The Company maintains a stock incentive plan under which stock options and other stock-based awards may be granted to selected employees and directors. The Company measures stock-based awards at fair value as of the date of grant. Compensation expense is recognized on a straight-line basis ov er vesting period of the entire stock-based award , based on the number of awards that ultimately vest. When exercised, stock-based awards are settled through the issuance of common shares and are therefore treated as equity awards. Revenue R ecognition Revenue is recognized when the Company transfer s control of promised goods to its customers in an amount that reflects the consideration to which the Company expect s to be entitled to in exchange for those goods. See n ote 2 for further disclosures r elated to revenue. Earnings P er S hare Basic earnings per share is computed by dividing earnings available to common shareholders by the weighted - average number of common shares outstanding during the year. Earnings available to common shareholders is computed by deducting dividends and accretion on convertible p referred s tock from earnings attributable to SunOpta Inc . The potential diluted effect of stock options and other stock-based awards is computed using the treasury stock method whereby the weig hted - average number of common shares used in the basic earnings per share calculation is increased to include the number of additional common shares that would have been outstanding if the potential dilutive common shares had been issue d at the beginning o f the year. The potential dilutive effect of convertible preferred stock is computed using the if-converted method whereby d ividends and accretion on the convertible p referred s tock are added back to the numerator , and the common shares resulting from the assumed conversion of the convertible preferred stock are included in the denominator of the diluted earnings per share calculation. Contingencies In the normal course of business, the Company is subject to loss contingencies, such as accrued but unpaid bonuses; tax-related matters; and claims or litigation. Accruals for loss contingencies are recorded when the Company determines that it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. If the estima te of the amount of the loss is a range and some amount within the range appears to be a better estimate than any other amount within the range, that amount is accrued as a liability. If no amount within the range is a better estimate than any other amount , the minimum amount of the range is accrued as a liability . The Company recognizes an asset for insurance recover ies when a loss event has occurred and recovery is considered probable, to the extent that the potential recovery does not exceed the loss recognized. Recent Accounting Pronouncements Adoption of New Accounting Standards As at December 31, 2017 (the first day of fiscal 2018), the Company adopted Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASC Topic 606”), which superseded all previous revenue recognition guidance under U.S. GAAP. Under this new standard, a company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company analyzed its significant customer contracts to determine the effects of ASC Topic 606. In particular, the Company assessed under the new guidance whether its contra cts with customers to produce certain consumer-packaged goods would require the Company to recognize revenue over time versus at a point in time, based on whether the given product has an alternative use and whether there is an enforceable right to payment under the contract for product produced to date. Based on its assessment, the Company concluded that it does not satisfy the criteria to recognize revenue over time. Accordingly, the Company continues to recognize revenue at a point in time consistent w ith its previous policies and processes, which is typically when title and physical possession of the product has transferred to the customer. The Company also transacts with certain customers on a bill-and-hold basis, whereby the Company bills a customer for product to be delivered at a later date. Prior to the adoption of ASC Topic 606, the Company deferred the recognition of revenue related to these bill-and-hold arrangements, as the arrangements did not typically include a fixed delivery schedule. As this criterion is no longer a consideration under ASC Topic 606, these arrangements now qualify for revenue recognition at the point in time that the customer obtains control of the goods. With the exception of bill-and-hold arrangements, the adoption of ASC Topic 606 did not have a significant impact on the Company’s consolidated financial statements and revenue recognition practices, or its internal controls. The Company adopted ASC Topic 606 using the modified retrospective approach, which resulted in a cumulative-effect adjustment of $0.3 million to opening accumulated deficit as at December 31, 2017, related to the recognition of $4.8 million of bill-and-hold revenue deferred under previous U.S. GAAP. The change in the timing of the recognition of bill-and-hold revenue did not have a material impact on the Company’s consolidated statement of operations for the year ended December 29, 2018 or consolidated balance sheet as at December 29, 2018. Recently Issued Accounting Standards, Not Adopted as at December 29, 2018 In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASC Topic 842”), which amends various aspects of legacy accounting guidance for leases, including the recognition of a right-of-use asset and a lease liability for leases with a dur ation of greater than one year. The guidance is effective on a modified retrospective basis for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. In July 2018, the FASB issued ASU 2018-11 to provide a tr ansition option for entities to apply the new guidance at the adoption date by recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption rather than in the earliest period presented in the financial st atements. Under this transition option, entities will continue to apply the legacy accounting guidance for leases, including disclosure requirements, in the comparative periods presented in the year they adopt the new leases standard. The Company will ad opt ASC Topic 842, as amended, effective the first quarter of 2019, using the transition option provided under ASU 2018-11. The Company has also elected to apply the practical expedients available under the new guidance to not reassess its prior conclusions about lease identification, lease classification and initial direct costs. The Company currently expects that the impact of the adoption of ASC Topic 842 will result in the recognition of additional right-of-use assets and lease liabilities es timated in the range of $75 million to $85 million. ASC Topic 842 is not expected to have any significant impact on the Company’s consolidated results of operations or cash flows . In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments”, which requires measurement and recognition of expected versus incurred credit losses for most financial assets. ASU 2016-13 is effective for interim and annual periods beginning after December 15, 2019. The Company is currently ass essing the impact that this standard will have on its consolidated financial statements. |
Revenue
Revenue | 12 Months Ended |
Dec. 29, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition Policy Text Block [Policy Text Block] | Revenue R ecognition Revenue is recognized when the Company transfer s control of promised goods to its customers in an amount that reflects the consideration to which the Company expect s to be entitled to in exchange for those goods. See n ote 2 for further disclosures r elated to revenue. |
Revenue From Contract With Customer [Text Block] | 2 . Revenue The Company sources, processes and packages organic and natural food products, including organic raw commodities and value-added ingredients, specialty and organic grains and seeds, and consumer-ready beverage, frozen fruit and fruit snack products. The Company’s customers include retailers, foodservice operators, branded food companies and food manufacturers. Revenue is recognized when performance obligations u nder the terms of a contract with a customer are satisfied, which is upon the transfer of control of the contracted goods. Except for goods sold under bill-and-hold arrangements, control is transferred when title and physical possession of the product has transferred to the customer, which is at the point in time that product is shipped from the Company ’ s facilities or delivered to a specified destination, depending on the terms of the contract, and the Company has a present right to payment. Under bill-a nd-hold arrangements — whereby the Company bills a customer for product to be delivered at a later date— control typically transfers when the product is ready for physical transfer to the customer, and the Company has a present right to payment. A perfor mance obligation is a promise within a contract to transfer distinct goods to the customer. A contract with a customer may involve multiple products and/or multiple delivery dates, with the transfer of each product at each delivery date being considered a distinct performance obligation , as each of the Company’s products has standalone utility to the customer . In these cases, the contract ’ s transaction price is allocated to each performance obligation based on relative standalone selling prices, and recog nized as revenue when each individual product is transferred to the customer. Other promises in the contract — for example, the promise to provide quality assurance testing to ensure the product meets specification and is fit for its intended use — are not se parable from the promise to deliver goods and are therefore not considered distinct. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring the goods. Consideration is typically determined based on a fixed unit price for the quantity of product transferred. Certain contracts may give rise to an element of variable consideration in the form of rebates or discounts. For contracts involving variable consideration, the Company estimates the transact ion price based on the amount of consideration to which it expects to be entitled. These estimates are determined based on historical experience and the expected outcome of the variable consideration, and are updated as new information becomes available, including actual claims paid, which indicate an estimate is not indicative of the expected results. Changes to these estimates are recorded in the period the adjustment is identified. The Company does not typically grant customers a general right of retu rn for goods transferred, but will generally accept returns of product for quality-related issues. The cost of satisfying this promise of quality is accounted for as an assurance-type warranty obligation rather than variable consideration. The Company ’ s contracts do not typically include any significant payment terms, as payment is normally due shortly after the time of transfer. Within the Company ’ s Global Ingredients operating segment, arrangements with customers are in the form of written sales cont racts, specifying the quantity and timing of goods to be delivered. The du ration of these sales contracts is typically one year or less based on crop-year cycles, and may involve multiple delivery dates over the course of the contract. The Company has el ected not to disclose the value of remaining performance obligations for contracts with an original duration of one year or less. Some contracts may extend beyond one year ; however, for these contracts, the Company expects to satisfy substantially all of the remaining performance obligations within the next 12 months . For contracts involving the delivery of raw commodities or organic ingredients, the Company evaluated whether it is acting as the principal (whereby revenues are reported on a gross basis) o r agent (whereby revenues are reported on a net basis). The Company determined that for these contracts it is the principal, since the Company is primarily responsible for fulfilling the promise to deliver the goods to customers. That is, the Company con trols access to the goods through purchase commitments with selected suppliers, and bears responsibility and potential financial risk for quality-related issues related to the delivered product. In addition, the Company has discretion in establishing pric es for the product. Within the Company ’ s Consumer Products operating segment, contracts are typically represented by short-term, binding purchase orders from customers, identifying the quantity and pricing for products to be transferred. Customer orders may be issued under long-term master supply arrangements. On their own, these master supply arrangements are typically not considered contracts for purposes of revenue recognition, as they do not create enforceable rights and obligations regarding the qua ntity , pricing or timing of goods to be transferred (for example, by imposing minimum purchase obligations on the part of the customer). Certain master supply arrangements provide for the transfer of product on a bill-and-hold basis at the specific reques t of the customer. Goods are produced under these bill-and-hold arrangements to meet individual customer specifications, and, therefore, are identifiable as belonging to the customer and cannot be directed to another customer . The timing of the Company ’ s revenue recognition, customer billings and cash collections, does not result in significant unbilled receivables (contract assets) or customer advances (contract liabilities) on the consolidated balance sheet. Contract costs, such as sales commissions, are generally expensed as incurred given the short-term nature of the associated contracts. The following table presents a disaggregation of the Company ’ s revenues based on categories used by the Company to evaluate sales performance: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Global Ingredients Internationally-sourced organic ingredients 403,988 367,209 366,243 North American-sourced grains and seeds 155,724 169,719 192,555 Total Global Ingredients 559,712 536,928 558,798 Consumer Products Beverage products (1) 332,568 308,810 312,741 Frozen fruit products (2) 322,247 345,372 382,818 Snack products (3) 46,325 88,483 92,374 Total Consumer Products 701,140 742,665 787,933 Total revenues 1,260,852 1,279,593 1,346,731 (1 ) Includes aseptically-packaged products including non-dairy beverages, broths and teas; refrigerated premium juices; and shelf-stable juices and functional waters. (2) Includes individually quick frozen ( “ IQF ” ) fruit for retail; IQF and bulk frozen fruit for foodservice; and custom fruit preparations for industrial use. (3) Includes fruit snack offerings, as well as flexible resealable pouch and nutrition bar products, which were exited in 2017 (see note 3 ). |
Value Creation Plan
Value Creation Plan | 12 Months Ended |
Dec. 29, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring And Related Activities Disclosure [Text Block] | 3 . Value Creation Plan Overview On October 7, 2016, the Company entered into a strategic partnership with Oaktree Capital Management L.P., a private equity investor (together with its affiliates, “Oaktree”), and, on that date, Oaktree invested $85.0 million through the purchase of cumulative, non-participating Series A Preferred Stock (the “Preferred Stock”) of the Company’s wholly-owned subsidiary, SunOpta Foods Inc. (“SunOpta Foods”) (see note 13 ). Following the strategic partnership, with the assistance of Oaktre e, the Company conducted a thorough review of its operations, management and governance, with the objective of maximizing the Company’s ability to deliver long-term value to its shareholders. As a product of this review, the Company implemented a Value Cr eation Plan built on four pillars: portfolio optimization, operational excellence, go-to-market effectiveness and process sustainability. The Company engaged third-party management consulting firms to support the design and implementation of the Value Cr eation Plan . In 2016, measures taken under the Value Creation Plan included the closure of the Company’s San Bernardino, California, premium juice facility and the Company’s soy extraction facility in Heuvelton, New York . In 2017, further measures take n under the Value Creation Plan included the exits from flexible resealable pouch and nutrition bar product lines and operations (see below); the consolidation of grain operations and related closure of a grain-handling facility in Moorhead, Minnesota; and the consolidation of roasted snack operations and related closure of the Company’s Wahpeton, North Dakota, roasting facility (which was completed in the second quarter of 2018). In addition, the Company made organizational changes within its management a nd executive teams, along with new leadership to many corporate, commercial and operational functions. The Company also added new employees in the areas of quality, sales, marketing, operations and engineering, and made capital investments at several of i ts manufacturing facilities to enhance food safety and production efficiencies . As the flexible resealable pouch and nutrition bar product lines and operations do not qualify for presentation as discontinued operations, operating results from these acti vities were reported in continuing operations on the consolidated statements of operations for the current and comparative periods. Revenues from sales of these product lines were $3.1 million, $53.1 million and $59.3 million for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , respectively. Losses before income taxes from these operations were $0.5 million, $24.4 million and $2.1 million for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , respectively. For the year ended December 29, 2018 , the loss before income taxes from these operations included the recognition of the remaining lease obligation of $0.7 million (net of sublease rentals) related to the vacated nutrition bar processing facility . For the year ended December 30, 2017 , the loss before income taxes from these operations included write-offs of accounts receivable and inventory ($2.9 million), impairments of long-lived assets ($13.2 million), and employee termination costs ($1.7 million) related to the exit act ivities. These operations were included in the Consumer Products operating segment. Continuity of Costs Incurred Under the Value Creation Plan The following table summarizes costs incurred by year and in total since the inception of the Value Creation Plan to December 29, 2018 : (a) (b) (c) Employee Asset recruitment, Consulting impairments retention and fees and and facility termination temporary closure costs costs labor costs Total $ $ $ $ Fiscal 2016 Costs incurred and charged to expense 11,522 2,763 4,041 18,326 Cash payments - (694) (2,384) (3,078) Non-cash adjustments (11,522) (266) - (11,788) Balance payable, December 31, 2016 (1) - 1,803 1,657 3,460 Fiscal 2017 Costs incurred and charged to expense 21,766 11,618 16,528 49,912 Cash payments, net (10,746) (9,683) (18,185) (38,614) Non-cash adjustments (11,720) 689 - (11,031) Balance payable (receivable), December 30, 2017 (1) (700) 4,427 - 3,727 Fiscal 2018 Costs incurred and charged to expense 1,364 600 410 2,374 Cash receipts (payments), net 1,068 (4,591) (410) (3,933) Non-cash adjustments (1,255) - - (1,255) Balance payable, December 29, 2018 (1) 477 436 - 913 Total Costs incurred and charged to expense 34,652 14,981 20,979 70,612 Cash payments, net (9,678) (14,968) (20,979) (45,625) Non-cash adjustments (24,497) 423 - (24,074) Balance payable, December 29, 2018 (1) 477 436 - 913 ( 1) Balance payable was included in accounts payable and accrued liabilities and balance receivable was included in accounts receivable on the consolidated balance sheets. (a) Asset impairments and facility closure costs For the year ended December 29, 2018 , costs incurred included the remaining lease obligation related to the vacated nutrition bar processing facility (net of sublease rentals) , and an additional impairment loss related to the Wahpeton roasting facility to reflect net proceeds of $0 .7 million received on the sale of the facility. Net cash receipts also included proceeds on the sale of nutrition bar equipment of $0.7 million. The ba lance payable as at December 29, 2018 , represents the remaining nutrition bar facility lease obligation ( net of sublease rentals) , which extends until December 2020. For the year ended December 30, 2017 , costs incurred included an a dditional asset impairment loss of $ 3.7 million on the disposal of the San Bernardino assets , and facility closure costs of $0.6 m illion incurred by the Company for rent and maintenance of the San Bernardino facility prior to its disposal. In addition, includes asset impairment losses related to the exits from flexible resealable pouch and nutrition bar operations of $16.1 million, and consolidation of the Company’s roasted snack operations of $1.3 million. Cash payments in 2017 related to the early buy-outs of the San Bernardino and flexible resealable pouch equipment leases, net of proceeds on the disposal of those assets, as well as on the sale of the nutrition bar equipment. For the year ended December 31, 2016 , r epresents asset impairment losses of $ 11.5 million related to the closures of the San Bernardino and Heuvelton facilities . (b) Employee recruitment, retention and termination costs Represents third-party recruiting fees incurred to identify and retain new employees; reimbursement of relocation costs for new employees; retention and signing bonuses accrued for certain existing and new employees; and severance benefi ts, net of forfeitures of stock-based awards, and legal costs related to employee terminations. Retention bonuses were paid out in the first quarter of 2018 to employees who remained employed by the Company through December 31, 2017, or other specified da tes. Certain employees were entitled to pro-rata payouts of their retention bonuses if their employment terminated earlier than their retention payment date . The b alance payable as at December 29, 2018 , will be paid in equal monthly instalments over the nex t 11 months. (c) Consulting fees and temporary labor costs Represents the cost for third-party consultants and temporary labor engaged to support the design and implementation of the Value Creation Plan, which efforts were substantially completed during fiscal 2017, as well as other professional fees incurred in the connection with the plan . For the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , costs incurred and charged to expense were recorded in the consolidated statement of operatio ns as follows : December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Cost of goods sold (1) 100 3,189 - Selling, general and administrative expenses (2) 613 22,894 4,041 Other expense (3) 1,661 23,829 14,285 2,374 49,912 18,326 (1) Inventory write-downs and facility closure costs recorded in cost of goods sold were allocated to the Consumer Products operating segment. (2) Consulting/professional fees and temporary labor costs, and employee recruitment, relocation and retention costs recorded in selling, general and administrative expenses were allocated to Corporate Services. (3) For the year ended December 29, 2018, asset impairment, lease obligation and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $0.7 million; Consumer Products operating segment - $0.8 million; and Corporate Services - $0.2 million. For the year ended December 30, 2017, asset impairment and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $2.1 million; Consumer Products operating seg ment - $20.6 million; and Corporate Services - $1.1 million. For the year ended December 31, 2016, asset impairment and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $ 1.6 million; Consumer Products operating segment - $10.6 million; and Corporate Services - $2.1 million. |
Discontinued operations
Discontinued operations | 12 Months Ended |
Dec. 29, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Disposal Groups Including Discontinued Operations Disclosure Text Block | 4 . Discontinued Operation On April 6, 2016, the Company completed the sale of its 66% holding of common shares of Opta Minerals Inc. (“Opta Minerals”) to Speyside Equity Fund I LP for aggregate gross proceeds of $4.8 million (C$6.2 million), of which $3.2 million (C$4.2 million) was received in cash, and $1.5 million (C$2.0 million) was received in the form of a subordinated promissory note b earing interest at 2.0% per annum that mature d on October 6, 2018 . The sale of Company’s equity interest in Opta Minerals was consistent with its objective of divesting its non-core assets in order to become a pure-play organic and healthy foods compa ny. The Company has no continuing involvement with Opta Minerals. The following table reconciles the major components of the results of discontinued operations to the amounts reported in the consolidated statement of operations for the year ended December 31, 2016 : $ Revenues 24,896 Cost of goods sold (22,133) Selling, general and administrative expenses (3,024) Foreign exchange and other expense, net (1,248) Interest expense (484) Loss before income taxes (1,993) Gain on classification as held for sale before income taxes 560 Total pre-tax loss from discontinued operations (1,433) Recovery of income taxes 599 Loss from discontinued operations (834) Loss from discontinued operations attributable to non-controlling interest 264 Loss from discontinued operations attributable to SunOpta Inc. (570) |
Derivative financial instrument
Derivative financial instruments and fair value measurement | 12 Months Ended |
Dec. 29, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives and Fair Value [Text Block] | 5 . Derivative Financial Instruments and Fair Value Measurements The following table presents for each of the fair value hierarchies, the assets and liabilities that are measured at fair value on a recurring basis as at December 29, 2018 and December 30, 2017 : December 29, 2018 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures and forward contracts (1) Unrealized short-term derivative asset 620 - 620 - Unrealized long-term derivative asset 7 - 7 - Unrealized short-term derivative liability (581) (94) (487) - Unrealized long-term derivative liability (17) - (17) - Inventories carried at market (2) 3,239 - 3,239 - Forward foreign currency contracts (3) Not designated as hedging instruments 583 - 583 - Contingent consideration (4) (4,286) - - (4,286) December 30, 2017 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures and forward contracts (1) Unrealized short-term derivative asset 738 - 738 - Unrealized short-term derivative liability (240) (35) (205) - Unrealized long-term derivative liability (4) - (4) - Inventories carried at market (2) 3,838 - 3,838 - Forward foreign currency contracts (3) Not designated as hedging instruments (1,060) - (1,060) - Designated as hedging instruments (435) - (435) - Contingent consideration (4) (11,320) - - (11,320) (1 ) Commodity futures and forward contracts Represents exchange-traded commodity futures and forward commodity purchase and sale contracts. Exchange-traded futures are fair valued based on unadjusted quotes for identical assets priced in active markets and are classified as level 1. Fair value for forward commodity purchase and sale contracts is estimated based on exchange-quoted prices adjusted for differences in local markets. Local market adjustments use observable inputs or market transactions for similar assets or liabilities, and, as a result, are classified as level 2. Based on historical experience with the Company’s suppliers and customers, the Company’s own credit risk, and the Company’s knowledge of current market conditions, the Company doe s not view non-performance risk to be a significant input to fair value for the majority of its forward commodity purchase and sale contracts . These exchange-traded commodity futures and forward commodity purchase and sale contracts are used as part of the Company’s risk management strategy, and represent economic hedges to limit risk related to fluctuations in the price of certain commodity grains, as well as the prices of cocoa and coffee. These contracts are not designated as hedges for accounting pu rposes. Gains and losses on changes in fair value of these contracts are included in cost of goods sold on the consolidated statement of operations . For the year ended December 29, 2018 , the Company recognized a loss of $0. 5 million ( December 30, 2017 – gain o f $0.6 million; December 31, 2016 – gain of $0.5 million) related to changes in the fair value of these derivatives . Unrealized gains on short-term contracts are included in other current assets; and unrealized losses on short-term and long-term contracts a re included in other current liabilities and long-term liabilities, respectively, on the consolidated balance sheets. As at December 29, 2018 , the notional amounts of open commodity futures and forward purchase and sale contracts were as follows (in thousand s of bushels): Number of bushels purchased (sold) Corn Soybeans Forward commodity purchase contracts 447 129 Forward commodity sale contracts (393) (704) Commodity futures contracts (190) 355 In addition, as at December 29, 2018 , the Company had open forward contracts to sell 6,730 metric tons (“MT”) of cocoa ( December 30, 2017 – 2,990 MT sold) and to purchase 85 MT of coffee ( December 30, 2017 – 51 MT sold). (2) Inventories carried at market Grains inventory carried at fair value is determined using quoted market prices from the CBoT. Estimated fair market values for grains inventory quantities at period end are valued using the quoted price on the CBoT adjusted for differences in local markets, a nd broker or dealer quotes. These assets are placed in level 2 of the fair value hierarchy, as there are observable quoted prices for similar assets in active markets. Gains and losses on commodity grains inventory are included in cost of goods sold on th e consolidated statements of operations. As at December 29, 2018 , the Company had 141,435 bushels of commodity corn and 217,881 bushels of commodity soybeans in inventories carried at market. Inventories carried at market are included in inventories on the consolidated balance sheets. (3) Foreign forward currency contracts As part of its risk management strategy, the Company enters into forward foreign exchange contracts to reduce its exposure to fluctuations in foreign currency exchange rates. For any open forward foreign exchange contracts at period end, the contract rate is compared to the forward rate, and a gain or loss is recorded. These contracts are included in level 2 of the fair value hierarchy, as the inputs used in making the fair value determination are derived from an d are corroborated by observable market data. Certain of these forward foreign exchange contracts may be designated as cash flow hedges for accounting purposes, while other of these contracts represent economic hedges that are not designated as hedging in struments. (a) Not designated as hedging instruments As at December 29, 2018 , the Company had open forward foreign exchange contracts to sell euros to buy U.S. dollars with a notional value of € 13.3 million ($ 16.0 milli on). As these contracts were not designated as hedging instruments, gains and losses on changes in the fair value of the derivative instruments are included in foreign exchange loss or gain on the consolidated statement of operations. For the year ended December 29, 2018 , the Company recognized a gain of $ 1.6 million ( December 30, 2017 – loss of $ 2 . 4 million; December 31, 2016 – gain of $ 1.0 million) related to changes in the fair value of these derivatives. Unrealized gains and losses on these contracts are inc luded in accounts receivable and accounts payable, respectively, on the consolidated balance sheets. (b) Designated as hedging instruments From time to time, the Company enters into forward foreign exchange contracts to sell U.S. dollars to buy Mexican p esos, as part of a hedging program to manage the variability of cash flows associated with a portion of forecasted purchases of raw fruit inventories denominated in Mexican pesos. As these contracts are designated as hedging instruments, the effective por tion of the gains and losses on changes in the fair value of these contracts is included in other comprehensive earnings and reclassified to cost of goods sold in the same period the hedged transaction affects earnings, which is upon the sale of the invent ories. For the year ended December 29, 2018 , the Company recognized a net gain of $0.5 million ( December 30, 2017 – gain of $1.8 million) in other comprehensive earnings related to changes in the fair value of open contracts. For the year ended December 29, 2018 , the Company reclassified from other comprehensive earnings to cost of goods sold a realized gain on closed contracts of $0.1 million ( December 30, 2017 – gain of $1.4 million). In addition, for the year ended December 30, 2017 , the Company rec lassified to foreign exchange loss an unrealized gain of $0.9 million related to the ineffective portion of the hedge. As at December 29, 2018 , the Company had no open Mexican peso forward foreign exchange contracts. (4 ) Contingent consideration The fair value measurement of contingent consideration arising from business acquisitions is determined using unobservable (level 3) inputs. These inputs include: (i) the estimated amount and timing of the projected cash flows on which the contingency is based; and (ii) the risk-adjusted discount rate used to present value those cash flows. The following table presents a reconciliation of contingent consideration obligations for the years ended December 29, 2018 and December 30, 2017 . These obligations are included in long-term liabilities (including the current portion thereof) on the consolidated balance sheets. December 29, 2018 December 30, 2017 $ $ Balance, beginning of year (11,320) (15,279) Fair value adjustment (1) 2,635 (371) Payments (2) 4,399 4,330 Balance, end of year (4,286) (11,320) (1) For the year ended December 29, 2018 , included an adjustment of $ 2.8 million to reduce the final contingent consideration obligation payable in 2019 under an earn-out arrangement with the former unitholders of Citrusource, LLC ( “ Citrusource ” ) based on the r esults for the business in fiscal 2018. Citrusource was acquired by the Company in March 201 5 . In addition, for all periods presented, reflected the accretion for the time value of money. (See note 17 .) (2) For the year ended December 29, 2018 , reflected the third installment payment of deferred consideration to the former unitholders of Citrusource. For the year ended December 30, 2017 , reflected the second installment payment related to Citrusource and payment of the remaining deferr ed consideration to a former shareholder of Organic Land Corporation OOD, which was acquired by the Company in December 2012. |
Accounts receivable
Accounts receivable | 12 Months Ended |
Dec. 29, 2018 | |
Receivables [Abstract] | |
Loans Notes Trade And Other Receivables Disclosure [Text Block] | 6 . Accounts Receivable December 29, 2018 December 30, 2017 $ $ Trade receivables 132,301 125,408 Product recall-related insurance recoveries (1) 2,421 2,656 Allowance for doubtful accounts (2,591) (2,912) 132,131 125,152 (1) Represents the remaining expected insurance recoveries related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in the second quarter of 2016. The change in the allowance for doubtful accounts provision for the years ended December 29, 2018 and December 30, 2017 is comprised as follows: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year 2,912 2,947 Net additions to provision 416 491 Accounts receivable written off, net of recoveries (717) (596) Effects of foreign exchange rate differences (20) 70 Balance, end of year 2,591 2,912 |
Inventories
Inventories | 12 Months Ended |
Dec. 29, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | 7 . Inventories December 29, 2018 December 30, 2017 $ $ Raw materials and work-in-process 278,038 262,527 Finished goods 83,225 92,489 Company-owned grain 10,155 9,937 Inventory reserve (9,461) (9,975) 361,957 354,978 The change in the inventory reserve for the years ended December 29, 2018 and December 30, 2017 is comprised as follows: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year 9,975 14,202 Additions to reserve during the year 12,169 10,278 Reserves applied and inventories written off during the year (12,612) (14,367) Effect of foreign exchange rate differences (71) (138) Balance, end of year 9,461 9,975 |
Property, plant and equipment
Property, plant and equipment | 12 Months Ended |
Dec. 29, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 8 . Property, Plant and Equipment The major components of property, plant and equipment as at December 29, 2018 and December 30, 2017 were as follows: December 29, 2018 Cost Accumulated depreciation Net book value $ $ $ Land 7,075 - 7,075 Buildings 73,792 24,059 49,733 Machinery and equipment 192,982 94,920 98,062 Enterprise software 20,996 8,878 12,118 Office furniture and equipment 11,505 8,472 3,033 Vehicles 3,191 2,180 1,011 309,541 138,509 171,032 December 30, 2017 Cost Accumulated depreciation Net book value $ $ $ Land 7,124 - 7,124 Buildings 70,383 21,784 48,599 Machinery and equipment 178,760 84,525 94,235 Enterprise software 14,829 6,651 8,178 Office furniture and equipment 12,063 7,834 4,229 Vehicles 3,609 2,350 1,259 286,768 123,144 163,624 A s at December 29, 2018 property, plant and equipment included construction in process assets of $19 . 4 million ( December 30, 2017 – $ 23 . 7 million) , which were not being depreciated as they had not yet reached the stage of commercial viability. In addition, as at December 29, 2018 , machinery and equipment included equipment under capital leases with a cost of $10 . 1 million ( December 30, 2017 – $11.9 million) and a net book value of $3.4 million ( December 30, 2017 – $5.4 million), as well as $ 4.9 million ( December 30, 2017 – $5.0 million) of spare parts inventory. Total depreciation expense included in cost of goods sold and selling, general and administrative expense s on the consolidated statements of operations related to property, plant and equipment for t he year ended December 29, 2018 was $21. 9 million ( December 30, 2017 – $21.7 million; December 31, 2016 – $ 22.9 million). |
Goodwill
Goodwill | 12 Months Ended |
Dec. 29, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure [Text Block] | 9 . Goodwill The following is a summary of changes in goodwill: Global Ingredients Consumer Products Total $ $ $ Balance at December 31, 2016 8,255 215,356 223,611 Goodwill impairment - (115,000) (115,000) Foreign exchange 922 - 922 Balance at December 30, 2017 9,177 100,356 109,533 Goodwill impairment - (81,222) (81,222) Foreign exchange (352) - (352) Balance at December 29, 2018 8,825 19,134 27,959 Goodwill Impairments Based on the results of the annual impairment test s performed for the year s ended December 29, 2018 and December 30, 2017 , the Company determined that the carrying value of the Healthy Fruit reporting unit of the Consumer Products operating segment exceeded its fair value . As a result, the Company recognized goodwill impairment charges of $81.2 million and $115.0 million in 2018 and 2017, respectively, to fully write-off the goodwill that arose from the Company’s acquisition of Sun rise Holdings (Delaware), Inc. (“Sunrise”) in October 2015. These impairments reflected lower-than-expected revenues and operating performance for the business since the acquisition of Sunrise, reflecting weak er-than-expected consumption trends and lower sales pricing introduced over the past two fiscal years to regain or maintain distribution volumes, as well as uncertainty of future revenue growth patterns and gross margin profile due to these market conditions and sales pricing limitations. In addition , while the Company has identified certain productivity measures to be initiated to reduce costs and increase profitability in the business, the ultimate timing and outcome of these measures are not fully certain . Based on the results of the annual impair ment test performed for the year ended December 31, 2016 , the Company determined that the carrying value of the goodwill associated with the Sunflower reporting unit of the Raw Material Sourcing and Supply operating segment exceeded its implied fair value, reflecting lower anticipated sales demand and higher expected production and c apital costs as a result of a voluntary recall of certain roasted sunflower kernel products initiated by the Company in second quarter of 2016 . As a result, the Company recogniz ed a goodwill impairment charge of $17.5 million in 2016. |
Intangible assets
Intangible assets | 12 Months Ended |
Dec. 29, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
IntangibleAssetsDisclosureTextBlock | 10 . Intangible Assets The major components of intangible assets as at December 29, 2018 and December 30, 2017 were as follows: December 29, 2018 Cost Accumulated amortization Net book value $ $ $ Customer relationships 210,845 49,937 160,908 Patents, trademarks and other 1,919 1,852 67 212,764 51,789 160,975 December 30, 2017 Cost Accumulated amortization Net book value $ $ $ Customer relationships 211,176 39,274 171,902 Patents, trademarks and other 1,919 1,762 157 213,095 41,036 172,059 The following is a summary of changes in intangible assets: Customer Patents, trademarks relationships and other Total $ $ $ Balance at December 31, 2016 183,258 266 183,524 Amortization (11,086) (109) (11,195) Impairment (456) - (456) Foreign exchange 186 - 186 Balance at December 30, 2017 171,902 157 172,059 Amortization (10,948) (90) (11,038) Foreign exchange (46) - (46) Balance at December 29, 2018 160,908 67 160,975 The Company estimates that the aggregate future amortization expense associated with finite-life intangible assets in each of the next five fiscal years and thereafter will be as follows: 2019 2020 2021 2022 2023 Thereafter Total $ $ $ $ $ $ $ Amortization expense 11,013 10,382 10,112 10,112 10,112 109,244 160,975 |
Accounts payable and accrued li
Accounts payable and accrued liabilities | 12 Months Ended |
Dec. 29, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 11 . Accounts Payable and Accrued Liabilities December 29, 2018 December 30, 2017 $ $ Accounts payable 115,297 94,992 Payroll and commissions 8,817 15,161 Accrued grain liabilities 15,322 15,039 Accrued product recall-related costs (1) 3,792 6,980 Accrued interest 5,346 5,496 Dividends payable on Series A Preferred Stock (see note 13) 1,700 1,700 Accrued product recall settlement - 2,250 Other accruals 5,097 19,746 155,371 161,364 (1 ) Represents the provision for remaining unsettled customer claims related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in the second quarter of 2016 . |
Bank indebtedness and long-term
Bank indebtedness and long-term debt | 12 Months Ended |
Dec. 29, 2018 | |
Debt Disclosure [Abstract] | |
Bank Indebtedness And Long Term Debt [Text Block] | 12 . Bank Indebtedness and Long-Term Debt December 29, 2018 December 30, 2017 $ $ Bank indebtedness: Global Credit Facility (1) 276,776 230,502 Bulgarian credit facility (2) 3,558 3,588 280,334 234,090 Long-term debt: Senior Secured Second Lien Notes, net of unamortized debt issuance costs of $6,472 (December 30, 2017 - $7,716) (3) 217,026 215,782 Asset-backed term loan (4) 3,103 3,600 Capital lease obligations (5) 3,706 5,651 Other 5,028 3,000 228,863 228,033 Less: current portion 1,840 2,228 227,023 225,805 (1) Global Credit Facility On February 11, 2016, the Company entered into a five-year credit agreement for a senior secured asset-based revolving credit facility with a syndicate of banks in the maximum aggregate principal amount of $350.0 million, subject to borrowing base capacity (the “Global Credit Facility”). The Global Credit Facility is used to support the working capital and general corporate needs of the Company’s global operations, in addition to funding future strategic initiatives. The G lobal Credit Facility also includes borrowing capacity available for letters of credit and provides for borrowings on same-day notice, including in the form of swingline loans. Subject to customary borrowing conditions and the agreement of any such lender s to provide such increased commitments, the Company may request to increase the total lending commitments under the Global Credit Facility to a maximum aggregate principal amount not to exceed $450.0 million. Outstanding principal amounts under the Globa l Credit Facility are repayable in full on the maturity date of February 10, 2021. Individual borrowings under the Global Credit Facility have terms of six months or less and bear interest based on various reference rates, including prime rate and LIBO R plus an applicable margin. The applicable margin in the Global Credit Facility ranges from 1.25% to 1.75% for loans bearing interest based on LIBOR and from 0.25% to 0.75% for loans bearing interest based on the prime rate and, in each case, is set quar terly based on average borrowing availability for the preceding fiscal quarter. As at December 29, 2018 , the weighted-average interest rate on the facilities was 4.48%. On September 19, 2017, the Company entered into an amendment to the Global Credit Facil ity to add a $15.0 million U.S. asset-based credit subfacility (the “U.S. Subfacility”). On October 22, 2018, the Global Credit Facility was further amended to increase the commitment under the U.S. Subfacility by $5.0 million. The entire $20.0 million a vailable for borrowing under the U.S. Subfacility was fully drawn as of October 22, 2018. Commencing with the fiscal quarter ending March 31, 2019, amortization payments on the aggregate principal amount of the U.S. Subfacility are equal to $3.33 million, which payments may be funded through borrowings under the revolving facilities of the Global Credit Facility. Borrowings repaid under the U.S. Subfacility may not be borrowed again . Borrowings under the U.S. Subfacility bear interest at a margin over va rious reference rates. The applicable margin for the U.S. Subfacility is set quarterly based on average borrowing availability for the preceding fiscal quarter ranges from 2.00% to 2.50% with respect to base rate and prime rate borrowings and from 3.00% t o 3.50% for eurocurrency rate and bankers’ acceptance rate borrowings. As at December 29, 2018, the applicable margin was 3.50%. Obligations under the Global Credit Facility are guaranteed by substantially all of the Company’s subsidiaries and, subject to certain exceptions, such obligations are secured by first priority liens on substantially all of the assets of the Company. The Global Credit Facility contains a number of covenants that, among other things, restrict, subject to certain exceptions, t he Company’s ability to create liens on assets; sell assets and enter into sale and leaseback transactions; pay dividends, prepay junior lien and unsecured indebtedness and make other restricted payments; incur additional indebtedness and make guarantees; make investments, loans or advances, including acquisitions; and engage in mergers or consolidations. The foregoing covenants are subject to certain threshold amounts and exceptions as set forth in the credit agreement. (2) Bulgarian credit facility On July 27 , 2018 , a subsidiary of The Organic Corporation B.V. (“TOC”), a wholly-owned subsidiary of the Company, extended its revolving credit facility agreement dated May 22, 2013, to provide up to €4.5 million to cover the working capital needs of TOC’s Bulgarian operations. The facility is secured by the accounts receivable and inventories of the Bulgarian operations and is fully guaranteed by TOC. Interest accrues under the facility based on EURIBOR plus a margin of 2.75%, and borrowings under the facility are repayable in full on May 31, 2019 . As at December 29, 2018 , the weighted-average interest rate on the Bulgarian credit facility was 2.75%. (3) Senior Secured Second Lien Notes On October 20, 2016, SunOpta Foods issued $231.0 million of 9.5% Senior Secured Second Lien Notes due 2022 (the “Notes”). As at December 29, 2018 , the outstanding principal amount of the Notes was $223.5 million, reflecting the redemption of $7.5 million principal amount by SunOpta Foods in October 2017. Debt issuance costs are recorded as a reduction against the principal amount of the Notes and are being amortized over the six-year term of the Notes. Interest o n the Notes is payable semi-annually in arrears on April 15 and October 15 at a rate of 9.5% per annum. The Notes will mature on October 9, 2022. Giving effect to the amortization of debt issuance costs, the effective interest rate on the Notes is approx imately 10.4% per annum. At any time after October 9, 2018, SunOpta Foods may redeem the Notes, in whole or in part, at a redemption price equal to 107.125% through October 8, 2019, 104.750% from October 9, 2019 through October 8, 2020, 102.375% from Octo ber 9, 2020 through October 8, 2021 and at par thereafter, plus accrued and unpaid interest, if any, to but excluding the date of redemption. Certain additional redemption rights were applicable prior to October 9, 2018. In the event of a change of contr ol, SunOpta Foods will be required to make an offer to repurchase the Notes at 101.000% of their principal amount, plus accrued and unpaid interest, if any, to the date of purchase. The Notes are secured by second-priority liens on substantially all of the assets that secure the credit facilities provided under the Global Credit Facility, subject to certain exceptions and permitted liens. The Notes are senior secured obligations and rank equally in right of payment with SunOpta Foods’ existing and futur e senior debt and senior in right of payment to any future subordinated debt. The Notes are effectively subordinated to debt under the Global Credit Facility and any future indebtedness secured on a first priority basis. The Notes are initially guaranteed on a senior secured second-priority basis by the Company and each of its subsidiaries (other than SunOpta Foods) that guarantees indebtedness under the Global Credit Facility, subject to certain exceptions. The Notes are subject to covenants that, among other things, limit the Company’s ability to (i) incur additional debt or issue preferred stock; (ii) pay dividends and make certain types of investments and other restricted payments; (iii) create liens; (iv) enter into transactions with affiliates; (v) s ell assets; and (vi) create restrictions on the ability of restricted subsidiaries to pay dividends, make loans or advances or transfer assets to the Company, SunOpta Foods or any guarantor of the Notes. The foregoing covenants are subject to certain thre shold amounts and exceptions as set forth in the indenture governing the Notes. In addition, the indenture provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenan ts in the indenture, certain payment defaults or acceleration of other indebtedness, a failure to pay certain judgments and certain events of bankruptcy and insolvency. If an event of default occurs and is continuing, the trustee or holders of at least 25 % in principal amount of the outstanding Notes may declare the principal of and accrued and unpaid interest on, if any, all the Notes to be due and payable. As at December 29, 2018 , the estimated fair value of the outstanding Notes was approximately $240 mil lion, based on quoted prices of the most recent over-the-counter transactions (Level 2). (4) Asset-backed term loans On December 28, 2017, TOC entered into a €3.0 million asset-backed term loan. Interest on this loan accrues at an effective rate of 3.06% and the loan matures on December 28, 2027. Principal and accrued interest is repayable in equal monthly installments. On January 8, 2019, TOC entered into a second asset-backed term loan for €1.6 million , which accrues interest at an effective rate of 3.42% and matures on December 28, 2027. Principal and accrued interest on these loans are repayable in equal monthly installments. These loans are secured by a first priority lien on equipment owned by TOC for the second cocoa processing line at its facility in the Netherlands and are fully guaranteed by TOC. (5 ) Capital lease obligations The Company leases certain equipment under capital lease agreements. The cost and accumulated depreciation of assets under capital lease are included in machinery and equipment . Principal repayments of long-term debt are as follow s : $ 2019 1,840 2020 4,280 2021 2,598 2022 224,635 2023 516 Thereafter 1,466 Total gross repayments 235,335 Unamortized debt issuance costs (6,472) 228,863 The com ponents of interest expense, net are as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Interest expense 32,155 29,771 32,090 Amortization of debt issuance costs 2,536 2,825 11,301 Interest income (285) (92) (116) Interest expense, net 34,406 32,504 43,275 |
Series A Preferred Stock
Series A Preferred Stock | 12 Months Ended |
Dec. 29, 2018 | |
Temporary Equity [Abstract] | |
Preferred Stock [Text Block] | 13 . Series A Preferred S tock On October 7, 2016, the Company and SunOpta Foods entered into a subscription agreement (the “Subscription Agreement”) with Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. (collectively, the “Investors”). Pursuant to the Subscription Agreement, SunOpta Foods issued an aggreg ate of 85,000 shares of Preferred Stock to the Investors for consideration in the amount of $85.0 million. In connection with the issuance of the Preferred Stock, the Company incurred direct and incremental expenses of $6.0 million, which reduced the carr ying value of the Preferred Stock. At any time on or after October 7, 2021, SunOpta Foods may redeem all of the Preferred Stock for an amount, per share of Preferred Stock, equal to the value of the liquidation preference at such time . The carrying value of the Preferred Stock is being accreted to the redemption amount of $85.0 million through charges to retained earnings/accumulated deficit over the period preceding October 7, 2021 , which accretion amounted to $1.1 million, $1.0 million and $0.2 million for the year ended December 29, 2018 , December 30, 2017 and December 31, 2016 , respectively. In connection with the Subscription Agreement, the Company agreed to, among other things (i) ensure SunOpta Foods has sufficient funds to pay its obligations under the terms of the Preferred Stock and (ii) grant each holder of Preferred Stock (the “Holder”) the right to exchange the Preferred Stock for shares of common stock of the Company (“Common Shares”). The Preferred Stock is non-participating with the Common Shar es in dividends and undistributed earnings of the Company. The Preferred Stock has a stated value and initial liquidation preference of $1,000 per share. Cumulative preferred dividends accrue daily on the Preferred Stock at an annualized rate of 8.0% of the liquidation preference prior to October 5, 2025 and 12.5% of the liquidation preference thereafter (subject to an increase of 1.0% per quarter, up to a maximum rate of 5.0% per quarter on the occurrence of certain events of non-compliance). Prior to O ctober 5, 2025, SunOpta Foods may pay dividends in cash or elect, in lieu of paying cash, to add the amount that would have been paid to the liquidation preference. After October 4, 2025, the failure to pay dividends in cash will be an event of non-compli ance. The Preferred Stock ranks senior to the shares of common stock of SunOpta Foods with respect to dividend rights and rights on the distribution of assets on any liquidation, winding up or dissolution of the Company or SunOpta Foods . For the year ended December 29, 2018 and December 30, 2017 , SunOpta Foods paid cash dividends on the Preferred Stock of $6.8 million and $6.7 million, respectively. As at December 29, 2018 , SunOpta Foods had accrued unpaid dividends of $1.7 million, which were recorded in accoun ts payable and accrued liabilities on the Company’s consolidated balance sheet. At any time, the Holders may exchange their shares of Preferred Stock, in whole or in part, into the number of Common Shares equal to, per share of Preferred Stock, the quotie nt of the liquidation preference divided by $7.50 (such price, the “Exchange Price” and such quotient, the “Exchange Rate”). As at December 29, 2018 , the aggregate shares of Preferred Stock outstanding were exchangeable into 11,333,333 Common Shares. The Ex change Price is subject to certain anti-dilution adjustments, including a weighted-average adjustment for issuances of Common Shares below the Exchange Price, provided that the Exchange Price may not be lower than $7.00 (subject to adjustment in certain ci rcumstances). SunOpta Foods may cause the Holders to exchange all of the Preferred Stock into a number of Common Shares based on the applicable Exchange Price if (i) fewer than 10% of the shares of Preferred Stock issued on October 7, 2016 remain outstand ing, or (ii) on or after October 7, 2019, the average volume-weighted average price of the Common Shares during the then preceding 20 trading day period is greater than 200% of the Exchange Price. In connection with the Subscription Agreement, the Compa ny issued 11,333,333 Special Shares, Series 1 (the “Special Voting Shares”) to the Investors, which entitle the Investors to one vote per Special Voting Share on all matters submitted to a vote of the holders of Common Shares, together as a single class, s ubject to certain exceptions. Additional Special Voting Shares will be issued, or existing Special Voting Shares will be redeemed, as necessary to ensure that the aggregate number of Special Voting Shares outstanding is equal to the number of shares of Pr eferred Stock outstanding from time to time multiplied by the Exchange Rate in effect at such time. As at December 29, 2018 , 11,333,333 Special Voting Shares were issued and outstanding, which represented an approximate 11.5% voting interest in the Company. The Special Voting Shares are not transferable, and the voting rights associated with the Special Voting Shares will terminate upon the transfer of the Preferred Stock to a third party, other than a controlled affiliate of the Investors. The Investors are entitled to designate up to two nominees for election to the Board of Directors of the Company (the “Board”) and have the right to designate one individual to attend meetings of the Board as a non-voting observer, subject to the Investors maintaining cert ain levels of beneficial ownership of Common Shares on an as-exchanged basis. For so long as the Investors beneficially own or control at least 50% of the Preferred Stock issued on October 7, 2016, including any corresponding Common Shares into which such Preferred Stock are exchanged, the Investors will be entitled to (i) participation rights with respect to future equity offerings of the Company, and (ii) governance rights, including the right to approve certain actions proposed to be taken by the Compan y and its subsidiaries. |
Common shares
Common shares | 12 Months Ended |
Dec. 29, 2018 | |
Common Shares | |
Stockholders Equity Note Disclosure Text Block | 14 . Common Shares The Company is authorized to issue an unlimited number of Common Shares without par value and an unlimited number of special shares without par value. |
Stock-based compensation
Stock-based compensation | 12 Months Ended |
Dec. 29, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure Of Compensation Related Costs Share Based Payments [Text Block] | 15 . Stock-Based Compensation Stock Incentive Plan On May 28, 2013, the Company’s shareholders approved the 2013 Stock Incentive Plan (the “2013 Plan”), which permits the grant of a variety of stock-based awards, including stock options, restricted stock units (“RSUs”) and performance share units (“PSUs”) to selected employees and directors of the Company. As at December 29, 2018 , 4,028,729 securities remained available for issuance under the 2013 Plan. For the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , total stock-based compensation expense amounted to $7.9 million, $ 5.7 million and $4.1 million, respectively. Stock Options Stock o ptions granted to selected employees during the three-year period ended December 29, 2018 vest ratably on each of the f irst through third anniversaries of the grant date and expire on the tenth anniversary of the grant date. Stock options granted by the Company contain an exercise pr ice that is equal to the closing market price of the shares on the day prior to the grant date. Any consideration paid by employees or directors on exercise of stock options or purchase of stock is credited to capital stock. The following table summarizes stock option activity for the year ended December 29, 2018 : Weighted- average Weighted- remaining average contractual Aggregate Stock options exercise price term (years) intrinsic value Outstanding, beginning of year 3,306,728 $ 7.51 Granted 58,000 7.56 Exercised (222,880) 4.11 Forfeited (443,298) 7.76 Outstanding, end of year 2,698,550 $ 7.76 6.67 $ 210 Exercisable, end of year 1,264,902 $ 7.18 5.04 $ 127 The following table summarizes non-vested stock option activity during the year ended December 29, 2018 : Weighted- average grant- Stock options date fair value Non-vested, beginning of year 2,149,221 $ 3.57 Granted 58,000 3.31 Vested (524,657) 3.19 Forfeited (248,916) 3.22 Non-vested, end of year 1,433,648 $ 3.74 The weighted-average grant-date fair values of all stock options granted in the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , were $3.31, $4.12 and $1.86 , respectively. The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the stock options granted in those years were as follows: December 29, 2018 December 30, 2017 December 31, 2016 Grant-date stock price $ 7.56 $ 9.29 $ 4.25 Dividend yield (1) 0% 0% 0% Expected volatility (2) 41.1% 42.1% 41.7% Risk-free interest rate (3) 2.9% 2.0% 1.6% Expected life of options (years) (4) 6.0 6.4 6.0 (1) Determined based on expected annual dividend yield at the time of grant. (2) Determined based on historical volatility of the Company ’ s C ommon S hares over the expected life of the option. (3) Determined based on the yield on U.S. Treasury zero-coupon issues with maturity dates equal to the expected life of the option. (4) Determined using simplified method, as the Company changed the vesting period of its stock option grants from five years to three years in 2016, and, as a result, historical exercise data may not provide a reasonable basis upon which to estimate expected life. The following table summarizes stock options outstanding and exercisable as at December 29, 2018 : Weighted- average remaining Weighted- Weighted- Exercise price range Outstanding contractual life average exercise Exercisable average exercise Low High options (years) price options price $ 3.27 $ 5.50 468,550 6.85 $ 3.68 297,447 $ 3.75 5.51 7.28 527,377 5.76 6.24 302,043 5.91 7.29 9.35 578,999 6.48 8.03 333,502 7.67 9.36 9.60 687,445 8.40 9.50 1,667 9.45 9.61 13.86 436,179 5.14 10.85 330,243 10.92 2,698,550 6.67 $ 7.76 1,264,902 $ 7.18 Total compensation costs related to non-vested stock option awards not yet recognized as an expense was $ 2.8 million as at December 29, 2018 , which will be amortized over a weighted-average remaining vesting period of 1.4 years. Restricted Stock Units RSUs granted to employees vest ratably on each of the first through third anniversaries of the grant date. RSUs granted to directors vest 100% on th e first anniversary of the grant date. Each vested RSU will entitle the employee or director to receive one common share of the Company. The weighted-average grant-date fair values of all RSUs granted in the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , were $ 7.65 , $ 9.18 and $ 3.87 , respectively. The following table summarizes non-vested RSU activity during the year ended December 29, 2018 : Weighted- average grant- RSUs date fair value Non-vested, beginning of year 775,356 $ 8.85 Granted 154,711 7.65 Vested (314,326) 8.96 Forfeited (17,904) 9.50 Non-vested, end of year 597,837 $ 8.46 Total compensation costs related to non-vested RSU awards not yet recognized as an expense was $ 3.1 million as at December 29, 2018 , which will be amortized over a weighted-average remaining vesting period of 1.4 years. Performance Share Units For the year ended December 30, 2017 , the Company granted 1,560,535 PSUs to selected employees . No additional PSUs were granted in the year ended December 29, 2018 . T he vesting of the PSUs is subject to the satisfaction of certain stock price performance conditions during a three-year performance period ending May 24, 2020. One-third of the PSUs will vest upon achieving a stock price of $11.00, one-third will vest upon achieving a stock price of $14.00, and one-third will vest upon achieving a stock price of $18.00, in each case for 20 consecutive trading days and subject to the employee’s continued employment throughout the performance period. Each vested PSU will entitle the employee to receive one common share of the Company without payment of addition al consideration. For the year ended December 30, 2017 , the fair value of the PSUs granted was estimated using a Monte Carlo valuation model, which simulates the potential outcomes for the Company’s stock price performance and determines the payouts that wo uld occur under each scenario. Fair value is based on the average of those results. The grant-date weighted-average fair value of the PSUs was determined to be $5.64, based on the following inputs to the valuation model: December 30, 2017 Grant-date stock price $ 9.33 Dividend yield 0% Expected volatility (1) 42.2% Risk-free interest rate (2) 1.5% Expected life (in years) (3) 3.0 (1) Determined based on the historical volatility of the Common Shares over 6.5 years, which is consistent with the volatility assumption for stock options granted to employees. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected li fe of the PSUs . (3) Determined based on vesting for the PSUs . The following table summarizes non-vested PSU activity during the year ended December 29, 2018 : Weighted- average grant- PSUs date fair value Non-vested, beginning of year 1,519,752 $ 5.68 Forfeited or cancelled (157,856) 6.41 Non-vested, end of year 1,361,896 $ 5.60 Total compensation costs related to non-vested PSU awards not yet recognized as an expense was $3.6 million as at December 29, 2018 , which will be amortized over a weighted-average remaining vesting period of 1 .4 years. CEO Plan On February 6, 2017, David Colo was appointed President and CEO of the Company. In connection with his appointment, for the year ended December 30, 2017 , the Company granted Mr. Colo 473,940 performance-based stock options (the “Special Stock Options”) and 277,780 PSUs. In addition, Mr. Colo was granted 100,000 RSUs, of which 50,000 were contingent on Mr. Colo purchasing Common Shares with an aggregate value of $1.0 million in the open market. The vesting of the Special Stock Options and PS Us is subject to : (i) Mr. Colo’s continued employment with the Compa ny during a three-year performance period ending February 6, 2020; and (ii) the satisfaction of certain stock price performance conditions during the p erformance p eriod. One-third of the Special Stock Options and PSUs will vest upon achieving a stock price of $11.00, one-third will vest upon achieving a stock price of $14.00, and one-third will vest upon achieving a stock price of $18.00, in each case for 20 consecutive trading days and su bject to Mr. Colo’s continued emp loyment through the p erformance p eriod. Each vested Special Stock Option will entitle Mr. Colo to purchase one common share of the Company at an exercise price of $7.00, which was equal to the closing price of the Common S hares as at February 6, 2017. Each vested PSU will entitle Mr. Colo to receive one common share of the Company without payment of additional consideration. For the year ended December 29, 2018 , t he grant-date weighted-average fair values of the Special Stock Options and PSUs were esti mated using a Monte Carlo valuation model and determined to be $1.84 and $2.79, respectively, based on the following i nputs to the valuation model: December 30, 2017 Special Stock Options PSUs Grant-date stock price $ 7.00 $ 7.00 Exercise price $ 7.00 NA Dividend yield 0% 0% Expected volatility (1) 42.0% 42.0% Risk-free interest rate (2) 2.2% 1.5% Expected life (in years) (3) 6.5 3.0 (1) Determined based on the historical volatility of the Common Shares over the expected life of the Special Stock Options. (2) Determined based on U.S. Treasury yields with a remaining term equal to the respective expected lives of the Special Stock Options and PSUs . (3) Determined using the simplified method for the Special Stock Options, based on the mid-point of vesting (three years) and expiration (ten years). Determined based on vesting for the PSUs . Total compensation costs related to the n on-vested Special Stock Options and PSU s awarded to Mr. Colo not yet recognized as an expense was $0.6 million as at December 29, 2018 , which will be amortized over a weighted-average remaining vesting period of 1.1 years. The RSUs granted to Mr. Colo vest i n three equal installments beginning on February 6, 2018. Each vested RSU will entitle Mr. Colo to receive one common share of the Company. The grant-date fair value of the RSUs was estimated to be $7.00 based on the stock price of the Common Shares as o f the date of grant. Total compensation costs related to the non-vested RSUs awarded to Mr. Colo not yet recognized as an expense was $0.3 million as at December 29, 2018 , which will be amortized over a weig hted-average remaining vesting period of 1.1 years. On February 21, 2019, the Board of Directors terminated Mr. Colo as President and CEO of the Company. Employee Stock P urchase P lan The Company maintains an Employee Stock Purchase Plan whereby employees can purchase common shares through payroll deductions. For the year ended December 29, 2018 , the Company’s employees purchased 112,158 common shares ( December 30, 2017 – 61,796; December 31, 2016 – 82,841) for total proceeds of $0.6 million ( December 30, 2017 – $0.4 million; December 31, 2016 – $0.4 million). As at December 29, 2018 , 999,915 common shares are remaining to be granted under this plan. |
Accumulated other comprehensive
Accumulated other comprehensive income (loss) | 12 Months Ended |
Dec. 29, 2018 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Comprehensive Income Note [Text Block] | 16 . Accumulated Other Comprehensive Loss Net unrealized losses recorded in accumulated other comprehensive loss were as follows : December 29, 2018 December 30, 2017 $ $ Currency translation adjustment (9,667) (6,963) Cash flow hedges, net of income taxes - (305) (9,667) (7,268) |
Other expense (income), net
Other expense (income), net | 12 Months Ended |
Dec. 29, 2018 | |
Other Income And Expenses [Abstract] | |
Other Income And Other Expense Disclosure Text Block | 17 . Other Expense (Income) , Net The compone n ts of other expense (income) are as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Reserve for notes receivable (1) 2,232 - - Product withdrawal and recall costs (2) 1,504 413 2,838 Impairment of long-lived assets and facility closure costs (3) 1,264 18,193 13,257 Employee termination costs (4) 397 5,636 4,186 Increase (decrease) in fair value of contingent consideration (see note 5(4)) (2,635) 371 (1,158) Legal settlement (5) - (1,024) 9,000 Business acquisition costs - - 233 Other 63 71 (64) 2,825 23,660 28,292 (1) Reserve for notes receivable For the year ended December 29, 2018 , r epresents a bad debt reserve for notes receivable associated with a previously sold business. The face amount of the notes was $1.4 million , which represented the Company’s cash investment in the notes. The notes had accelerated payment terms that entitled the Company to a multiple-times payout of the face amount of the notes. The accelerated payment terms were originally fair-valued at $3.4 million. The Company has received ca sh payments on the notes of $2.2 million through December 29, 2018 and has estimated that it will receive $0.3 million of the remaining balance related to the accelerated payment terms. (2) Product withdrawal and recall costs For the years ended December 29, 2018 and December 30, 2017 , represents product withdrawal and recall costs that were not eligible for reimbursement under the Company’s insurance policies or exceeded the limits of those policies, including certain costs related to the voluntary recall of c ertain roasted sunflower kernel products initiated by the Company in the second quarter of 2016 . For the year ended December 31, 2016 , represents costs related to the voluntary withdrawal of certain consumer-packaged products due to quality-related issues, as well as certain direct costs and insurance deductibles related to the sunflower recall. (3) Impairment of long-lived assets and facility closure costs For the year ended December 29, 2018 , included the remaining lease obligation (net of sublease rental s) related to the vacated nutrition bar processing facility, and an additional impairment loss and closure costs related to the disposal of the Wahpeton roasting facility . For the year ended December 30, 2017 , represents the impairment of assets associated with the exits from flexible resealable pouch and nutrition bar products lines and operations, and consolidation of roasted snack operations, as well as the early buyout of the San Bernardino equipment leases. For the year ended December 31, 2016 , represen ts the impairment of assets associated with the closures of the San Bernardino and Heuvelton facilities. In addition, includes the impairment of leasehold improvements at the Company’s Buena Park, California, facility on the consolidation of Company’s fro zen fruit processing operations following the acquisition of Sunrise. (4) Employee termination costs For the year ended December 29, 2018 , represents severance benefits, net of forfeitures of stock-based awards, incurred in connection with the Value Creation Plan. For the year ended December 30, 2017 , represents severance benefits, net of forfeitures of stock-based awards, and legal costs incurred in connection with the Value Creation Plan, including employees affected by the exits from flexible reseal able pouch and nutrition bar product lines and operations, and consolidation of roasted snack operations. For the year ended December 31, 2016 , represents contractual severance benefits and previously unrecognized stock-based compensation expense recognize d in connection with the departure of a former CEO, as well as costs for employees affected by the closures of the Company’s San Bernardino, Heuvelton and Buena Park facilities. (5) Legal settlement In 2016, the Company recorded a charge of $9.0 million related to the settlement of a product recall dispute with a customer involving certain flexible resealable pouch products manufactured by the Company in 2013. The settlement amount included up to $4. 0 million in rebates payable to the customer over a four-year period. In connection with the exit from the flexible resealable pouch product lines and operations, the Company agreed to an upfront cash settlement of the remaining rebate obligation, resulti ng in a recovery of $1.0 million recognized in 2017. |
Income taxes
Income taxes | 12 Months Ended |
Dec. 29, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 18 . Income Taxes The recovery of income taxes differs from the amount that would have resulted from applying the combined Canadian federal and provincial statutory income tax rate to loss from continuing operations before income taxes due to the following: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Loss from continuing operations before income taxes (114,521) (170,397) (74,361) Canadian statutory rate 26.5% 26.5% 26.5% Income tax recovery at statutory rate (30,348) (45,155) (19,706) Impact of changes in enacted tax rates 1,976 (8,437) 90 Foreign tax rate differential 2,562 (9,324) (11,329) Change in unrecognized tax benefits - (452) (1,268) Goodwill impairment loss 22,239 30,475 6,841 Impact of stock-based compensation and other non- deductible expenses 2,019 1,590 1,238 Change in valuation allowance (3,717) 72 (267) Other (109) (4,598) 604 Recovery of income taxes (5,378) (35,829) (23,797) The components of loss from continuing operations before income taxes are shown below: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Canada (13,408) (3,286) 9,811 U.S. (107,068) (178,033) (93,941) Other 5,955 10,922 9,769 (114,521) (170,397) (74,361) The components of the provision for (recovery of) income taxes are shown below: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Current income tax provision (recovery): Canada (1,334) (658) 3,560 U.S. (3,655) (10,346) (1,293) Other 3,394 3,074 3,664 (1,595) (7,930) 5,931 Deferred income tax provision (recovery): Canada 547 642 (12) U.S. (4,226) (28,606) (29,463) Other (104) 65 (253) (3,783) (27,899) (29,728) Recovery of income taxes (5,378) (35,829) (23,797) Deferred income taxes of the Company are comprised of the following: December 29, 2018 December 30, 2017 $ $ Differences in property, plant and equipment and intangible assets (54,841) (51,093) Capital and non-capital losses 25,169 22,144 Tax benefit of scientific research expenditures 2,004 1,871 Inventory basis differences 3,755 5,193 Interest expense limitation (163j) 20,025 10,311 Other accrued reserves 1,366 5,249 (2,522) (6,325) Less: valuation allowance 5,445 9,162 Net deferred income tax liability (7,967) (15,487) The components of the net deferred income tax asset (liability) are shown below: December 29, 2018 December 30, 2017 $ $ Canada (148) 362 U.S. (7,147) (14,892) Other (672) (957) (7,967) (15,487) The components of the deferred income tax valuation allowance are as follows: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year 9,162 9,090 Increase (decrease) in valuation allowance (3,717) 72 Balance, end of year 5,445 9,162 As at December 29, 2018 , the Company had approximately $ 1.1 million ( December 30, 2017 – $0.4 million) in U.S. federal scientific research investment tax credits and $ 0.9 million ( December 30, 2017 – $0.9 million) in U.S. State research and development tax credits, which will expire in varying amounts up to 2029. As at December 29, 2018 , the Company had U.S. federal non-capital loss carry-forwards of approximately $ 72.0 million ( December 30, 2017 – $46.0 million). In addition, the Company had state loss carry-forwards of approximately $ 15.1 million as at December 29, 2018 ( December 30, 2017 – $62 .6 million). These amounts are available to reduce future federal and state income taxes. As at December 29, 2018 , the Company had Canadian capital losses of approximately $ 29.7 million ( December 30, 2017 – $27 .7 million) for which a full valuation allowance exists. These amounts are available to reduce future capital gains and do not expire. The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. In making such determinations, the Company considers all available positive and negative evidence, including future reversals of existing temporary differences, projected future taxable income, tax planning strategies and recent financial operations. Ba sed on this evaluation, as at December 29, 2018 , a valuation allowance of $ 5.4 million ( December 30, 2017 – $9.2 million) had been recorded against certain assets to reduce the net benefit recorded in the consolidated financial statements. Undistributed earnings of the Company’s non-Canadian affiliates and associated companies are considered to be indefinitely reinvested; accordingly, no provision for deferred taxes has been provided thereon. T he Company believes it has adequately ex amined its tax positions taken or expected to be taken in a tax return ; however, amounts asserted by taxing authorities could differ from the Company’s position s . Accordingly, additional provisions on federal, provincial, state and foreign tax-related mat ters could be recorded in the future as revised estimates are made or the underlying matters are settled or otherwise resolved. A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) is presente d below: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year - 452 Reductions in tax positions of prior years - (452) Balance, end of year - - Consistent with its historical financial reporting, the Company has classified interest and penalties related to income tax liabilities, when applicable, as part of interest expense in its consolidated statements of operations , and with the related liability on the consolidated balance sheets. The number of years with open tax audits varies depending on the tax jurisdiction. The Company’s major taxing jurisd ictions include Canada (including Ontario), the U.S. (incl uding multiple states) , and the Netherlands. The Company’s 2010 through 2017 tax years (and any tax year for which available non-capital loss carry-forwards were generated up to the amount of non-capital loss carry-forward) remain subject to examination b y the Internal Revenue Service for U.S. f ederal tax purposes, and the 2010 through 2017 tax years remain subject to examination by the appropriate governmental agencies for Canadian federal tax purposes. There are other ongoing audits in various other juri sdictions that are not considered material to the Company’s consolidated financial statements. |
Earnings (loss) per share
Earnings (loss) per share | 12 Months Ended |
Dec. 29, 2018 | |
Earnings Per Share Abstract | |
Earnings Per Share Text Block | 19 . Loss Per Share Basic and diluted loss per share were calculated as follows (shares in thousands) : December 29, 2018 December 30, 2017 December 31, 2016 Numerator for basic loss per share: Loss from continuing operations, less amounts attributable to non-controlling interests $ (109,205) $ (135,320) $ (50,618) Less: dividends and accretion on Series A Preferred Stock (7,909) (7,809) (1,812) Loss from continuing operations attributable to SunOpta Inc. (117,114) (143,129) (52,430) Loss from discontinued operations attributable to SunOpta Inc. - - (570) Loss attributable to common shareholders $ (117,114) $ (143,129) $ (53,000) Denominator for basic loss per share: Basic weighted-average number of shares outstanding 87,082 86,355 85,569 Basic loss per share: From continuing operations $ (1.34) $ (1.66) $ (0.61) From discontinued operations - - (0.01) Basic loss per share $ (1.34) $ (1.66) $ (0.62) Numerator for diluted loss per share: Loss from continuing operations, less amounts attributable to non-controlling interests $ (109,205) $ (135,320) $ (50,618) Less: dividends and accretion on Series A Preferred Stock (1) (7,909) (7,809) (1,812) Loss from continuing operations attributable to SunOpta Inc. (117,114) (143,129) (52,430) Loss from discontinued operations attributable to SunOpta Inc. - - (570) Loss attributable to common shareholders $ (117,114) $ (143,129) $ (53,000) Denominator for diluted loss per share: Basic weighted-average number of shares outstanding 87,082 86,355 85,569 Dilutive effect of the following: Series A Preferred Stock (1) - - - Stock options (2) - - - Diluted weighted-average number of shares outstanding 87,082 86,355 85,569 Diluted loss per share: From continuing operations $ (1.34) $ (1.66) $ (0.61) From discontinued operations - - (0.01) Diluted loss per share $ (1.34) $ (1.66) $ (0.62) (1) For the year s ended December 29, 2018 , December 30, 2017 and December 31, 2016 , it was more dilutive to assume the Preferred Stock was not converted into C ommon S hares , and, therefore, the numerator of the diluted loss per share calculation was not adjusted to add back the dividends and accretion on the Preferred Stock and the denominator was not adjusted to include 11,333,333, 11,333,333 and 2,670,320 C ommon S hares issuable on an i f-converted basis for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , respectively . (2) For the year s ended December 29, 2018 , December 30, 2017 and December 31, 2016 , stock options to purchase 452,316, 815,952 and 66,166 Common Shares, respectively, were excl uded from the calculation of diluted loss per share due to their anti-dilutive effect of reducing the loss per share . In addition, f or the year s ended December 29, 2018 , December 30, 2017 and December 31, 2016 , options to purchase 2,384,249 , 2,540,189 and 2,321,448 C ommon S hares were anti-dilutive because the exercise prices of th e se options were greater than the average market pric e . |
Supplemental cash flow informat
Supplemental cash flow information | 12 Months Ended |
Dec. 29, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow Supplemental Disclosures Text Block | 20 . Supplemental Cash Flow Information December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Changes in non-cash working capital: Accounts receivable (3,059) 35,773 (39,857) Inventories (16,032) 27,475 (16,107) Income tax recoverable/payable 5,744 (13,515) 22,868 Prepaid expenses and other current assets 3,662 (11,994) (242) Accounts payable and accrued liabilities (6,225) (20,437) 23,221 Customer and other deposits (3,457) 2,328 (2,774) (19,367) 19,630 (12,891) Cash paid for: Interest 32,020 29,683 28,651 Income taxes 2,936 4,150 1,781 |
Related party transactions
Related party transactions | 12 Months Ended |
Dec. 29, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 21 . Related Party Transactions The following table summ arizes transactions between the Company and related parties : December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Purchases and sales: Purchases of fruits, grains and seeds (1) 19,975 18,487 14,867 Sales of agronomy products (2) 1,136 1,141 488 Sales of coffee beans (3) 1,626 1,954 1,896 Rent and other 59 220 976 Grower loans (4) 1,500 - - (1) Represents purchases of raw fruit, and fruit processing and freight services from companies related to the Managing Director of the Company’s Mexican operations, as well as purchases of grains and seeds from employees of the Company, which are included in cost of goods sold on the consolidated statements of operations. (2) Represents sales of agronomy products to employees of the Company, which are included in revenues on the consolidated statements of operations. (3) Represents the sale of co ffee beans from TOC to a company that is owned by the non-controlling shareholder of Trabocca B.V., a less-than-wholly-owned subsidiary of TOC. These sales are included in revenues on the consolidated statement of operations. (4) Represents loans made t o the Managing Director of the Company’s Mexican operations, to provide operating funds for farms owned by the director. These loans are secured by the crops grown on the farms. As at December 29, 2018 , $1.5 million of these loans were outstanding, which ar e repayable in full on June 30, 2019. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 29, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments And Contingencies Disclosure Text Block | 22 . Commitments and C ontinge ncies Employment Matter On April 19, 2013, a class-action complaint, in the case titled De Jesus, et al. v. Frozsun, Inc. d/b/a Frozsun Foods, was filed against Sunrise Growers, Inc. (“Sunrise”) (then named Frozsun, Inc.) in California Superior Court, Santa Barbara County seeking damages, equitable relief and reasonable attorneys’ fees for alleged wage and hour violations. This case include d claims for failure to pay all hours worked, failure to pay overtime wages, meal and rest period violations, waiting-tim e penalties, improper wage statements and unfair business practices. The putative class include d 10,611 non-exempt hourly employees from Sunrise’s production facilities in Santa Maria and Oxnard, California. The parties attended mediation on October 12, 20 17 and reached a general agreement to resolve the matter on a class-wide basis for $5.0 million. After negotiating the remaining details of the settlement, the parties obtained preliminary approval of the class action settlement on May 14, 2018. Settlemen t class members had until August 20, 2018, to opt out or object to the settlement terms. A final fairness hearing with the Court was held on September 17, 2018 and the settlement was granted final approval. Full payment of the settlement amount was made to the third-party settlement administrator in October 2018. The Company recovered the full amount paid under the settlement through insurance coverage and an escrow account established in connection with the Company’s acquisition of Sunrise. Product Rec all On November 20, 2017, Treehouse Foods, Inc., several of its related entities, and its insurer filed a lawsuit against the Company in the Circuit Court of Cook County, Illinois titled Treehouse Foods, Inc. et al. v. SunOpta Grains and Food, Inc. The Company was served with the Summons and Complaint on January 24, 2018. After the Company removed the case to the United States District Court for the Northern District of Illinois, the plaintiffs filed an Amended Complaint on April 23, 2018 and a second A mended Complaint on October 12, 2018. The plaintiffs allege economic damages resulting from the Company’s 2016 voluntary recall of certain roasted sunflower kernel products due to the potential for Listeria monocytogenes contamination. The case includes claims for breach of contract, express and implied warranties and product guarantees, negligence, strict liability, and indemnity seeking $16.2 million in damages. There are no allegations of personal injury. The Company is vigorously defending itself ag ainst these claims. The Company cannot reasonably predict the outcome of this claim, nor can it estimate the amount of loss, or range of loss, if any, that may result from this claim. Other Claims In addition, various claims and potential claims arising in the normal course of business are pending against the Company. It is the opinion of management that these claims or potential claims are without merit and the amount of potential liability, if any, to the Company is not determinable. Management believe s the final determination of these claims or potential claims will not materially affect the financial position or results of the Company. Environmental L aws The Company believes that, with respect to both its operations and real property, it is in mater ial compliance with current environmental laws. Based on known existing conditions and the Company’s experience in complying with emerging environmental issues, the Company is of the view that future costs relating to environmental compliance will not hav e a material adverse effect on its consolidated financial position, but there can be no assurance that unforeseen changes in the laws or enforcement policies of relevant governmental bodies, the discovery of changed conditions on the Company’s real propert y or in its operations, or changes in the use of such properties and any related site restoration requirements, will not result in the incurrence of significant costs. Grain Held for Others As at December 29, 2018 , the Company held grain for the benefit of others in the amount of $0.2 million ( December 30, 2017 – $0.4 million). The Company is liable for any deficiencies of grade or shortage of quantity that may arise in connection with such grain. Letters of Credit The Company has outstanding letters of c redit at December 29, 2018 totaling $10.9 million ( December 30, 2017 – $9.4 million). Real Property Lease Commitments The Company has entered into various leasing arrangements, which have recurring monthly rents that may be adjusted annually to give effect to inflation. Minimum commitments under operating leases, principally related to manufacturing plants, warehouses, office facilities, machinery and equipment, and farmland, for the next five fiscal years and thereafter are as follows: 2019 2020 2021 2022 2023 Thereafter Total $ $ $ $ $ $ $ Operating lease obligations 19,207 17,356 14,451 12,622 8,389 47,852 119,877 In the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , rental expense related to operating leases, including charges under certain real estate leases for common area maintenance, utilities, insurance and real estate taxes, was $22.7 million , $28.0 million and $27.9 million , respectively. |
Segmented information
Segmented information | 12 Months Ended |
Dec. 29, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure Text Block | 23 . Segmented I nformation T he composition of the Company’s reportable segments is as follows: Global Ingredients aggregates the Company’s North American-based Raw Material Sourcing and Supply and European-based International Sourcing and Supply operating segments focused on the procurement and sale of organic commodities and value-added ingredients, and specialty and organic grains and seeds . Consumer Products consists of three main commercial platforms: Healthy Beverages, Healthy Fruit and Healthy Snacks. Healthy Beverages inc ludes aseptically-packaged products including non-dairy beverages, broths and teas; refrigerated premium juices; and shelf-stable juices and functional waters. Healthy Fruit includes IQF fruits for retail; IQF and bulk frozen fruit for foodservice; and cu stom fruit preparations for industrial use. Healthy Snacks is focused on fruit snack offerings and included flexible resealable pouch and nutrition bar product lines that were exited in 2017. In 2018, the Company transferred certain of its specialty in gredient operations from the Raw Material Sourcing and Supply operating segment to the Healthy Beverages platform of the Consumer Products operating segment. This realignment reflects a change in commercial responsibilities for these operations and result ing changes in reporting and accountability to the Company’s Chief Executive Officer. These operations produce liquid bases, including for the Company’s non-dairy aseptic beverage operations, as well as spray-dried ingredients. The segment information pr esented below for years ended December 30, 2017 and December 31, 2016 has been restated to reflect this realignment. Specifically, for the years ended December 30, 2017 and December 31, 2016 , revenues of $13.6 million and $15.5 million, respectively, and operating income of $2.0 million and $2.0 million, respectively, generated by these operations have been reclassified from Global I ngredients to Consumer Products. In addition, Corporate Services provides a variety of management, financial, information technolo gy, treasury and administration services to each of the Company’s operating segments from the Company’s headquarters in Mississauga, Ontario and administrative office in Edina, Minnesota. When reviewing the operating results of the Company’s operating seg ments, management uses segment revenues from external customers and segment operating income/loss to assess performance and allocate resources. Segment operating income/loss excludes other income/expense items. In addition, interest expense and income ta xes are not allocated to the operating segments. Segment Revenues and Operating Income Reportable segment operating results for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 were as follows: December 29, 2018 Global Consumer Ingredients Products Consolidated $ $ $ Segment revenues from external customers 559,712 701,140 1,260,852 Segment operating income 16,430 1,238 17,668 Corporate Services (13,736) Other expense, net (see note 17) (2,825) Goodwill impairment (see note 9) (81,222) Interest expense, net (34,406) Loss from continuing operations before income taxes (114,521) December 30, 2017 Global Consumer Ingredients Products Consolidated $ $ $ Segment revenues from external customers 536,928 742,665 1,279,593 Segment operating income 19,932 11,924 31,856 Corporate Services (31,089) Other expense, net (see note 17) (23,660) Goodwill impairment (see note 9) (115,000) Interest expense, net (32,504) Loss from continuing operations before income taxes (170,397) December 31, 2016 Global Consumer Ingredients Products Consolidated $ $ $ Segment revenues from external customers 558,798 787,933 1,346,731 Segment operating income 24,771 3,222 27,993 Corporate Services (13,247) Other expense, net (see note 17) (28,292) Goodwill impairment (see note 9) (17,540) Interest expense, net (43,275) Loss from continuing operations before income taxes (74,361) Segment Assets Total assets and goodwill by reportable segment as at December 29, 2018 and December 30, 2017 were as follows: December 29, 2018 December 30, 2017 $ $ Segment assets: Global Ingredients 364,454 347,971 Consumer Products 458,224 588,542 Total segment assets 822,678 936,513 Corporate Services 74,060 45,660 Total assets 896,738 982,173 Segment goodwill: Global Ingredients 8,825 9,177 Consumer Products 19,134 100,356 Total segment goodwill 27,959 109,533 Segment Capital Expenditures, Depreciation and Amortization Capital expenditures, depreciation and amortization by reportable segment for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 were as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Segment capital expenditures: Global Ingredients 7,904 9,060 4,767 Consumer Products 15,314 27,054 14,586 Total segment capital expenditures 23,218 36,114 19,353 Corporate Services 8,385 5,025 3,207 Total capital expenditures 31,603 41,139 22,560 Segment depreciation and amortization: Global Ingredients 6,704 6,464 6,406 Consumer Products 22,111 23,666 25,532 Total segment depreciation and amortization 28,815 30,130 31,938 Corporate Services 3,973 2,694 2,212 Total depreciation and amortization 32,788 32,824 34,150 Geographic Information The Company’s assets, operations and employees are principally located in the U.S., Canada, Europe, Mexico and Ethiopia. Revenues from externa l customers are attributed to countries based on the location of the customer. Revenues from external customers by geographic area for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 were as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Revenues from external customers: U.S. 984,122 1,001,417 1,084,199 Canada 29,055 27,929 30,959 Europe and other 247,675 250,247 231,573 Total revenues from external customers 1,260,852 1,279,593 1,346,731 Long-lived assets consist of property, plant and equipment, net of accumulated depreciation, which are attributed to countries based on the physical location of the assets. Long-lived assets by geographic area as at December 29, 2018 and December 30, 2017 were as follows: December 29, 2018 December 30, 2017 $ $ Long-lived assets: U.S. 134,598 128,367 Canada 2,787 3,094 Europe and other 33,647 32,163 Total long-lived assets 171,032 163,624 Major Customers For the year ended December 29, 2018 , Starbucks Corporation (“Starbucks”) accounted for approximately 10% of our consolidated revenues. For the years ended December 30, 2017 and December 31, 2016 , Costco Wholesale (“Costco”) accounted for approximately 10 % and 11%, respectively, of our consolidated revenues. Revenues from Starbucks and Costco are included in the Consumer Products operating segment. |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 29, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 24 . Subsequent Event Sale of Specialty and Organic Soy and Corn Business On February 22, 2019, the Company’s subsidiary, SunOpta Grains and Foods Inc., completed the sale of its specialty and organic soy and corn business to Pipeline Foods, LLC (“Pipeline Foods”) for $66.5 million, subject to certain post-closing adjustments. The soy and corn business engaged in seed and grain conditioning and corn milling and formed part of the Company’s North American-based raw material sourcing and supply oper ating segment, included in the Global Ingredients reportable segment. The business included five facilities located in Hope, Minnesota, Blooming Prairie, Minnesota, Ellendale, Minnesota, Moorhead, Minnesota, and Cresco, Iowa. The net assets of the soy and corn business that were sold did not meet the criteria for presentation as held for sale as at December 29, 2018. The net proceeds from the sale exceeded the carrying value of the net assets as of that date. The Company will measure and record a gain on sale as at the transaction date in the first quarter of 2019. |
Accounting policies (Policy)
Accounting policies (Policy) | 12 Months Ended |
Dec. 29, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting [Policy Text Block] | Basis of Presentation These consolidated financial statements have been prepared by the Company in United States (“U.S.”) dollars and in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP ”). The consolidated financial statements include the accounts of the Company and those of its wholly-owned and majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated on consolidation . |
Fiscal Period [Policy Text Block] | Fiscal Year The fiscal year o f the Company consists of a 52- or 53-week period ending on the Saturday closest to December 31. Fiscal year s 201 8, 2017 and 2016 were each 52-week period s ending on December 29, 2018, December 30, 2017 and December 31, 2016 , respectively. Fiscal year 2019 will be a 52-week period ending on December 28 , 201 9 , with qu arterly periods ending on March 30 , J une 29 , and September 28 , 201 9 . |
Use Of Estimates [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes . Areas involving significant estimates and assumptions include: allocation of the purchase pric e of acquired businesses; inventory valuation reserves; income tax liabilities and assets, and related valuation allowances; provisions for loss contingencies related to claims and litigation; fair value of contingent consideration liabilities; useful live s of property, plant and equipment and intangible assets; expected future cash flows used in evaluating long-lived assets for impairment; and reporting unit fair values in testing goodwill for impairment. The estimates and assumptions made require judgmen t on the part of management and are based on the Company’s historical experience and various other factors that are believed to be reasonable in the circumstances. Management continually evaluates the information that forms the basis of its estimates and assumptions as the business of the Company and the general business environment changes. |
Business Combinations Policy [Policy Text Block] | Business Acquisitions Acquired businesses are accounted for using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recorded at fair value, with limited exceptions. Any excess of the purchase price over the fair value of the net assets acquired is recorded as goodwill. Acquisition-related transaction costs are accounted for as an expense in the period in which the costs are incurred. Contingent consideration is measured at fair value and recognized as part of the consideration transferred in ex change for the acquired businesses. Contingent consideration liabilities are remeasured to fair value at each reporting date with the changes in fair value recognized in other expense/income on the consolidated statements of operations. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Financial I nstr uments The Company’s financial instruments recognized in the consolidated balance sheets and included in working capital consist of cash and cash equivalents, accounts receivable, derivative instruments, accounts payable and accrued liabilities , and custo mer and other deposits. Cash and cash equivalents, inventories carried at market and derivative instruments are measured at fair value each reporting period. The fair values of the remaining financial instruments approximate their carrying values due to their short-term maturities. The Company’s financial instruments exposed to credit risk include cash equivalents, accounts receivable and derivative instruments . The Company places its cash and cash equivalents with institutions of high creditworthines s. To limit the credit risk associated with derivative instruments, the Company contrac ts with counterparties that are highly-rated financial institutions. The Company’s trade accounts receivable are not subject to a high concentration of credit risk. Th e Company routinely assesses the financial strength of its customers and believes that its accounts receivable credit risk exposure is limited. The Company maintains an allowance for losses based on the expected collectability of the accounts receivable . |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements The Company has various financial assets and liabilities that are measured at fair value on a recurring basis, including certain inventories and derivatives, as well as contingent consideration. The Company also applies the provisions of fair value measurement to various non-recurring measurements for financial and non-financial assets and liabilities measured at fair value on a non-recurring basis. Fair value is defined as the price that would be received to sell an asset o r paid to transfer a liability in an orderly transaction between market participants at the measurement date ( that is , an exit price). Fair value measurements are estimated based on inputs categorized as follows: Level 1 inputs include quoted prices (unadjusted) for identical assets or liabilities in active markets that are observable. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that a re not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 includes unobservable inputs that r eflect the Company’s own assumptions about what factors market participants would use in pricing the asset or liability. When measuring fair value, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. |
Foreign Currency Transactions And Translations Policy Text Block [Policy Text Block] | Foreign Cu rrency Translation The assets and liabilities of the Company’s operations having a functional currency other than the U.S. dollar are translated into U.S. dollars at the exchange rate prevailing at the balance sheet date, and at the average rate for the r eporting period for revenue and expense items. The cumulative curre ncy translation adjustment is recorded as a component of accumulated other comprehensive income in shareholders’ equity. Foreign currency gains and losses related to the remeasurement of the Company ’ s Mexican operation into its U.S. dollar functional currency are recognized in ear n ings. Exchange gains and losses on transactions occurring in a currency other than an operation’s functional currency are recognized in earnings. |
Cash And Cash Equivalents Policy Text Block [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents consist of cash and short-term deposits with an origina l maturity of 90 days or less. |
Receivables Policy Text Block [Policy Text Block] | Accounts Receivable Accounts receivable includes trade receivables that are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is an estimate of the amount of probable credit losses in existing accounts receivable. Account balances are charged off against the allowance when the Company determines the receivable will not b e recovered. As at December 29, 2018 and December 30, 2017 , no customer’s balance represented 10% or more of the Company’s consolidated trade receivables balance. |
Inventory Policy Text Block [Policy Text Block] | Inventories Inventories (excluding commodity grains) are valued at the lower of cost and net realizable value . Shipping and handling costs are included in cost of goods sold on the consolidated statements of operations. Inventories of commodity grains, which include amounts acquired under deferred pricing contracts traded on the Chicago Board of Trade (“CBoT”), are valued at market. Grain inventory quantities at year-end are multiplied by the quoted price on the CBoT to reflect the market value of the inventory. This market value is then adjusted for a basis factor that represents differences i n local markets, and broker and dealer quotes to arrive at market. Changes in CBoT prices or the basis factor are included in cost of goods sold on the consolidated statements of operations . SunOpta economically hedges its commodity grain positions to p rotect gains and minimize losses due to market fluctuations. Futures contracts and purchase and sale contracts are adjusted to market price and resulting gains and losses from these transactions are included in cost of goods sold. As the Company has a ris k of loss from hedge activity if the grower does not deliver the grain as scheduled, these transactions do not qualify as hedges under U.S. GAAP and, therefore, changes in market value are recorded in cost of goods sold on the consolidated statements of op erations. |
Property Plant And Equipment Policy Text Block [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is provided using the straight-line basis at rates reflecting the estimated useful lives of the assets. Buildings 20 - 40 years Machinery and equipment 5 - 20 years Enterprise software 3 - 5 years Office furniture and equipment 3 - 7 years Vehicles 3 - 7 years |
Goodwill And Intangible Assets Goodwill Policy [Policy Text Block] | Goodwill Goodwill represents the excess in a business combination of the purchase price over the estimated fair value of the identifiable net assets acquired. Goodwill is not amortized but is instead tested for impairment at least annually, or whenever events or circumstances change between the annual impairment tests that would indicate the carrying amount of goodwill may be impaired. The Company performs its annual test for goodwill impairment in the fourth quarter of each fiscal year. Goodwill impai rment charges are recognized based on the excess of a reporting unit ’ s carrying amount over its fair value. The fair values of the Company ’ s reporting units are determined using an income approach (discounted cash flow method). The results of the Company annual impairment tests for goodwill are described in note 9 . |
Goodwill And Intangible Assets Intangible Assets Policy [Policy Text Block] | Intangible A ssets The Company’s finite-lived intang ible assets consist of customer relationships, patents and trademarks , and other intangible assets. These intangible assets are amortized on a straight-line basis over their estimated useful lives as follows: Customer relationships 10 - 25 years Patents and trademarks 15 years Other 5 - 15 years |
Impairment Or Disposal Of Long Lived Assets Policy Text Block [Policy Text Block] | Impairment of L ong- L ived A ssets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable through undiscounted future cash flows. If impairment exists based on expected future undiscounted cash flows, a loss is recognized in earnings . The amount of the impairment loss is the excess of the carrying amount of the impaired asset over the fair value of the asset , typically determined using a discounted cash flow analysis (income approach) . |
Deferred Charges Policy [Policy Text Block] | Debt Issuance Costs Costs incurred in connection with obtaining debt financing are deferred and amortized over the term of the financing arrangement using the effective interest method. Costs incurred to secure revolving lines of credit are recorded in other long-term assets. All other debt issuance costs are recorded as a direct deduction from the related debt liability. |
Derivatives Policy Text Block [Policy Text Block] | Derivative I nstruments The Company is exposed to fluctuations in commodity prices and foreign currency exchange. The Company utilizes certain derivative financial instruments to enhance its ability to manage these risks, including exchange-traded commodity futures, commodity forward purchase and sale contracts and forward foreign exchange contracts. Derivative instruments are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. The Company does not enter into contracts for speculative purposes. All derivative instruments are recognized on the consolidated balance sheets at fair value. Changes in the fair value of derivat ive instruments are recorded in earnings or other comprehensive earnings , based on whether the instrument is designated as part of a hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive income are reclas sified to earnings in the period in which earnings are affected by the underlying hedged item. The ineffective portion of all hedges is recognized in earnings in the current period. As at December 29, 2018 , the Company utilized the following derivative inst ruments to manage commodity and foreign currency risks : E xchange-traded commodity futures contracts to economica lly hedge its exposure to price fluctuations on grain and cocoa transactions to the extent considered practicable for minimizing risk from mark et price fluctuations. Futures contracts used for economical hedging purposes are purchased and sold through regulated commodity exchanges in the U.S . However, i nventories may not be completely hedged, due in part to the Company’s assessment of its expos ure from expected price fluctuations. Forward purchase and sale contracts may expose the Company to risk in the event that a counterparty to a transaction is unable to fulfil l its contractual obligation or if a grower does not deliver grain as scheduled. The Company manages its risk by entering into purchase contracts with pre-approved growers and sale contracts are entered into with organizations of acceptable creditworthiness, as internally evaluated. All futures and forward purchase and sale contracts are marked-to-market. Gains and losses on these transactions are included in cost of goods sold on the consolidated statements of operations . F orward foreign exchange contracts to minimize exchange rate fluctuations relating to foreign currency denomina ted purchase and sale contracts and accounts payable and receivable. Forward foreign exchange contracts designated as hedges are marked-to-market with the effective portion of the gain or loss recognized in other comprehensive earnings and subsequently re cognized in earnings in the same period the hedged item affects earnings. Gains and losses on forward exchange contracts not specifically designated as hedging instruments ar e included in foreign exchange gain /loss on the consolidated statements of operat ions. |
Customer And Other Deposits [Policy Text Block] | Customer and O ther D eposits Customer and other deposits include prepayments by customers for merchandise inventory to be purchased at a future date. |
Income Tax Policy Text Block [Policy Text Block] | Income T axes The Company follows the asset and liability method of accounting for income taxes whereby deferred income tax assets are recognized for deductible temporary differences and operating loss carry-forwards, and deferred income tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the amounts of assets and liabilities recorded for income tax and financial reporting purposes. Deferred income tax asset s are recognized only to the extent that management determines that it is more likely than not that the deferred income tax assets will be realized. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates o n the date of enactment. The income tax expense or benefit is the income tax payable or recoverable for the year plus or minus the change in deferred income tax assets and liabilities during the year. The Company is subject to ongoing tax exposures, exa minations and assessments in various jurisdictions. Accordingly, the Company may incur additional income tax expense based upon the outcomes of such matters. In addition, when applicable, the Company adjusts income tax expense to reflect the Company’s on going assessments of such matters, which requires judgment and can materially increase or decrease its effective rate as well as impact operating results. The evaluation of tax positions taken or expected to be taken in a tax return is a two-step process, whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Com pany recognize s the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the related tax authority. |
Share Based Compensation Option And Incentive Plans Policy [Policy Text Block] | Stock Incentive P lan The Company maintains a stock incentive plan under which stock options and other stock-based awards may be granted to selected employees and directors. The Company measures stock-based awards at fair value as of the date of grant. Compensation expense is recognized on a straight-line basis ov er vesting period of the entire stock-based award , based on the number of awards that ultimately vest. When exercised, stock-based awards are settled through the issuance of common shares and are therefore treated as equity awards. |
Revenue Recognition Policy Text Block [Policy Text Block] | Revenue R ecognition Revenue is recognized when the Company transfer s control of promised goods to its customers in an amount that reflects the consideration to which the Company expect s to be entitled to in exchange for those goods. See n ote 2 for further disclosures r elated to revenue. |
Earnings Per Share Policy Text Block [Policy Text Block] | Earnings P er S hare Basic earnings per share is computed by dividing earnings available to common shareholders by the weighted - average number of common shares outstanding during the year. Earnings available to common shareholders is computed by deducting dividends and accretion on convertible p referred s tock from earnings attributable to SunOpta Inc . The potential diluted effect of stock options and other stock-based awards is computed using the treasury stock method whereby the weig hted - average number of common shares used in the basic earnings per share calculation is increased to include the number of additional common shares that would have been outstanding if the potential dilutive common shares had been issue d at the beginning o f the year. The potential dilutive effect of convertible preferred stock is computed using the if-converted method whereby d ividends and accretion on the convertible p referred s tock are added back to the numerator , and the common shares resulting from the assumed conversion of the convertible preferred stock are included in the denominator of the diluted earnings per share calculation. |
Contingencies [Policy Text Block] | Contingencies In the normal course of business, the Company is subject to loss contingencies, such as accrued but unpaid bonuses; tax-related matters; and claims or litigation. Accruals for loss contingencies are recorded when the Company determines that it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. If the estima te of the amount of the loss is a range and some amount within the range appears to be a better estimate than any other amount within the range, that amount is accrued as a liability. If no amount within the range is a better estimate than any other amount , the minimum amount of the range is accrued as a liability . The Company recognizes an asset for insurance recover ies when a loss event has occurred and recovery is considered probable, to the extent that the potential recovery does not exceed the loss recognized. |
New Accounting Pronouncements Policy [Policy Text Block] | Recent Accounting Pronouncements Adoption of New Accounting Standards As at December 31, 2017 (the first day of fiscal 2018), the Company adopted Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASC Topic 606”), which superseded all previous revenue recognition guidance under U.S. GAAP. Under this new standard, a company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company analyzed its significant customer contracts to determine the effects of ASC Topic 606. In particular, the Company assessed under the new guidance whether its contra cts with customers to produce certain consumer-packaged goods would require the Company to recognize revenue over time versus at a point in time, based on whether the given product has an alternative use and whether there is an enforceable right to payment under the contract for product produced to date. Based on its assessment, the Company concluded that it does not satisfy the criteria to recognize revenue over time. Accordingly, the Company continues to recognize revenue at a point in time consistent w ith its previous policies and processes, which is typically when title and physical possession of the product has transferred to the customer. The Company also transacts with certain customers on a bill-and-hold basis, whereby the Company bills a customer for product to be delivered at a later date. Prior to the adoption of ASC Topic 606, the Company deferred the recognition of revenue related to these bill-and-hold arrangements, as the arrangements did not typically include a fixed delivery schedule. As this criterion is no longer a consideration under ASC Topic 606, these arrangements now qualify for revenue recognition at the point in time that the customer obtains control of the goods. With the exception of bill-and-hold arrangements, the adoption of ASC Topic 606 did not have a significant impact on the Company’s consolidated financial statements and revenue recognition practices, or its internal controls. The Company adopted ASC Topic 606 using the modified retrospective approach, which resulted in a cumulative-effect adjustment of $0.3 million to opening accumulated deficit as at December 31, 2017, related to the recognition of $4.8 million of bill-and-hold revenue deferred under previous U.S. GAAP. The change in the timing of the recognition of bill-and-hold revenue did not have a material impact on the Company’s consolidated statement of operations for the year ended December 29, 2018 or consolidated balance sheet as at December 29, 2018. Recently Issued Accounting Standards, Not Adopted as at December 29, 2018 In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASC Topic 842”), which amends various aspects of legacy accounting guidance for leases, including the recognition of a right-of-use asset and a lease liability for leases with a dur ation of greater than one year. The guidance is effective on a modified retrospective basis for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. In July 2018, the FASB issued ASU 2018-11 to provide a tr ansition option for entities to apply the new guidance at the adoption date by recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption rather than in the earliest period presented in the financial st atements. Under this transition option, entities will continue to apply the legacy accounting guidance for leases, including disclosure requirements, in the comparative periods presented in the year they adopt the new leases standard. The Company will ad opt ASC Topic 842, as amended, effective the first quarter of 2019, using the transition option provided under ASU 2018-11. The Company has also elected to apply the practical expedients available under the new guidance to not reassess its prior conclusions about lease identification, lease classification and initial direct costs. The Company currently expects that the impact of the adoption of ASC Topic 842 will result in the recognition of additional right-of-use assets and lease liabilities es timated in the range of $75 million to $85 million. ASC Topic 842 is not expected to have any significant impact on the Company’s consolidated results of operations or cash flows . In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments”, which requires measurement and recognition of expected versus incurred credit losses for most financial assets. ASU 2016-13 is effective for interim and annual periods beginning after December 15, 2019. The Company is currently ass essing the impact that this standard will have on its consolidated financial statements. |
Description of business and s_2
Description of business and significant accounting policies (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Basis Of Presentation Fiscal Year End And New Accounting Pronouncements Disclosure [Abstract] | |
Property, Plant and Equipment Useful Life Schedule [Table Text Block] | Buildings 20 - 40 years Machinery and equipment 5 - 20 years Enterprise software 3 - 5 years Office furniture and equipment 3 - 7 years Vehicles 3 - 7 years |
Intangible Assets Useful Life Schedule [Table Text Block] | Customer relationships 10 - 25 years Patents and trademarks 15 years Other 5 - 15 years |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Disaggregation Of Revenue [Abstract] | |
Disaggregation Of Revenue [Table Text Block] | December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Global Ingredients Internationally-sourced organic ingredients 403,988 367,209 366,243 North American-sourced grains and seeds 155,724 169,719 192,555 Total Global Ingredients 559,712 536,928 558,798 Consumer Products Beverage products (1) 332,568 308,810 312,741 Frozen fruit products (2) 322,247 345,372 382,818 Snack products (3) 46,325 88,483 92,374 Total Consumer Products 701,140 742,665 787,933 Total revenues 1,260,852 1,279,593 1,346,731 (1 ) Includes aseptically-packaged products including non-dairy beverages, broths and teas; refrigerated premium juices; and shelf-stable juices and functional waters. (2) Includes individually quick frozen ( “ IQF ” ) fruit for retail; IQF and bulk frozen fruit for foodservice; and custom fruit preparations for industrial use. (3) Includes fruit snack offerings, as well as flexible resealable pouch and nutrition bar products, which were exited in 2017 (see note 3 ). |
Value Creation Plan (Tables)
Value Creation Plan (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Restructuring And Related Activities [Abstract] | |
Schedule Of Restructuring And Related Costs [Text Block] | The following table summarizes costs incurred by year and in total since the inception of the Value Creation Plan to December 29, 2018 : (a) (b) (c) Employee Asset recruitment, Consulting impairments retention and fees and and facility termination temporary closure costs costs labor costs Total $ $ $ $ Fiscal 2016 Costs incurred and charged to expense 11,522 2,763 4,041 18,326 Cash payments - (694) (2,384) (3,078) Non-cash adjustments (11,522) (266) - (11,788) Balance payable, December 31, 2016 (1) - 1,803 1,657 3,460 Fiscal 2017 Costs incurred and charged to expense 21,766 11,618 16,528 49,912 Cash payments, net (10,746) (9,683) (18,185) (38,614) Non-cash adjustments (11,720) 689 - (11,031) Balance payable (receivable), December 30, 2017 (1) (700) 4,427 - 3,727 Fiscal 2018 Costs incurred and charged to expense 1,364 600 410 2,374 Cash receipts (payments), net 1,068 (4,591) (410) (3,933) Non-cash adjustments (1,255) - - (1,255) Balance payable, December 29, 2018 (1) 477 436 - 913 Total Costs incurred and charged to expense 34,652 14,981 20,979 70,612 Cash payments, net (9,678) (14,968) (20,979) (45,625) Non-cash adjustments (24,497) 423 - (24,074) Balance payable, December 29, 2018 (1) 477 436 - 913 ( 1) Balance payable was included in accounts payable and accrued liabilities and balance receivable was included in accounts receivable on the consolidated balance sheets. For the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , costs incurred and charged to expense were recorded in the consolidated statement of operatio ns as follows : December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Cost of goods sold (1) 100 3,189 - Selling, general and administrative expenses (2) 613 22,894 4,041 Other expense (3) 1,661 23,829 14,285 2,374 49,912 18,326 (1) Inventory write-downs and facility closure costs recorded in cost of goods sold were allocated to the Consumer Products operating segment. (2) Consulting/professional fees and temporary labor costs, and employee recruitment, relocation and retention costs recorded in selling, general and administrative expenses were allocated to Corporate Services. (3) For the year ended December 29, 2018, asset impairment, lease obligation and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $0.7 million; Consumer Products operating segment - $0.8 million; and Corporate Services - $0.2 million. For the year ended December 30, 2017, asset impairment and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $2.1 million; Consumer Products operating seg ment - $20.6 million; and Corporate Services - $1.1 million. For the year ended December 31, 2016, asset impairment and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $ 1.6 million; Consumer Products operating segment - $10.6 million; and Corporate Services - $2.1 million. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | The following table reconciles the major components of the results of discontinued operations to the amounts reported in the consolidated statement of operations for the year ended December 31, 2016 : $ Revenues 24,896 Cost of goods sold (22,133) Selling, general and administrative expenses (3,024) Foreign exchange and other expense, net (1,248) Interest expense (484) Loss before income taxes (1,993) Gain on classification as held for sale before income taxes 560 Total pre-tax loss from discontinued operations (1,433) Recovery of income taxes 599 Loss from discontinued operations (834) Loss from discontinued operations attributable to non-controlling interest 264 Loss from discontinued operations attributable to SunOpta Inc. (570) |
Derivative financial instrume_2
Derivative financial instruments and fair value measurements (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table presents for each of the fair value hierarchies, the assets and liabilities that are measured at fair value on a recurring basis as at December 29, 2018 and December 30, 2017 : December 29, 2018 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures and forward contracts (1) Unrealized short-term derivative asset 620 - 620 - Unrealized long-term derivative asset 7 - 7 - Unrealized short-term derivative liability (581) (94) (487) - Unrealized long-term derivative liability (17) - (17) - Inventories carried at market (2) 3,239 - 3,239 - Forward foreign currency contracts (3) Not designated as hedging instruments 583 - 583 - Contingent consideration (4) (4,286) - - (4,286) December 30, 2017 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures and forward contracts (1) Unrealized short-term derivative asset 738 - 738 - Unrealized short-term derivative liability (240) (35) (205) - Unrealized long-term derivative liability (4) - (4) - Inventories carried at market (2) 3,838 - 3,838 - Forward foreign currency contracts (3) Not designated as hedging instruments (1,060) - (1,060) - Designated as hedging instruments (435) - (435) - Contingent consideration (4) (11,320) - - (11,320) |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | As at December 29, 2018 , the notional amounts of open commodity futures and forward purchase and sale contracts were as follows (in thousand s of bushels): Number of bushels purchased (sold) Corn Soybeans Forward commodity purchase contracts 447 129 Forward commodity sale contracts (393) (704) Commodity futures contracts (190) 355 |
Schedule Of Business Acquisitions By Acquisition Contingent Consideration [Table Text Block] | The following table presents a reconciliation of contingent consideration obligations for the years ended December 29, 2018 and December 30, 2017 . These obligations are included in long-term liabilities (including the current portion thereof) on the consolidated balance sheets. December 29, 2018 December 30, 2017 $ $ Balance, beginning of year (11,320) (15,279) Fair value adjustment (1) 2,635 (371) Payments (2) 4,399 4,330 Balance, end of year (4,286) (11,320) (1) For the year ended December 29, 2018 , included an adjustment of $ 2.8 million to reduce the final contingent consideration obligation payable in 2019 under an earn-out arrangement with the former unitholders of Citrusource, LLC ( “ Citrusource ” ) based on the r esults for the business in fiscal 2018. Citrusource was acquired by the Company in March 201 5 . In addition, for all periods presented, reflected the accretion for the time value of money. (See note 17 .) (2) For the year ended December 29, 2018 , reflected the third installment payment of deferred consideration to the former unitholders of Citrusource. For the year ended December 30, 2017 , reflected the second installment payment related to Citrusource and payment of the remaining deferr ed consideration to a former shareholder of Organic Land Corporation OOD, which was acquired by the Company in December 2012. |
Accounts receivable (Tables)
Accounts receivable (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Receivables [Abstract] | |
Schedule Of Accounts Notes Loans And Financing Receivable [Table Text Block] | December 29, 2018 December 30, 2017 $ $ Trade receivables 132,301 125,408 Product recall-related insurance recoveries (1) 2,421 2,656 Allowance for doubtful accounts (2,591) (2,912) 132,131 125,152 (1) Represents the remaining expected insurance recoveries related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in the second quarter of 2016. The change in the allowance for doubtful accounts provision for the years ended December 29, 2018 and December 30, 2017 is comprised as follows: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year 2,912 2,947 Net additions to provision 416 491 Accounts receivable written off, net of recoveries (717) (596) Effects of foreign exchange rate differences (20) 70 Balance, end of year 2,591 2,912 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | December 29, 2018 December 30, 2017 $ $ Raw materials and work-in-process 278,038 262,527 Finished goods 83,225 92,489 Company-owned grain 10,155 9,937 Inventory reserve (9,461) (9,975) 361,957 354,978 The change in the inventory reserve for the years ended December 29, 2018 and December 30, 2017 is comprised as follows: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year 9,975 14,202 Additions to reserve during the year 12,169 10,278 Reserves applied and inventories written off during the year (12,612) (14,367) Effect of foreign exchange rate differences (71) (138) Balance, end of year 9,461 9,975 |
Property plant and equipment (T
Property plant and equipment (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Property, Plant and Equipment, Net, by Type [Abstract] | |
Property Plant And Equipment [Text Block] | December 29, 2018 Cost Accumulated depreciation Net book value $ $ $ Land 7,075 - 7,075 Buildings 73,792 24,059 49,733 Machinery and equipment 192,982 94,920 98,062 Enterprise software 20,996 8,878 12,118 Office furniture and equipment 11,505 8,472 3,033 Vehicles 3,191 2,180 1,011 309,541 138,509 171,032 December 30, 2017 Cost Accumulated depreciation Net book value $ $ $ Land 7,124 - 7,124 Buildings 70,383 21,784 48,599 Machinery and equipment 178,760 84,525 94,235 Enterprise software 14,829 6,651 8,178 Office furniture and equipment 12,063 7,834 4,229 Vehicles 3,609 2,350 1,259 286,768 123,144 163,624 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The following is a summary of changes in goodwill: Global Ingredients Consumer Products Total $ $ $ Balance at December 31, 2016 8,255 215,356 223,611 Goodwill impairment - (115,000) (115,000) Foreign exchange 922 - 922 Balance at December 30, 2017 9,177 100,356 109,533 Goodwill impairment - (81,222) (81,222) Foreign exchange (352) - (352) Balance at December 29, 2018 8,825 19,134 27,959 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule Of Acquired Finite Lived Intangible Assets By Major Class [Text Block] | December 29, 2018 Cost Accumulated amortization Net book value $ $ $ Customer relationships 210,845 49,937 160,908 Patents, trademarks and other 1,919 1,852 67 212,764 51,789 160,975 December 30, 2017 Cost Accumulated amortization Net book value $ $ $ Customer relationships 211,176 39,274 171,902 Patents, trademarks and other 1,919 1,762 157 213,095 41,036 172,059 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The following is a summary of changes in intangible assets: Customer Patents, trademarks relationships and other Total $ $ $ Balance at December 31, 2016 183,258 266 183,524 Amortization (11,086) (109) (11,195) Impairment (456) - (456) Foreign exchange 186 - 186 Balance at December 30, 2017 171,902 157 172,059 Amortization (10,948) (90) (11,038) Foreign exchange (46) - (46) Balance at December 29, 2018 160,908 67 160,975 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The Company estimates that the aggregate future amortization expense associated with finite-life intangible assets in each of the next five fiscal years and thereafter will be as follows: 2019 2020 2021 2022 2023 Thereafter Total $ $ $ $ $ $ $ Amortization expense 11,013 10,382 10,112 10,112 10,112 109,244 160,975 |
Accounts payable and accrued _2
Accounts payable and accrued liabilities (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | December 29, 2018 December 30, 2017 $ $ Accounts payable 115,297 94,992 Payroll and commissions 8,817 15,161 Accrued grain liabilities 15,322 15,039 Accrued product recall-related costs (1) 3,792 6,980 Accrued interest 5,346 5,496 Dividends payable on Series A Preferred Stock (see note 13) 1,700 1,700 Accrued product recall settlement - 2,250 Other accruals 5,097 19,746 155,371 161,364 |
Bank indebtedness and long-te_2
Bank indebtedness and long-term debt (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Short-term Debt [Abstract] | |
Schedule of Line of Credit Facilities [Table Text Block] | December 29, 2018 December 30, 2017 $ $ Bank indebtedness: Global Credit Facility (1) 276,776 230,502 Bulgarian credit facility (2) 3,558 3,588 280,334 234,090 Long-term debt: Senior Secured Second Lien Notes, net of unamortized debt issuance costs of $6,472 (December 30, 2017 - $7,716) (3) 217,026 215,782 Asset-backed term loan (4) 3,103 3,600 Capital lease obligations (5) 3,706 5,651 Other 5,028 3,000 228,863 228,033 Less: current portion 1,840 2,228 227,023 225,805 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Principal repayments of long-term debt are as follow s : $ 2019 1,840 2020 4,280 2021 2,598 2022 224,635 2023 516 Thereafter 1,466 Total gross repayments 235,335 Unamortized debt issuance costs (6,472) 228,863 |
Schedule Of Interest Expense And Interest Income Table [Text Block] | December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Interest expense 32,155 29,771 32,090 Amortization of debt issuance costs 2,536 2,825 11,301 Interest income (285) (92) (116) Interest expense, net 34,406 32,504 43,275 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes stock option activity for the year ended December 29, 2018 : Weighted- average Weighted- remaining average contractual Aggregate Stock options exercise price term (years) intrinsic value Outstanding, beginning of year 3,306,728 $ 7.51 Granted 58,000 7.56 Exercised (222,880) 4.11 Forfeited (443,298) 7.76 Outstanding, end of year 2,698,550 $ 7.76 6.67 $ 210 Exercisable, end of year 1,264,902 $ 7.18 5.04 $ 127 The following table summarizes non-vested stock option activity during the year ended December 29, 2018 : Weighted- average grant- Stock options date fair value Non-vested, beginning of year 2,149,221 $ 3.57 Granted 58,000 3.31 Vested (524,657) 3.19 Forfeited (248,916) 3.22 Non-vested, end of year 1,433,648 $ 3.74 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block] | The following table summarizes non-vested stock option activity during the year ended December 29, 2018 : Weighted- average remaining Weighted- Weighted- Exercise price range Outstanding contractual life average exercise Exercisable average exercise Low High options (years) price options price $ 3.27 $ 5.50 468,550 6.85 $ 3.68 297,447 $ 3.75 5.51 7.28 527,377 5.76 6.24 302,043 5.91 7.29 9.35 578,999 6.48 8.03 333,502 7.67 9.36 9.60 687,445 8.40 9.50 1,667 9.45 9.61 13.86 436,179 5.14 10.85 330,243 10.92 2,698,550 6.67 $ 7.76 1,264,902 $ 7.18 |
Schedule Of Share Based Compensation - RSU [Table Text Block] | The following table summarizes non-vested RSU activity during the year ended December 29, 2018 : Weighted- average grant- RSUs date fair value Non-vested, beginning of year 775,356 $ 8.85 Granted 154,711 7.65 Vested (314,326) 8.96 Forfeited (17,904) 9.50 Non-vested, end of year 597,837 $ 8.46 |
Schedule Of Share Based Compensation - PSU [Table Text Block] | The following table summarizes non-vested PSU activity during the year ended December 29, 2018 : Weighted- average grant- PSUs date fair value Non-vested, beginning of year 1,519,752 $ 5.68 Forfeited or cancelled (157,856) 6.41 Non-vested, end of year 1,361,896 $ 5.60 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The weighted-average grant-date fair values of all stock options granted in the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , were $3.31, $4.12 and $1.86 , respectively. The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the stock options granted in those years were as follows: December 29, 2018 December 30, 2017 December 31, 2016 Grant-date stock price $ 7.56 $ 9.29 $ 4.25 Dividend yield (1) 0% 0% 0% Expected volatility (2) 41.1% 42.1% 41.7% Risk-free interest rate (3) 2.9% 2.0% 1.6% Expected life of options (years) (4) 6.0 6.4 6.0 (1) Determined based on expected annual dividend yield at the time of grant. (2) Determined based on historical volatility of the Company ’ s C ommon S hares over the expected life of the option. (3) Determined based on the yield on U.S. Treasury zero-coupon issues with maturity dates equal to the expected life of the option. (4) Determined using simplified method, as the Company changed the vesting period of its stock option grants from five years to three years in 2016, and, as a result, historical exercise data may not provide a reasonable basis upon which to estimate expected life. The grant-date weighted-average fair value of the PSUs was determined to be $5.64, based on the following inputs to the valuation model: December 30, 2017 Grant-date stock price $ 9.33 Dividend yield 0% Expected volatility (1) 42.2% Risk-free interest rate (2) 1.5% Expected life (in years) (3) 3.0 (1) Determined based on the historical volatility of the Common Shares over 6.5 years, which is consistent with the volatility assumption for stock options granted to employees. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected li fe of the PSUs . (3) Determined based on vesting for the PSUs . |
Schedule Of Share Based Payment Award Employee Stock Purchase Plan Valuation Assumptions Table [Text Block] | For the year ended December 29, 2018 , t he grant-date weighted-average fair values of the Special Stock Options and PSUs were esti mated using a Monte Carlo valuation model and determined to be $1.84 and $2.79, respectively, based on the following i nputs to the valuation model: December 30, 2017 Special Stock Options PSUs Grant-date stock price $ 7.00 $ 7.00 Exercise price $ 7.00 NA Dividend yield 0% 0% Expected volatility (1) 42.0% 42.0% Risk-free interest rate (2) 2.2% 1.5% Expected life (in years) (3) 6.5 3.0 (1) Determined based on the historical volatility of the Common Shares over the expected life of the Special Stock Options. (2) Determined based on U.S. Treasury yields with a remaining term equal to the respective expected lives of the Special Stock Options and PSUs . (3) Determined using the simplified method for the Special Stock Options, based on the mid-point of vesting (three years) and expiration (ten years). Determined based on vesting for the PSUs . |
Accumulated other comprehensi_2
Accumulated other comprehensive income (loss) (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Schedule Of Accumulated Other Comprehensive Income Loss Table [Text Block] | Net unrealized losses recorded in accumulated other comprehensive loss were as follows : December 29, 2018 December 30, 2017 $ $ Currency translation adjustment (9,667) (6,963) Cash flow hedges, net of income taxes - (305) (9,667) (7,268) |
Other expense, net (Tables)
Other expense, net (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Other Income And Expenses [Abstract] | |
Schedule of Other Income And Other Expense Disclosure [Table Text Block] | The compone n ts of other expense (income) are as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Reserve for notes receivable (1) 2,232 - - Product withdrawal and recall costs (2) 1,504 413 2,838 Impairment of long-lived assets and facility closure costs (3) 1,264 18,193 13,257 Employee termination costs (4) 397 5,636 4,186 Increase (decrease) in fair value of contingent consideration (see note 5(4)) (2,635) 371 (1,158) Legal settlement (5) - (1,024) 9,000 Business acquisition costs - - 233 Other 63 71 (64) 2,825 23,660 28,292 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule Of Earnings And Provision Recovery Of Income Taxes [Table Text Block] | The recovery of income taxes differs from the amount that would have resulted from applying the combined Canadian federal and provincial statutory income tax rate to loss from continuing operations before income taxes due to the following: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Loss from continuing operations before income taxes (114,521) (170,397) (74,361) Canadian statutory rate 26.5% 26.5% 26.5% Income tax recovery at statutory rate (30,348) (45,155) (19,706) Impact of changes in enacted tax rates 1,976 (8,437) 90 Foreign tax rate differential 2,562 (9,324) (11,329) Change in unrecognized tax benefits - (452) (1,268) Goodwill impairment loss 22,239 30,475 6,841 Impact of stock-based compensation and other non- deductible expenses 2,019 1,590 1,238 Change in valuation allowance (3,717) 72 (267) Other (109) (4,598) 604 Recovery of income taxes (5,378) (35,829) (23,797) The components of loss from continuing operations before income taxes are shown below: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Canada (13,408) (3,286) 9,811 U.S. (107,068) (178,033) (93,941) Other 5,955 10,922 9,769 (114,521) (170,397) (74,361) The components of the provision for (recovery of) income taxes are shown below: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Current income tax provision (recovery): Canada (1,334) (658) 3,560 U.S. (3,655) (10,346) (1,293) Other 3,394 3,074 3,664 (1,595) (7,930) 5,931 Deferred income tax provision (recovery): Canada 547 642 (12) U.S. (4,226) (28,606) (29,463) Other (104) 65 (253) (3,783) (27,899) (29,728) Recovery of income taxes (5,378) (35,829) (23,797) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Deferred income taxes of the Company are comprised of the following: December 29, 2018 December 30, 2017 $ $ Differences in property, plant and equipment and intangible assets (54,841) (51,093) Capital and non-capital losses 25,169 22,144 Tax benefit of scientific research expenditures 2,004 1,871 Inventory basis differences 3,755 5,193 Interest expense limitation (163j) 20,025 10,311 Other accrued reserves 1,366 5,249 (2,522) (6,325) Less: valuation allowance 5,445 9,162 Net deferred income tax liability (7,967) (15,487) |
Schedule Of Deferred Tax Assets And Liabilities By Geographic Segment [Table Text Block] | The components of the net deferred income tax asset (liability) are shown below: December 29, 2018 December 30, 2017 $ $ Canada (148) 362 U.S. (7,147) (14,892) Other (672) (957) (7,967) (15,487) |
Schedule Of Deferred Income Tax Valuation Allowance [Table Text Block] | The components of the deferred income tax valuation allowance are as follows: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year 9,162 9,090 Increase (decrease) in valuation allowance (3,717) 72 Balance, end of year 5,445 9,162 |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) is presente d below: December 29, 2018 December 30, 2017 $ $ Balance, beginning of year - 452 Reductions in tax positions of prior years - (452) Balance, end of year - - |
Earnings (loss) per share (Tabl
Earnings (loss) per share (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Earnings Per Share Abstract | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Basic and diluted loss per share were calculated as follows (shares in thousands) : December 29, 2018 December 30, 2017 December 31, 2016 Numerator for basic loss per share: Loss from continuing operations, less amounts attributable to non-controlling interests $ (109,205) $ (135,320) $ (50,618) Less: dividends and accretion on Series A Preferred Stock (7,909) (7,809) (1,812) Loss from continuing operations attributable to SunOpta Inc. (117,114) (143,129) (52,430) Loss from discontinued operations attributable to SunOpta Inc. - - (570) Loss attributable to common shareholders $ (117,114) $ (143,129) $ (53,000) Denominator for basic loss per share: Basic weighted-average number of shares outstanding 87,082 86,355 85,569 Basic loss per share: From continuing operations $ (1.34) $ (1.66) $ (0.61) From discontinued operations - - (0.01) Basic loss per share $ (1.34) $ (1.66) $ (0.62) Numerator for diluted loss per share: Loss from continuing operations, less amounts attributable to non-controlling interests $ (109,205) $ (135,320) $ (50,618) Less: dividends and accretion on Series A Preferred Stock (1) (7,909) (7,809) (1,812) Loss from continuing operations attributable to SunOpta Inc. (117,114) (143,129) (52,430) Loss from discontinued operations attributable to SunOpta Inc. - - (570) Loss attributable to common shareholders $ (117,114) $ (143,129) $ (53,000) Denominator for diluted loss per share: Basic weighted-average number of shares outstanding 87,082 86,355 85,569 Dilutive effect of the following: Series A Preferred Stock (1) - - - Stock options (2) - - - Diluted weighted-average number of shares outstanding 87,082 86,355 85,569 Diluted loss per share: From continuing operations $ (1.34) $ (1.66) $ (0.61) From discontinued operations - - (0.01) Diluted loss per share $ (1.34) $ (1.66) $ (0.62) (1) For the year s ended December 29, 2018 , December 30, 2017 and December 31, 2016 , it was more dilutive to assume the Preferred Stock was not converted into C ommon S hares , and, therefore, the numerator of the diluted loss per share calculation was not adjusted to add back the dividends and accretion on the Preferred Stock and the denominator was not adjusted to include 11,333,333, 11,333,333 and 2,670,320 C ommon S hares issuable on an i f-converted basis for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 , respectively . (2) For the year s ended December 29, 2018 , December 30, 2017 and December 31, 2016 , stock options to purchase 452,316, 815,952 and 66,166 Common Shares, respectively, were excl uded from the calculation of diluted loss per share due to their anti-dilutive effect of reducing the loss per share . In addition, f or the year s ended December 29, 2018 , December 30, 2017 and December 31, 2016 , options to purchase 2,384,249 , 2,540,189 and 2,321,448 C ommon S hares were anti-dilutive because the exercise prices of th e se options were greater than the average market pric e . |
Supplemental cash flow inform_2
Supplemental cash flow information (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Changes in non-cash working capital: Accounts receivable (3,059) 35,773 (39,857) Inventories (16,032) 27,475 (16,107) Income tax recoverable/payable 5,744 (13,515) 22,868 Prepaid expenses and other current assets 3,662 (11,994) (242) Accounts payable and accrued liabilities (6,225) (20,437) 23,221 Customer and other deposits (3,457) 2,328 (2,774) (19,367) 19,630 (12,891) Cash paid for: Interest 32,020 29,683 28,651 Income taxes 2,936 4,150 1,781 |
Related party transactions (Tab
Related party transactions (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | The following table summ arizes transactions between the Company and related parties : December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Purchases and sales: Purchases of fruits, grains and seeds (1) 19,975 18,487 14,867 Sales of agronomy products (2) 1,136 1,141 488 Sales of coffee beans (3) 1,626 1,954 1,896 Rent and other 59 220 976 Grower loans (4) 1,500 - - |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block] | Minimum commitments under operating leases, principally related to manufacturing plants, warehouses, office facilities, machinery and equipment, and farmland, for the next five fiscal years and thereafter are as follows: 2019 2020 2021 2022 2023 Thereafter Total $ $ $ $ $ $ $ Operating lease obligations 19,207 17,356 14,451 12,622 8,389 47,852 119,877 |
Segmented information (Tables)
Segmented information (Tables) | 12 Months Ended |
Dec. 29, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Reportable segment operating results for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 were as follows: December 29, 2018 Global Consumer Ingredients Products Consolidated $ $ $ Segment revenues from external customers 559,712 701,140 1,260,852 Segment operating income 16,430 1,238 17,668 Corporate Services (13,736) Other expense, net (see note 17) (2,825) Goodwill impairment (see note 9) (81,222) Interest expense, net (34,406) Loss from continuing operations before income taxes (114,521) December 30, 2017 Global Consumer Ingredients Products Consolidated $ $ $ Segment revenues from external customers 536,928 742,665 1,279,593 Segment operating income 19,932 11,924 31,856 Corporate Services (31,089) Other expense, net (see note 17) (23,660) Goodwill impairment (see note 9) (115,000) Interest expense, net (32,504) Loss from continuing operations before income taxes (170,397) December 31, 2016 Global Consumer Ingredients Products Consolidated $ $ $ Segment revenues from external customers 558,798 787,933 1,346,731 Segment operating income 24,771 3,222 27,993 Corporate Services (13,247) Other expense, net (see note 17) (28,292) Goodwill impairment (see note 9) (17,540) Interest expense, net (43,275) Loss from continuing operations before income taxes (74,361) Total assets and goodwill by reportable segment as at December 29, 2018 and December 30, 2017 were as follows: December 29, 2018 December 30, 2017 $ $ Segment assets: Global Ingredients 364,454 347,971 Consumer Products 458,224 588,542 Total segment assets 822,678 936,513 Corporate Services 74,060 45,660 Total assets 896,738 982,173 Segment goodwill: Global Ingredients 8,825 9,177 Consumer Products 19,134 100,356 Total segment goodwill 27,959 109,533 Capital expenditures, depreciation and amortization by reportable segment for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 were as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Segment capital expenditures: Global Ingredients 7,904 9,060 4,767 Consumer Products 15,314 27,054 14,586 Total segment capital expenditures 23,218 36,114 19,353 Corporate Services 8,385 5,025 3,207 Total capital expenditures 31,603 41,139 22,560 Segment depreciation and amortization: Global Ingredients 6,704 6,464 6,406 Consumer Products 22,111 23,666 25,532 Total segment depreciation and amortization 28,815 30,130 31,938 Corporate Services 3,973 2,694 2,212 Total depreciation and amortization 32,788 32,824 34,150 |
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country [Table Text Block] | Revenues from external customers by geographic area for the years ended December 29, 2018 , December 30, 2017 and December 31, 2016 were as follows: December 29, 2018 December 30, 2017 December 31, 2016 $ $ $ Revenues from external customers: U.S. 984,122 1,001,417 1,084,199 Canada 29,055 27,929 30,959 Europe and other 247,675 250,247 231,573 Total revenues from external customers 1,260,852 1,279,593 1,346,731 Long-lived assets by geographic area as at December 29, 2018 and December 30, 2017 were as follows: December 29, 2018 December 30, 2017 $ $ Long-lived assets: U.S. 134,598 128,367 Canada 2,787 3,094 Europe and other 33,647 32,163 Total long-lived assets 171,032 163,624 |
Description of business and s_3
Description of business and significant accounting policies (Narrative) (Details) | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Fiscal Period Duration | 364 days | 364 days |
Buildings [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 40 years | |
Buildings [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 20 years | |
Machinery and Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 20 years | |
Machinery and Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 5 years | |
Enterprise Software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 5 years | |
Enterprise Software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 3 years | |
Office Furniture and Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 7 years | |
Office Furniture and Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 3 years | |
Vehicles [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 7 years | |
Vehicles [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Useful Life | 3 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Asset Useful Life | 25 years | |
Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Asset Useful Life | 10 years | |
Patents And Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Asset Useful Life | 15 years | |
Other Intangible Assets [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Asset Useful Life | 15 years | |
Other Intangible Assets [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Asset Useful Life | 5 years |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | $ 1,260,852 | $ 1,279,593 | $ 1,346,731 |
Global Ingredients [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | 559,712 | 536,928 | 558,798 |
Global Ingredients [Member] | Internationally-sourced organic ingredients [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | 403,988 | 367,209 | 366,243 |
Global Ingredients [Member] | North American-sourced grains and seeds [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | 155,724 | 169,719 | 192,555 |
Consumer Products [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | 701,140 | 742,665 | 787,933 |
Consumer Products [Member] | Beverage products [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | 332,568 | 308,810 | 312,741 |
Consumer Products [Member] | Frozen fruit products [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | 322,247 | 345,372 | 382,818 |
Consumer Products [Member] | Snack products [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Segment revenues from external customers | $ 46,325 | $ 88,483 | $ 92,374 |
Value Creation Plan (Exiting Fl
Value Creation Plan (Exiting Flexible Resealable Pouch and Nutrition Bar Product Lines and Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Restructuring Cost And Reserve [Line Items] | |||
Revenues | $ 1,260,852 | $ 1,279,593 | $ 1,346,731 |
Earnings (loss) from continuing operations before income taxes | (114,521) | (170,397) | (74,361) |
Flexible Resealable Pouch and Nutrition Bar [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Revenues | 3,100 | 53,100 | 59,300 |
Earnings (loss) from continuing operations before income taxes | $ (500) | $ (24,400) | $ (2,100) |
Restructuring and related cost, description | For the year ended December 29, 2018, the loss before income taxes from these operations included the recognition of the remaining lease obligation of $0.7 million (net of sublease rentals) related to the vacated nutrition bar processing facility. For the year ended December 30, 2017, the loss before income taxes from these operations included write-offs of accounts receivable and inventory ($2.9 million), impairments of long-lived assets ($13.2 million), and employee termination costs ($1.7 million) related to the exit activities. These operations were included in the Consumer Products operating segment. |
Value Creation Plan (Tables) (D
Value Creation Plan (Tables) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring Charges | $ 2,374 | $ 49,912 | $ 18,326 | ||||
Cost of goods sold | 1,137,382 | 1,134,506 | 1,220,779 | ||||
Selling, general and administrative expenses | 108,248 | 127,507 | 98,681 | ||||
Value Creation Plan [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring Charges | 2,374 | 49,912 | 18,326 | ||||
Cash receipts (payments), net | (3,933) | (38,614) | (3,078) | ||||
Restructuring Reserve Settled Without Cash | (1,255) | (11,031) | (11,788) | ||||
Restructuring Reserve | 913 | 3,727 | 3,460 | ||||
Restructuring And Related Cost, Cost Incurred To Date1 | 70,612 | ||||||
Cash receipts (payments), net, to date | (45,625) | ||||||
Restructuring Reserve Settled Without Cash, To Date | (24,074) | ||||||
Cost of goods sold | [1] | 100 | 3,189 | 0 | |||
Selling, general and administrative expenses | [2] | 613 | 22,894 | 4,041 | |||
Other Expenses | 1,661 | [3] | 23,829 | [4] | 14,285 | [5] | |
Facility Closing [Member] | Value Creation Plan [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring Charges | 1,364 | 21,766 | 11,522 | ||||
Cash receipts (payments), net | 1,068 | (10,746) | 0 | ||||
Restructuring Reserve Settled Without Cash | (1,255) | (11,720) | (11,522) | ||||
Restructuring Reserve | 477 | (700) | 0 | ||||
Restructuring And Related Cost, Cost Incurred To Date1 | 34,652 | ||||||
Cash receipts (payments), net, to date | (9,678) | ||||||
Restructuring Reserve Settled Without Cash, To Date | (24,497) | ||||||
Consulting and temporary labour costs | Value Creation Plan [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring Charges | 410 | 16,528 | 4,041 | ||||
Cash receipts (payments), net | (410) | (18,185) | (2,384) | ||||
Restructuring Reserve Settled Without Cash | 0 | 0 | 0 | ||||
Restructuring Reserve | 0 | 0 | 1,657 | ||||
Restructuring And Related Cost, Cost Incurred To Date1 | 20,979 | ||||||
Cash receipts (payments), net, to date | (20,979) | ||||||
Restructuring Reserve Settled Without Cash, To Date | 0 | ||||||
Employee Recruitment Retention And Termination Costs [Member] | Value Creation Plan [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Restructuring Charges | 600 | 11,618 | 2,763 | ||||
Cash receipts (payments), net | (4,591) | (9,683) | (694) | ||||
Restructuring Reserve Settled Without Cash | 0 | 689 | (266) | ||||
Restructuring Reserve | 436 | $ 4,427 | $ 1,803 | ||||
Restructuring And Related Cost, Cost Incurred To Date1 | 14,981 | ||||||
Cash receipts (payments), net, to date | (14,968) | ||||||
Restructuring Reserve Settled Without Cash, To Date | $ 423 | ||||||
[1] | (1) Inventory write-downs and facility closure costs recorded in cost of goods sold were allocated to the Consumer Products operating segment. | ||||||
[2] | Consulting/professional fees and temporary labor costs, and employee recruitment, relocation and retention costs recorded in selling, general and administrative expenses were allocated to Corporate Services. | ||||||
[3] | For the year ended December 29, 2018, asset impairment, lease obligation and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $0.7 million; Consumer Products operating segment - $0.8 million; and Corporate Services - $0.2 million. | ||||||
[4] | For the year ended December 30, 2017, asset impairment and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $2.1 million; Consumer Products operating seg ment - $20.6 million; and Corporate Services - $1.1 million. | ||||||
[5] | For the year ended December 31, 2016, asset impairment and employee termination costs recorded in other expense were allocated as follows: Raw Material Sourcing and Supply operating segment - $ 1.6 million; Consumer Products operating segment - $10.6 million; and Corporate Services - $2.1 million. |
Value Creation Plan (Narrative)
Value Creation Plan (Narrative) (Details) | 12 Months Ended |
Dec. 29, 2018 | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring and related activities description | On October 7, 2016, the Company entered into a strategic partnership with Oaktree Capital Management L.P., a private equity investor (together with its affiliates, “Oaktree”), and, on that date, Oaktree invested $85.0 million through the purchase of cumulative, non-participating Series A Preferred Stock (the “Preferred Stock”) of the Company’s wholly-owned subsidiary, SunOpta Foods Inc. (“SunOpta Foods”) (see note ##Pref). Following the strategic partnership, with the assistance of Oaktree, the Company conducted a thorough review of its operations, management and governance, with the objective of maximizing the Company’s ability to deliver long-term value to its shareholders. As a product of this review, the Company implemented a Value Creation Plan built on four pillars: portfolio optimization, operational excellence, go-to-market effectiveness and process sustainability. The Company engaged third-party management consulting firms to support the design and implementation of the Value Creation Plan. |
Restructuring and related cost caption that includes restructuring charges | For the year ended December 29, 2018, costs incurred included the remaining lease obligation related to the vacated nutrition bar processing facility (net of sublease rentals), and an additional impairment loss related to the Wahpeton roasting facility to reflect net proceeds of $0.7 million received on the sale of the facility. Net cash receipts also included proceeds on the sale of nutrition bar equipment of $0.7 million. The balance payable as at December 29, 2018, represents the remaining nutrition bar facility lease obligation (net of sublease rentals), which extends until December 2020. For the year ended December 30, 2017, costs incurred included an additional asset impairment loss of $3.7 million on the disposal of the San Bernardino assets, and facility closure costs of $0.6 million incurred by the Company for rent and maintenance of the San Bernardino facility prior to its disposal. In addition, includes asset impairment losses related to the exits from flexible resealable pouch and nutrition bar operations of $16.1 million, and consolidation of the Company’s roasted snack operations of $1.3 million. Cash payments in 2017 related to the early buy-outs of the San Bernardino and flexible resealable pouch equipment leases, net of proceeds on the disposal of those assets, as well as on the sale of the nutrition bar equipment. For the year ended December 31, 2016, represents asset impairment losses of $11.5 million related to the closures of the San Bernardino and Heuvelton facilities. |
Discontinued Operations (Opta M
Discontinued Operations (Opta Minerals Inc Narrative) (Details) - 3 months ended Apr. 06, 2016 - Opta Minerals Inc [Member] $ in Millions, $ in Millions | CAD ($) | USD ($) | USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Disposal Group, Including Discontinued Operation, Consideration | $ 6.2 | $ 4.8 | |
Discontinued Operation Amount Of Cash Consideration On Sale | 4.2 | $ 3.2 | |
Subordinated Promissory Note | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Discontinued Operation Amount of Subordinated Promissory Note on Sale | $ 2 | $ 1.5 | |
Debt Instrument Interest Rate Stated Percentage | 2.00% | 2.00% |
Discontinued Operations (Opta_2
Discontinued Operations (Opta Minerals Operating Results) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Earning (loss) before income tax | $ 0 | $ 0 | $ (570) |
Gain (loss) on classification as held for sale | 0 | 0 | 560 |
Recovery of (provision for) income taxes during phase out | 0 | 0 | 599 |
Earnings (loss) from discontinued operations, net of taxes | (834) | ||
Loss from discontinued operations attributable to non-controlling interests | 0 | 0 | 264 |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to SunOpta Inc | $ 0 | $ 0 | (570) |
Opta Minerals Inc [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenues from discontinued operations | 24,896 | ||
Costs of Goods Sold | (22,133) | ||
Selling, general and administrative expenses | (3,024) | ||
Other Expense, net | (1,248) | ||
Interest Expense | (484) | ||
Earning (loss) before income tax | (1,993) | ||
Gain (loss) on classification as held for sale | 560 | ||
Pre-tax gain on sale - earnings | (1,433) | ||
Recovery of (provision for) income taxes during phase out | 599 | ||
Earnings (loss) from discontinued operations, net of taxes | (834) | ||
Loss from discontinued operations attributable to non-controlling interests | 264 | ||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to SunOpta Inc | $ (570) |
Derivative Financial Instrume_3
Derivative Financial Instruments and Fair Value Measurements (Schedule of Fair Value Measurements) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent Consideration | $ (4,286) | $ (11,320) | $ (15,279) |
Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Inventories Carried At Market | 3,239 | 3,838 | |
Contingent Consideration | (4,286) | (11,320) | |
Fair Value, Measurements, Recurring [Member] | Not Designated as Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset Notional Amount | 583 | (1,060) | |
Fair Value, Measurements, Recurring [Member] | Designated As Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash Flow Hedge Derivative Instrument Assets At Fair Value | 0 | ||
Fair Value, Measurements, Recurring [Member] | Short [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 620 | 738 | |
Unrealized Derivative Liability | (581) | (240) | |
Fair Value, Measurements, Recurring [Member] | Long [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 7 | 0 | |
Unrealized Derivative Liability | (17) | (4) | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Inventories Carried At Market | 0 | 0 | |
Contingent Consideration | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Not Designated as Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset Notional Amount | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Designated As Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash Flow Hedge Derivative Instrument Assets At Fair Value | 0 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Short [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 0 | 0 | |
Unrealized Derivative Liability | (94) | (35) | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Long [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 0 | 0 | |
Unrealized Derivative Liability | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Inventories Carried At Market | 3,239 | 3,838 | |
Contingent Consideration | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Not Designated as Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset Notional Amount | 583 | (1,060) | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Designated As Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash Flow Hedge Derivative Instrument Assets At Fair Value | 0 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Short [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 620 | 738 | |
Unrealized Derivative Liability | (487) | (205) | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Long [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 7 | 0 | |
Unrealized Derivative Liability | (17) | (4) | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Inventories Carried At Market | 0 | 0 | |
Contingent Consideration | (4,286) | (11,320) | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Not Designated as Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset Notional Amount | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Designated As Hedging Instrument [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash Flow Hedge Derivative Instrument Assets At Fair Value | 0 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Short [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 0 | 0 | |
Unrealized Derivative Liability | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Long [Member] | Future And Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unrealized Derivative Asset | 0 | 0 | |
Unrealized Derivative Liability | $ 0 | $ 0 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Fair Value Measurements (Notional Amounts) (Details) | Dec. 29, 2018tbu | Dec. 30, 2017t |
Corn [Member] | ||
Derivative [Line Items] | ||
Inventories Carried At Market Unit | 141,435 | |
Soybean [Member] | ||
Derivative [Line Items] | ||
Inventories Carried At Market Unit | 217,881 | |
Future And Forward Purchase Contracts [Member] | Corn [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | 447,000 | |
Future And Forward Purchase Contracts [Member] | Soybean [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | 129,000 | |
Future And Forward Sale Contracts [Member] | Corn [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (393,000) | |
Future And Forward Sale Contracts [Member] | Soybean [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (704,000) | |
Future [Member] | Corn [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (190,000) | |
Future [Member] | Soybean [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | 355,000 | |
Not Designated as Hedging Instrument [Member] | Future And Forward Sale Contracts [Member] | Cocoa [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | t | 6,730 | 2,990 |
Not Designated as Hedging Instrument [Member] | Future And Forward Sale Contracts [Member] | Coffee [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | t | 85 | 51 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Fair Value Measurements (Foreign Forward Currency Contracts Narrative) (Details) $ in Thousands, € in Millions | 12 Months Ended | ||||
Dec. 29, 2018USD ($) | Dec. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 29, 2018EUR (€) | Dec. 29, 2018USD ($) | |
Derivative [Line Items] | |||||
Unrealized loss (gain) on derivative instrument | $ (465) | $ 631 | $ 547 | ||
Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | |||||
Derivative [Line Items] | |||||
Derivative Instruments, Gain (Loss) Recognized in Income, Net | 1,600 | (2,400) | $ 1,000 | ||
Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | EUR | |||||
Derivative [Line Items] | |||||
Derivative, Notional Amount | € 13.3 | $ 16,000 | |||
Designated As Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | |||||
Derivative [Line Items] | |||||
Unrealized loss (gain) on derivative instrument | (500) | (1,800) | |||
Designated As Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Reclassification Out Of Accumulated Other Comprehensive Income [Member] | |||||
Derivative [Line Items] | |||||
Foreign Currency Cash Flow Hedge Gain Loss Reclassified To Earnings Net | $ 100 | 1,400 | |||
Gain Loss On Components Excluded From Assessment Of Foreign Currency Cash Flow Hedge Effectiveness | $ 900 |
Derivative Financial Instrume_6
Derivative Financial Instruments and Fair Value Measurements (Contingent Consideration Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Business Acquisition Contingent Consideration [Rollforward] | |||
Beginning Balance - Contingent Consideration | $ (11,320) | $ (15,279) | |
Business Combination, Consideration Transferred, Liabilities Incurred | 0 | 0 | |
Payments For Proceeds From Previous Acquisition | 4,399 | 4,330 | $ 4,554 |
Fair Value Of Contingent Consideration | (2,635) | 371 | (1,158) |
Ending Balance - Contingent Consideration | $ (4,286) | $ (11,320) | $ (15,279) |
Accounts receivable (Table) (De
Accounts receivable (Table) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Receivables [Abstract] | ||
Trade receivables | $ 132,301 | $ 125,408 |
Product recall-related insurance recoveries | 2,421 | 2,656 |
Allowance for doubtful accounts | (2,591) | (2,912) |
Accounts receivable, Net, Total | $ 132,131 | $ 125,152 |
Accounts receivable (Allowance
Accounts receivable (Allowance for doubtful accounts rollforward) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Receivables [Abstract] | ||
Allowance for Doubtful Accounts Receivable, Beginning Balance | $ 2,912 | $ 2,947 |
Net additions to provision | 416 | 491 |
Accounts receivable written off, net of recoveries | (717) | (596) |
Effects of foreign exchange rate differences | (20) | 70 |
Allowance for Doubtful Accounts Receivable, Ending Balance | $ 2,591 | $ 2,912 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | |||
Raw materials and work-in-process | $ 278,038 | $ 262,527 | |
Finished goods | 83,225 | 92,489 | |
Company-owned grain | 10,155 | 9,937 | |
Inventory reserve | (9,461) | (9,975) | $ (14,202) |
Total Inventory, Net | $ 361,957 | $ 354,978 |
Inventories (Inventory reserve
Inventories (Inventory reserve rollforward) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Inventory Disclosure [Abstract] | ||
Beginning Balance | $ 9,975 | $ 14,202 |
Additions to reserve during the year | 12,169 | 10,278 |
Reserves applied and inventories written off during the year | (12,612) | (14,367) |
Effect of foreign exchange rate differences | (71) | (138) |
Ending Balance | $ 9,461 | $ 9,975 |
Property plant and equipment (D
Property plant and equipment (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 309,541 | $ 286,768 |
Accumulated depreciation | 138,509 | 123,144 |
Net book value | 171,032 | 163,624 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 7,075 | 7,124 |
Accumulated depreciation | 0 | 0 |
Net book value | 7,075 | 7,124 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 73,792 | 70,383 |
Accumulated depreciation | 24,059 | 21,784 |
Net book value | 49,733 | 48,599 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 192,982 | 178,760 |
Accumulated depreciation | 94,920 | 84,525 |
Net book value | 98,062 | 94,235 |
Enterprise Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 20,996 | 14,829 |
Accumulated depreciation | 8,878 | 6,651 |
Net book value | 12,118 | 8,178 |
Office Furniture and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 11,505 | 12,063 |
Accumulated depreciation | 8,472 | 7,834 |
Net book value | 3,033 | 4,229 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 3,191 | 3,609 |
Accumulated depreciation | 2,180 | 2,350 |
Net book value | $ 1,011 | $ 1,259 |
Property plant and equipment (N
Property plant and equipment (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 309,541 | $ 286,768 | |
Property, plant and equipment | 171,032 | 163,624 | |
Depreciation | 21,900 | 21,700 | $ 22,900 |
Capital Lease Costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | 3,400 | 5,400 | |
Machinery and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 192,982 | 178,760 | |
Property, plant and equipment | 98,062 | 94,235 | |
Inventory, parts and components, net of reserves | 4,900 | 5,000 | |
Machinery and Equipment [Member] | Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 19,400 | 23,700 | |
Machinery and Equipment [Member] | Capital Lease Costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 10,100 | $ 11,900 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Goodwill Roll Forward | |||
Goodwill Opening | $ 109,533 | $ 223,611 | |
Goodwill, impairment loss | (81,222) | (115,000) | $ (17,540) |
Goodwill, foreign currency translation gain (loss) | (352) | 922 | |
Goodwill Ending | 27,959 | 109,533 | 223,611 |
Global Ingredients [Member] | |||
Goodwill Roll Forward | |||
Goodwill Opening | 9,177 | 8,255 | |
Goodwill, impairment loss | 0 | 0 | |
Goodwill, foreign currency translation gain (loss) | (352) | 922 | |
Goodwill Ending | 8,825 | 9,177 | 8,255 |
Consumer Products [Member] | |||
Goodwill Roll Forward | |||
Goodwill Opening | 100,356 | 215,356 | |
Goodwill, impairment loss | (81,222) | (115,000) | |
Goodwill, foreign currency translation gain (loss) | 0 | 0 | |
Goodwill Ending | $ 19,134 | $ 100,356 | $ 215,356 |
Intangible assets (Major Compon
Intangible assets (Major Components) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | |||
Cost | $ 212,764 | $ 213,095 | |
Accumulated amortization | 51,789 | 41,036 | |
Net book value | 160,975 | 172,059 | $ 183,524 |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 210,845 | 211,176 | |
Accumulated amortization | 49,937 | 39,274 | |
Net book value | 160,908 | 171,902 | 183,258 |
Patents, Trademarks and Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 1,919 | 1,919 | |
Accumulated amortization | 1,852 | 1,762 | |
Net book value | $ 67 | $ 157 | $ 266 |
Intangible assets (Summary of C
Intangible assets (Summary of Changes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Net, Opening | $ 172,059 | $ 183,524 | |
Amortization | (11,038) | (11,195) | $ (11,282) |
Impairment | (456) | ||
Foreign exchange | (46) | 186 | |
Finite-Lived Intangible Assets, Net, Ending | 160,975 | 172,059 | 183,524 |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Net, Opening | 171,902 | 183,258 | |
Amortization | (10,948) | (11,086) | |
Impairment | (456) | ||
Foreign exchange | (46) | 186 | |
Finite-Lived Intangible Assets, Net, Ending | 160,908 | 171,902 | 183,258 |
Patents, Trademarks and Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Net, Opening | 157 | 266 | |
Amortization | (90) | (109) | |
Impairment | 0 | ||
Foreign exchange | 0 | 0 | |
Finite-Lived Intangible Assets, Net, Ending | $ 67 | $ 157 | $ 266 |
Intangible assets (Future Amort
Intangible assets (Future Amortization) (Details) $ in Thousands | Dec. 29, 2018USD ($) |
Finite Lived Intangible Assets Net [Abstract] | |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 11,013 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 10,382 |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 10,112 |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 10,112 |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 10,112 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 109,244 |
Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year | $ 160,975 |
Accounts payable and accrued _3
Accounts payable and accrued liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Payables and Accruals [Abstract] | ||
Accounts Payable, Current | $ 115,297 | $ 94,992 |
Employee-related Liabilities, Current | 8,817 | 15,161 |
Accrued Grain Liabilities Current | 15,322 | 15,039 |
Loss Contingency Accrual | 3,792 | 6,980 |
Interest Payable Current | 5,346 | 5,496 |
Accrued Product Recall Settlement | 0 | 2,250 |
Dividends Payable | 1,700 | 1,700 |
Other Accrued Liabilities, Current | 5,097 | 19,746 |
Accounts Payable and Accrued Liabilities, Current, Total | $ 155,371 | $ 161,364 |
Bank indebtedness and Long-Te_3
Bank indebtedness and Long-Term Debt (Bank indebtedness Table) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | $ 280,334 | $ 234,090 |
Global Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | 276,776 | 230,502 |
Bulgarian credit facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | $ 3,558 | $ 3,588 |
Bank indebtedness and Long-Te_4
Bank indebtedness and Long-Term Debt (Long term debt table) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Debt Instrument [Line Items] | ||
Senior Secured Second Lien Notes | $ 217,026 | $ 215,782 |
Principal Amount Outstanding On Loans Securitized | 3,103 | 3,600 |
Capital Lease Obligations | 3,706 | 5,651 |
Other Long-term Debt | 5,028 | 3,000 |
Total Long-term and Current Term Debt | 228,863 | 228,033 |
Current portion of long-term debt | 1,840 | 2,228 |
Long-term Debt, Excluding Current Maturities, Total | 227,023 | 225,805 |
Unamortized Debt Issuance Expense | $ 6,472 | $ 7,716 |
Bank indebtedness and Long-Te_5
Bank indebtedness and Long-Term Debt (Narrative) (Details) $ in Thousands, € in Millions | 12 Months Ended | ||||
Dec. 29, 2018USD ($) | Dec. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 29, 2018EUR (€) | Dec. 29, 2018USD ($) | |
Debt Instrument [Line Items] | |||||
Repayment of Line of Credit Facilities | $ 0 | $ 0 | $ 192,677 | ||
Global Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Initiation Date | Feb. 11, 2016 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000 | ||||
Line Of Credit Facility Increase Decrease In Maximum Borrowing Capacity | $ 100,000 | ||||
Line Of Credit Facility, Description | On February 11, 2016, the Company entered into a five-year credit agreement for a senior secured asset-based revolving credit facility with a syndicate of banks in the maximum aggregate principal amount of $350.0 million, subject to borrowing base capacity (the “Global Credit Facility”). The Global Credit Facility is used to support the working capital and general corporate needs of the Company’s global operations, in addition to funding future strategic initiatives. The Global Credit Facility also includes borrowing capacity available for letters of credit and provides for borrowings on same-day notice, including in the form of swingline loans. Subject to customary borrowing conditions and the agreement of any such lenders to provide such increased commitments, the Company may request to increase the total lending commitments under the Global Credit Facility to a maximum aggregate principal amount not to exceed $450.0 million. Outstanding principal amounts under the Global Credit Facility are repayable in full on the maturity date of February 10, 2021. Individual borrowings under the Global Credit Facility have terms of six months or less and bear interest based on various reference rates, including prime rate and LIBOR plus an applicable margin. The applicable margin in the Global Credit Facility ranges from 1.25% to 1.75% for loans bearing interest based on LIBOR and from 0.25% to 0.75% for loans bearing interest based on the prime rate and, in each case, is set quarterly based on average borrowing availability for the preceding fiscal quarter. As at December 29, 2018, the weighted-average interest rate on the facilities was 4.48%. | ||||
Line of Credit Facility, Expiration Date | Feb. 10, 2021 | ||||
Debt, Weighted Average Interest Rate | 4.48% | 4.48% | |||
US Subfacility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000 | ||||
Line Of Credit Facility, Description | On September 19, 2017, the Company entered into an amendment to the Global Credit Facility to add a $15.0 million U.S. asset-based credit subfacility (the “U.S. Subfacility”). On October 22, 2018, the Global Credit Facility was further amended to increase the commitment under the U.S. Subfacility by $5.0 million. The entire $20.0 million available for borrowing under the U.S. Subfacility was fully drawn as of October 22, 2018. | ||||
Line of Credit Facility, Date of First Required Payment | Mar. 31, 2019 | ||||
Line Of Credit Facility Periodic Payment Principal | $ 3,300 | ||||
Line Of Credit Facility Frequency Of Payments | Commencing with the fiscal quarter ending March 31, 2019, amortization payments on the aggregate principal amount of the U.S. Subfacility are equal to $3.33 million, which payments may be funded through borrowings under the revolving facilities of the Global Credit Facility. | ||||
Line Of Credit Facility Interest Rate Description | Borrowings repaid under the U.S. Subfacility may not be borrowed again. Borrowings under the U.S. Subfacility bear interest at a margin over various reference rates. The applicable margin for the U.S. Subfacility is set quarterly based on average borrowing availability for the preceding fiscal quarter ranges from 2.00% to 2.50% with respect to base rate and prime rate borrowings and from 3.00% to 3.50% for eurocurrency rate and bankers’ acceptance rate borrowings. As at December 29, 2018, the applicable margin was 3.50%. | ||||
Bulgarian credit facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Initiation Date | May 22, 2013 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | € | € 4.5 | ||||
Line Of Credit Facility, Description | On July 27, 2018, a subsidiary of The Organic Corporation B.V. (“TOC”), a wholly-owned subsidiary of the Company, extended its revolving credit facility agreement dated May 22, 2013, to provide up to €4.5 million to cover the working capital needs of TOC’s Bulgarian operations. The facility is secured by the accounts receivable and inventories of the Bulgarian operations and is fully guaranteed by TOC. Interest accrues under the facility based on EURIBOR plus a margin of 2.75%, and borrowings under the facility are repayable in full on May 31, 2019. As at December 29, 2018, the weighted-average interest rate on the Bulgarian credit facility was 2.75%. | ||||
Line of Credit Facility, Expiration Date | May 31, 2019 | ||||
Debt, Weighted Average Interest Rate | 2.75% | 2.75% | |||
Senior Secured Second Lien Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Description | On October 20, 2016, SunOpta Foods issued $231.0 million of 9.5% Senior Secured Second Lien Notes due 2022 (the “Notes”). As at December 29, 2018, the outstanding principal amount of the Notes was $223.5 million, reflecting the redemption of $7.5 million principal amount by SunOpta Foods in October 2017. Debt issuance costs are recorded as a reduction against the principal amount of the Notes and are being amortized over the six-year term of the Notes. | ||||
Debt Instrument, Issuance Date | Oct. 20, 2016 | ||||
Debt Instrument, Face Amount | $ 231,000 | ||||
Debt Instrument, Frequency of Periodic Payment | Interest on the Notes is payable semi-annually in arrears on April 15 and October 15 at a rate of 9.5% per annum. | ||||
Debt Instrument, Maturity Date | Oct. 9, 2022 | ||||
Debt Instrument Redemption Description | At any time after October 9, 2018, SunOpta Foods may redeem the Notes, in whole or in part, at a redemption price equal to 107.125% through October 8, 2019, 104.750% from October 9, 2019 through October 8, 2020, 102.375% from October 9, 2020 through October 8, 2021 and at par thereafter, plus accrued and unpaid interest, if any, to but excluding the date of redemption. Certain additional redemption rights were applicable prior to October 9, 2018. In the event of a change of control, SunOpta Foods will be required to make an offer to repurchase the Notes at 101.000% of their principal amount, plus accrued and unpaid interest, if any, to the date of purchase. The Notes are secured by second-priority liens on substantially all of the assets that secure the credit facilities provided under the Global Credit Facility, subject to certain exceptions and permitted liens. The Notes are senior secured obligations and rank equally in right of payment with SunOpta Foods’ existing and future senior debt and senior in right of payment to any future subordinated debt. The Notes are effectively subordinated to debt under the Global Credit Facility and any future indebtedness secured on a first priority basis. The Notes are initially guaranteed on a senior secured second-priority basis by the Company and each of its subsidiaries (other than SunOpta Foods) that guarantees indebtedness under the Global Credit Facility, subject to certain exceptions. The Notes are subject to covenants that, among other things, limit the Company’s ability to (i) incur additional debt or issue preferred stock; (ii) pay dividends and make certain types of investments and other restricted payments; (iii) create liens; (iv) enter into transactions with affiliates; (v) sell assets; and (vi) create restrictions on the ability of restricted subsidiaries to pay dividends, make loans or advances or transfer assets to the Company, SunOpta Foods or any guarantor of the Notes. The foregoing covenants are subject to certain threshold amounts and exceptions as set forth in the indenture governing the Notes. In addition, the indenture provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the indenture, certain payment defaults or acceleration of other indebtedness, a failure to pay certain judgments and certain events of bankruptcy and insolvency. If an event of default occurs and is continuing, the trustee or holders of at least 25% in principal amount of the outstanding Notes may declare the principal of and accrued and unpaid interest on, if any, all the Notes to be due and payable. As at December 29, 2018, the estimated fair value of the outstanding Notes was approximately $240 million, based on quoted prices of the most recent over-the-counter transactions (Level 2). | ||||
Debt Instrument Interest Rate Effective Percentage | 10.40% | 10.40% | |||
Asset-Backed Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Description | On December 28, 2017, TOC entered into a €3.0 million asset-backed term loan. | ||||
Debt Instrument, Issuance Date | Dec. 28, 2017 | ||||
Debt Instrument, Face Amount | € | € 3 | ||||
Debt Instrument, Frequency of Periodic Payment | Interest on this loan accrues at an effective rate of 3.06% and the loan matures on December 28, 2027. Principal and accrued interest is repayable in equal monthly installments. | ||||
Debt Instrument, Maturity Date | Dec. 28, 2027 | ||||
Debt Instrument Interest Rate Effective Percentage | 3.06% | 3.06% | |||
Asset-Backed Term Loan2 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Description | On January 8, 2019, TOC entered into a second asset-backed term loan for €1.6 million | ||||
Debt Instrument, Issuance Date | Jan. 8, 2019 | ||||
Debt Instrument, Face Amount | € | € 1.6 | ||||
Debt Instrument, Frequency of Periodic Payment | accrues interest at an effective rate of 3.42% and matures on December 28, 2027. Principal and accrued interest on these loans are repayable in equal monthly installments. | ||||
Debt Instrument, Maturity Date | Dec. 28, 2027 | ||||
Debt Instrument Interest Rate Effective Percentage | 3.42% | 3.42% |
Bank indebtedness and Long-Te_6
Bank indebtedness and Long-Term Debt (Capital lease obligations) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Debt Disclosure [Abstract] | ||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 1,840 | |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 4,280 | |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 2,598 | |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 224,635 | |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 516 | |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 1,466 | |
Long-term Debt, Maturities, Gross Repayments of Principal | 235,335 | |
Unamortized Debt Issuance Expense | (6,472) | $ (7,716) |
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | $ 228,863 |
Bank indebtedness and Long-Te_7
Bank indebtedness and Long-Term Debt (Interest expense and interest income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |||
Interest Expense Gross | $ 32,155 | $ 29,771 | $ 32,090 |
Amortization of debt issuance costs | 2,536 | 2,825 | 11,301 |
Interest Income | (285) | (92) | (116) |
Interest expense, net | $ 34,406 | $ 32,504 | $ 43,275 |
Series A Preferred Stock (Detai
Series A Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Temporary Equity [Line Items] | |||
Dividends | $ (1,700) | $ (1,700) | $ (1,590) |
Series A Preferred Stock [Member] | Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. | |||
Temporary Equity [Line Items] | |||
Preferred Stock Shares Issued | 85,000 | ||
Preferred Stock Value | $ 85,000 | ||
Preferred Stock Issuance Costs | $ 6,000 | ||
Preferred Stock Redemption Terms | At any time on or after October 7, 2021, SunOpta Foods may redeem all of the Preferred Stock for an amount, per share of Preferred Stock, equal to the value of the liquidation preference at such time. The carrying value of the Preferred Stock is being accreted to the redemption amount of $85.0 million through charges to retained earnings/accumulated deficit over the period preceding October 7, 2021, which accretion amounted to $1.1 million, $1.0 million and $0.2 million for the year ended December 29, 2018, December 30, 2017 and December 31, 2016, respectively. | ||
Preferred Stock Accretion To Redemption Value2 | $ 1,100 | $ 1,000 | $ 200 |
Preferred Stock Dividend Preference Or Restrictions | In connection with the Subscription Agreement, the Company agreed to, among other things (i) ensure SunOpta Foods has sufficient funds to pay its obligations under the terms of the Preferred Stock and (ii) grant each holder of Preferred Stock (the “Holder”) the right to exchange the Preferred Stock for shares of common stock of the Company (“Common Shares”). The Preferred Stock is non-participating with the Common Shares in dividends and undistributed earnings of the Company. | ||
Preferred Stock Liquidation Preference | $ 1,000 | ||
Preferred Stock Dividend Payment Terms | Cumulative preferred dividends accrue daily on the Preferred Stock at an annualized rate of 8.0% of the liquidation preference prior to October 5, 2025 and 12.5% of the liquidation preference thereafter (subject to an increase of 1.0% per quarter, up to a maximum rate of 5.0% per quarter on the occurrence of certain events of non-compliance). Prior to October 5, 2025, SunOpta Foods may pay dividends in cash or elect, in lieu of paying cash, to add the amount that would have been paid to the liquidation preference. After October 4, 2025, the failure to pay dividends in cash will be an event of non-compliance. The Preferred Stock ranks senior to the shares of common stock of SunOpta Foods with respect to dividend rights and rights on the distribution of assets on any liquidation, winding up or dissolution of the Company or SunOpta Foods. | ||
Dividends | $ 1,700 | ||
Convertible Preferred Stock Terms Of Conversion | At any time, the Holders may exchange their shares of Preferred Stock, in whole or in part, into the number of Common Shares equal to, per share of Preferred Stock, the quotient of the liquidation preference divided by $7.50 (such price, the “Exchange Price” and such quotient, the “Exchange Rate”). As at December 29, 2018, the aggregate shares of Preferred Stock outstanding were exchangeable into 11,333,333 Common Shares. The Exchange Price is subject to certain anti-dilution adjustments, including a weighted-average adjustment for issuances of Common Shares below the Exchange Price, provided that the Exchange Price may not be lower than $7.00 (subject to adjustment in certain circumstances). | ||
Convertible Preferred Stock Settlement Terms | SunOpta Foods may cause the Holders to exchange all of the Preferred Stock into a number of Common Shares based on the applicable Exchange Price if (i) fewer than 10% of the shares of Preferred Stock issued on October 7, 2016 remain outstanding, or (ii) on or after October 7, 2019, the average volume-weighted average price of the Common Shares during the then preceding 20 trading day period is greater than 200% of the Exchange Price. | ||
Preferred Stock Voting Rights | In connection with the Subscription Agreement, the Company issued 11,333,333 Special Shares, Series 1 (the “Special Voting Shares”) to the Investors, which entitle the Investors to one vote per Special Voting Share on all matters submitted to a vote of the holders of Common Shares, together as a single class, subject to certain exceptions. Additional Special Voting Shares will be issued, or existing Special Voting Shares will be redeemed, as necessary to ensure that the aggregate number of Special Voting Shares outstanding is equal to the number of shares of Preferred Stock outstanding from time to time multiplied by the Exchange Rate in effect at such time. As at December 29, 2018, 11,333,333 Special Voting Shares were issued and outstanding, which represented an approximate 11.5% voting interest in the Company. The Special Voting Shares are not transferable, and the voting rights associated with the Special Voting Shares will terminate upon the transfer of the Preferred Stock to a third party, other than a controlled affiliate of the Investors. The Investors are entitled to designate up to two nominees for election to the Board of Directors of the Company (the “Board”) and have the right to designate one individual to attend meetings of the Board as a non-voting observer, subject to the Investors maintaining certain levels of beneficial ownership of Common Shares on an as-exchanged basis. | ||
Preferred Stock Participation Rights | For so long as the Investors beneficially own or control at least 50% of the Preferred Stock issued on October 7, 2016, including any corresponding Common Shares into which such Preferred Stock are exchanged, the Investors will be entitled to (i) participation rights with respect to future equity offerings of the Company, and (ii) governance rights, including the right to approve certain actions proposed to be taken by the Company and its subsidiaries. |
Common shares (Details)
Common shares (Details) - $ / shares | Dec. 29, 2018 | Dec. 30, 2017 |
Common Shares | ||
Common Stock Shares Issued | 87,423,280 | 86,757,334 |
Common Stock, No Par Value | $ 0 | $ 0 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 4,028,729 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 58,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 3.31 | ||
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 154,711 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 7.65 | $ 9.18 | $ 3.87 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 3.1 | ||
Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1 | 1 year 5 months | ||
Restricted Stock Units (RSUs) [Member] | CEO Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 7 | ||
Share Based Compensation Arrangement By Share Based Payment Award Description | In addition, Mr. Colo was granted 100,000 RSUs, of which 50,000 were contingent on Mr. Colo purchasing Common Shares with an aggregate value of $1.0 million in the open market. | ||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Share-based Awards Other than Options | $ 0.3 | ||
Performance Share Units (PSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0 | $ 5.64 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 3.6 | ||
Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1 | 1 year 5 months | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | For the year ended December 30, 2017, the Company granted 1,560,535 PSUs to selected employees. No additional PSUs were granted in the year ended December 29, 2018. The vesting of the PSUs is subject to the satisfaction of certain stock price performance conditions during a three-year performance period ending May 24, 2020. One-third of the PSUs will vest upon achieving a stock price of $11.00, one-third will vest upon achieving a stock price of $14.00, and one-third will vest upon achieving a stock price of $18.00, in each case for 20 consecutive trading days and subject to the employee’s continued employment throughout the performance period. Each vested PSU will entitle the employee to receive one common share of the Company without payment of additional consideration. | ||
Performance Share Units (PSUs) [Member] | CEO Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 277,780 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 2.79 | ||
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 999,915 | ||
Allocated Share-based Compensation Expense | $ 7.9 | $ 5.7 | $ 4.1 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 3.31 | $ 4.12 | $ 1.86 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 2.8 | ||
Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1 | 1 year 5 months | ||
Special Stock Options [Member] | CEO Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 473,940 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.84 | ||
Special Stock Options and PSUs [Member] | CEO Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | The vesting of the Special Stock Options and PSUs is subject to: (i) Mr. Colo’s continued employment with the Company during a three-year performance period ending February 6, 2020; and (ii) the satisfaction of certain stock price performance conditions during the performance period. One-third of the Special Stock Options and PSUs will vest upon achieving a stock price of $11.00, one-third will vest upon achieving a stock price of $14.00, and one-third will vest upon achieving a stock price of $18.00, in each case for 20 consecutive trading days and subject to Mr. Colo’s continued employment through the performance period. Each vested Special Stock Option will entitle Mr. Colo to purchase one common share of the Company at an exercise price of $7.00, which was equal to the closing price of the Common Shares as at February 6, 2017. Each vested PSU will entitle Mr. Colo to receive one common share of the Company without payment of additional consideration. | ||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Share-based Awards Other than Options | $ 0.6 |
Stock-Based Compensation (Stock
Stock-Based Compensation (Stock Options Activity - Table) (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 29, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 3,306,728 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | 58,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | (222,880) |
Share-based Compensation Arrangement By Share-based Payment Award, Options, Forfeitures In Period | shares | (443,298) |
Share-based Compensation Arrangement By Share-based Payment Award, Options, Expirations In Period | shares | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | shares | 2,698,550 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 1,264,902 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 7.51 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | 4.11 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 7.56 |
Share-based Compensation Arrangements By Share-based Payment Award, Options, Forfeitures In Period, Weighted Average Exercise Price | 7.76 |
Share-based Compensation Arrangements By Share-based Payment Award, Options, Expirations In Period, Weighted Average Exercise Price | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance | 7.76 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 7.18 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 8 months |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 5 years |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ | $ 210 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ | $ 127 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | 154,711 |
Performance Share Units (PSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance | $ 9.33 |
Employee Stock Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | 9.29 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance | $ 7.56 |
Stock-Based Compensation (Non-V
Stock-Based Compensation (Non-Vested Activity - Tables - Stock Options, RSUs, PSUs) (Details) - $ / shares | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested at beginning of year | 2,149,221 | ||
Grants | 58,000 | ||
Vested | (524,657) | ||
Forfeited or expired | (248,916) | ||
Non-vested at end of year | 1,433,648 | 2,149,221 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Non-vested at beginning of year | $ 3.57 | ||
Grants | 3.31 | ||
Vested | 3.19 | ||
Forfeited or expired | 3.22 | ||
Non-vested at end of year | 3.74 | $ 3.57 | |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Grants | $ 3.31 | $ 4.12 | $ 1.86 |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested at beginning of year | 775,356 | ||
Grants | 154,711 | ||
Vested | (314,326) | ||
Forfeited or expired | (17,904) | ||
Non-vested at end of year | 597,837 | 775,356 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Non-vested at beginning of year | $ 8.85 | ||
Grants | 7.65 | $ 9.18 | $ 3.87 |
Vested | 8.96 | ||
Forfeited or expired | 9.5 | ||
Non-vested at end of year | $ 8.46 | $ 8.85 | |
Performance Share Units (PSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested at beginning of year | 1,519,752 | ||
Grants | 0 | ||
Vested | 0 | ||
Forfeited or expired | (157,856) | ||
Non-vested at end of year | 1,361,896 | 1,519,752 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Non-vested at beginning of year | $ 5.68 | ||
Grants | 0 | $ 5.64 | |
Vested | 0 | ||
Forfeited or expired | 6.41 | ||
Non-vested at end of year | $ 5.6 | $ 5.68 |
Stock-Based Compensation (Assum
Stock-Based Compensation (Assumptions) (Details) - $ / shares | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 7.76 | $ 7.51 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 41.10% | 42.10% | 41.70% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.86% | 2.00% | 1.60% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years | 6 years 5 months | 6 years |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 7.56 | $ 9.29 | $ 4.25 |
Performance Share Units (PSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 9.33 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 42.20% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.50% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||
Performance Share Units (PSUs) [Member] | CEO Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 7 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 42.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.50% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||
Special Stock Options [Member] | CEO Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 7 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 42.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.20% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years 6 months | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% |
Stock-Based Compensation (Sto_2
Stock-Based Compensation (Stock Options Activity - Outstanding and Exercisable - Table) (Details) - $ / shares | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 2,698,550 | |
Sharebased Compensation Arrangement By Share based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 | 6 years 8 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 7.76 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 2,698,550 | 3,306,728 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 7.76 | $ 7.51 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,264,902 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 7.18 | |
Exercise Price Range 1 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 3.27 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 5.5 | |
Sharebased Compensation Arrangement By Share based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 | 6 years 10 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 468,550 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 3.68 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 297,447 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 3.75 | |
Exercise Price Range 2 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 5.51 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 7.28 | |
Sharebased Compensation Arrangement By Share based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 | 5 years 9 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 527,377 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 6.24 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 302,043 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 5.91 | |
Exercise Price Range 3 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 7.29 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 9.35 | |
Sharebased Compensation Arrangement By Share based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 | 6 years 6 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 578,999 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 8.03 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 333,502 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 7.67 | |
Exercise Price Range 4 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 9.36 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 9.6 | |
Sharebased Compensation Arrangement By Share based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 | 8 years 5 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 687,445 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 9.5 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,667 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 9.45 | |
Exercise Price Range 5 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 9.61 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 13.86 | |
Sharebased Compensation Arrangement By Share based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 | 5 years 2 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 436,179 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 10.85 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 330,243 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 10.92 |
Stock-Based Compensation (Emplo
Stock-Based Compensation (Employee Share Purchase Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Proceeds from issuance of common shares | $ 1,309 | $ 5,034 | $ 1,486 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 4,028,729 | ||
Employee Stock Option [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock Issued During Period, Shares, Employee Stock Ownership Plan | 112,158 | 61,796 | 82,841 |
Proceeds from issuance of common shares | $ 600 | $ 400 | $ 400 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 999,915 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Table) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Accumulated Other Comprehensive Loss [Abstract] | ||
Currency translation adjustment | $ (9,667) | $ (6,963) |
Accumulated Other Comprehensive Income Loss Cumulative Changes In Net Gain Loss From Cash Flow Hedges Effect Net Of Tax | 0 | (305) |
Accumulated other comprehensive income (loss) | $ (9,667) | $ (7,268) |
Other expense (income), net (Ta
Other expense (income), net (Table) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Other Income And Expenses [Abstract] | |||
Reserve for notes receivable | $ 2,232 | $ 0 | $ 0 |
Product withdrawal and recall costs | 1,504 | 413 | 2,838 |
Impairment of long-lived assets and facility closure costs | 1,264 | 18,193 | 13,257 |
Employee termination costs | 397 | 5,636 | 4,186 |
Increase (decrease) in fair value of contingent consideration | (2,635) | 371 | (1,158) |
Legal settlement | 0 | (1,024) | 9,000 |
Business acquisition costs | 0 | 0 | 233 |
Other | 63 | 71 | (64) |
Total Other Expense, net | $ 2,825 | $ 23,660 | $ 28,292 |
Other expense (income), net (Na
Other expense (income), net (Narrative) (Details) | 12 Months Ended |
Dec. 29, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Reserve for notes receivable disclosure | For the year ended December 29, 2018, represents a bad debt reserve for notes receivable associated with a previously sold business. The face amount of the notes was $1.4 million, which represented the Company’s cash investment in the notes. The notes had accelerated payment terms that entitled the Company to a multiple-times payout of the face amount of the notes. The accelerated payment terms were originally fair-valued at $3.4 million. The Company has received cash payments on the notes of $2.2 million through December 29, 2018 and has estimated that it will receive $0.3 million of the remaining balance related to the accelerated payment terms. |
Loss contingency settlement agreement terms | In 2016, the Company recorded a charge of $9.0 million related to the settlement of a product recall dispute with a customer involving certain flexible resealable pouch products manufactured by the Company in 2013. The settlement amount included up to $4.0 million in rebates payable to the customer over a four-year period. In connection with the exit from the flexible resealable pouch product lines and operations, the Company agreed to an upfront cash settlement of the remaining rebate obligation, resulting in a recovery of $1.0 million recognized in 2017. |
Income taxes (Tax reconciliatio
Income taxes (Tax reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Earnings (loss) from continuing operations before income taxes | $ (114,521) | $ (170,397) | $ (74,361) |
Canadian statutory rate | 26.50% | 26.50% | 26.50% |
Income Tax Reconciliation, Income Tax Expense (Benefit), at Federal Statutory Income Tax Rate | $ (30,348) | $ (45,155) | $ (19,706) |
Income Tax Reconciliation, Foreign Income Tax Rate Differential | 2,562 | (9,324) | (11,329) |
Unrecognized Tax Benefits, Period Increase (Decrease) | 0 | (452) | (1,268) |
Income Tax Reconciliation, Change in Deferred Tax Assets Valuation Allowance | (3,717) | 72 | (267) |
Income Tax Reconciliation, Goodwill Impairment | 22,239 | 30,475 | 6,841 |
Income Tax Reconciliation Impairment Loss On Investment | 0 | 0 | 0 |
Income Tax Reconciliation, Change in Enacted Tax Rate | 1,976 | (8,437) | 90 |
Income Tax Reconciliation, Benefits of losses and credits not previously recognized | 0 | 0 | 0 |
Income Tax Reconciliation, U.S. domestic manufacturing deduction | 2,019 | 1,590 | 1,238 |
Income Tax Reconciliation, Other Reconciling Items | (109) | (4,598) | 604 |
Income Tax Reconciliation Nondeductible Acquisition Costs | 0 | 0 | 0 |
Income Tax Expense (Benefit), Continuing Operations, Total | $ (5,378) | $ (35,829) | $ (23,797) |
Income taxes (Components of con
Income taxes (Components of continuing operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Earnings (loss) from continuing operations before income taxes | $ (114,521) | $ (170,397) | $ (74,361) |
US | |||
Earnings (loss) from continuing operations before income taxes | (107,068) | (178,033) | (93,941) |
CA | |||
Earnings (loss) from continuing operations before income taxes | (13,408) | (3,286) | 9,811 |
Europe And Other [Member] | |||
Earnings (loss) from continuing operations before income taxes | $ 5,955 | $ 10,922 | $ 9,769 |
Income taxes (Components of pro
Income taxes (Components of provision) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Current Income Tax Expense (Benefit) | $ (1,595) | $ (7,930) | $ 5,931 |
Deferred Income Tax Expense Benefit | (3,783) | (27,899) | (29,728) |
Income Tax Expense (Benefit), Continuing Operations, Total | (5,378) | (35,829) | (23,797) |
US | |||
Current Income Tax Expense (Benefit) | (3,655) | (10,346) | (1,293) |
Deferred Income Tax Expense Benefit | (4,226) | (28,606) | (29,463) |
CA | |||
Current Income Tax Expense (Benefit) | (1,334) | (658) | 3,560 |
Deferred Income Tax Expense Benefit | 547 | 642 | (12) |
Europe And Other [Member] | |||
Current Income Tax Expense (Benefit) | 3,394 | 3,074 | 3,664 |
Deferred Income Tax Expense Benefit | $ (104) | $ 65 | $ (253) |
Income taxes (Deferred income t
Income taxes (Deferred income taxes) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | |||
Deferred Tax Assets Property Plant And Equipment Intangibles | $ (54,841) | $ (51,093) | |
Deferred Tax Assets Capital And Non Capital Loss Carryforwards | 25,169 | 22,144 | |
Deferred Tax Liabilities Tax Credit Carryforwards Research | 2,004 | 1,871 | |
Deferred Tax Assets, Inventory | 3,755 | 5,193 | |
Deferred Tax Assets, Accrued Interest | 20,025 | 10,311 | |
Deferred Tax Assets, Other | 1,366 | 5,249 | |
Deferred Tax Liabilities, Gross | (2,522) | (6,325) | |
Valuation Allowance, Amount | (5,445) | (9,162) | $ (9,090) |
Deferred Income Tax Liabilities, Net, Total | $ (7,967) | $ (15,487) |
Income taxes (Components of def
Income taxes (Components of deferred taxes) (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Dec. 30, 2017 |
Deferred Income Tax Liabilities, Net | $ (7,967) | $ (15,487) |
US | ||
Deferred Income Tax Liabilities, Net | (7,147) | (14,892) |
CA | ||
Deferred Tax Assets, Net | 362 | |
Deferred Income Tax Liabilities, Net | (148) | |
Europe And Other [Member] | ||
Deferred Income Tax Liabilities, Net | $ (672) | $ (957) |
Income taxes (Components of d_2
Income taxes (Components of deferred income tax valuation allowance) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Valuation Allowance, Amount | $ 9,162 | $ 9,090 | |
Income Tax Reconciliation, Change in Deferred Tax Assets Valuation Allowance | (3,717) | 72 | $ (267) |
Valuation Allowance, Amount | $ 5,445 | $ 9,162 | $ 9,090 |
Income taxes (Unrecognized tax
Income taxes (Unrecognized tax benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized Tax Benefits | $ 0 | $ 452 |
Unrecognized Tax Benefits Decreases Resulting From Prior Period Tax Positions | 0 | (452) |
Unrecognized Tax Benefits | $ 0 | $ 0 |
Income taxes (Narrative) (Detai
Income taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Tax Credit Carryforward, Expiration Date | Jan. 1, 2029 | ||
Valuation Allowance, Amount | $ 5,445 | $ 9,162 | $ 9,090 |
US | State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards | 15,100 | 62,600 | |
Research Tax Credit Carryforward [Member] | US | |||
Tax Credit Carryforward, Amount | 1,100 | 400 | |
Research Tax Credit Carryforward [Member] | US State [Member] | |||
Tax Credit Carryforward, Amount | 900 | 900 | |
Capital Loss Carryforward [Member] | US | |||
Operating Loss Carryforwards | 72,000 | 46,000 | |
Capital Loss Carryforward [Member] | CA | |||
Operating Loss Carryforwards | $ 29,700 | $ 27,700 |
Earnings per share (Narrative)
Earnings per share (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Earnings Per Share Abstract | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,384,249 | 2,540,189 | 2,321,448 |
Dilutive Securities, Effect on Basic Earnings Per Share, Including Options and Restrictive Stock Units | 0 | 0 | 0 |
Earnings per share (Table) (Det
Earnings per share (Table) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Earnings Per Share Abstract | |||
Income (Loss) from Continuing Operations Attributable to Parent | $ (109,205) | $ (135,320) | $ (50,618) |
Dividends and accretion on Series A Preferred Stock | (7,909) | (7,809) | 1,812 |
Earning (loss) from continuing operations available to common shareholders | (117,114) | (143,129) | (52,430) |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to SunOpta Inc | 0 | 0 | (570) |
Earnings (loss) available to common shareholders | $ (117,114) | $ (143,129) | $ (53,000) |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Weighted Average Number of Shares Outstanding, Basic | 87,082,000 | 86,355,000 | 85,569,000 |
Dilutive Securities, Effect on Basic Earnings Per Share, Including Options and Restrictive Stock Units | 0 | 0 | 0 |
Weighted Average Number of Shares Outstanding, Diluted | 87,082,000 | 86,355,000 | 85,569,000 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,384,249 | 2,540,189 | 2,321,448 |
Earnings (loss) per share - basic | |||
from continuing operations basic | $ (1.34) | $ (1.66) | $ (0.61) |
from discontinued operations basic | 0 | 0 | (0.01) |
Earnings Per Share Total | (1.34) | (1.66) | (0.62) |
Earnings (loss) per share - diluted | |||
from continuing operations diluted | (1.34) | (1.66) | (0.61) |
from discontinued operations diluted | 0 | 0 | (0.01) |
Earnings Per Share Diluted Total | $ (1.34) | $ (1.66) | $ (0.62) |
Options Held [Member] | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Dilutive Securities, Effect on Basic Earnings Per Share, Including Options and Restrictive Stock Units | 0 | 0 | 0 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 452,316 | 815,952 | 66,166 |
Warrant [Member] | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Dilutive Securities, Effect on Basic Earnings Per Share, Including Options and Restrictive Stock Units | 0 | 0 | 0 |
Series A Preferred Stock [Member] | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Dilutive Securities, Effect on Basic Earnings Per Share, Including Options and Restrictive Stock Units | 0 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 11,333,333 | 11,333,333 | 2,670,320 |
Supplemental cash flow inform_3
Supplemental cash flow information (Cash Flows) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |||
Increase (Decrease) in Receivables | $ (3,059) | $ 35,773 | $ (39,857) |
Increase (Decrease) in Inventories | (16,032) | 27,475 | (16,107) |
Increase (Decrease) in Accrued Taxes Payable | 5,744 | (13,515) | 22,868 |
Increase (Decrease) in Prepaid Expense and Other Assets | 3,662 | (11,994) | (242) |
Increase (Decrease) in Accounts Payable and Accrued Liabilities | (6,225) | (20,437) | 23,221 |
Increase (Decrease) in Deferred Revenue and Customer Advances and Deposits | (3,457) | 2,328 | (2,774) |
Increase (Decrease) In Operating Capital | (19,367) | 19,630 | (12,891) |
Interest Paid | 32,020 | 29,683 | 28,651 |
Income Taxes Paid, Net | $ 2,936 | $ 4,150 | $ 1,781 |
Related party transactions (Det
Related party transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Related Party Transaction, Purchases from Related Party | $ 19,975 | $ 18,487 | $ 14,867 |
Costs and Expenses, Related Party | 59 | 220 | 976 |
Agronomy [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from Related Parties | 1,136 | 1,141 | 488 |
Grower loans [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Due from (to) Related Party | 1,500 | ||
Minority Partner [Member] | Trabocca [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from Related Parties | $ 1,626 | $ 1,954 | $ 1,896 |
Commitments and contingencies_2
Commitments and contingencies (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Letters of Credit Outstanding, Amount | $ 10,900 | $ 9,400 | |
Operating Leases, Rent Expense, Minimum Rentals | $ 22,700 | 28,000 | $ 27,900 |
Loss Contingency Allegations | On April 19, 2013, a class-action complaint, in the case titled De Jesus, et al. v. Frozsun, Inc. d/b/a Frozsun Foods, was filed against Sunrise Growers, Inc. (“Sunrise”) (then named Frozsun, Inc.) in California Superior Court, Santa Barbara County seeking damages, equitable relief and reasonable attorneys’ fees for alleged wage and hour violations. This case included claims for failure to pay all hours worked, failure to pay overtime wages, meal and rest period violations, waiting-time penalties, improper wage statements and unfair business practices. The putative class included 10,611 non-exempt hourly employees from Sunrise’s production facilities in Santa Maria and Oxnard, California. The parties attended mediation on October 12, 2017 and reached a general agreement to resolve the matter on a class-wide basis for $5.0 million. After negotiating the remaining details of the settlement, the parties obtained preliminary approval of the class action settlement on May 14, 2018. Settlement class members had until August 20, 2018, to opt out or object to the settlement terms. A final fairness hearing with the Court was held on September 17, 2018 and the settlement was granted final approval. Full payment of the settlement amount was made to the third-party settlement administrator in October 2018. The Company recovered the full amount paid under the settlement through insurance coverage and an escrow account established in connection with the Company’s acquisition of Sunrise. | ||
Litigation Settlement Expense | $ 0 | (1,024) | $ 9,000 |
Loss Contingency Damages Sought | On November 20, 2017, Treehouse Foods, Inc., several of its related entities, and its insurer filed a lawsuit against the Company in the Circuit Court of Cook County, Illinois titled Treehouse Foods, Inc. et al. v. SunOpta Grains and Food, Inc. The Company was served with the Summons and Complaint on January 24, 2018. After the Company removed the case to the United States District Court for the Northern District of Illinois, the plaintiffs filed an Amended Complaint on April 23, 2018 and a second Amended Complaint on October 12, 2018. The plaintiffs allege economic damages resulting from the Company’s 2016 voluntary recall of certain roasted sunflower kernel products due to the potential for Listeria monocytogenes contamination. The case includes claims for breach of contract, express and implied warranties and product guarantees, negligence, strict liability, and indemnity seeking $16.2 million in damages. There are no allegations of personal injury. The Company is vigorously defending itself against these claims. The Company cannot reasonably predict the outcome of this claim, nor can it estimate the amount of loss, or range of loss, if any, that may result from this claim. | ||
SunOpta Foods [Member] | |||
Loss Contingencies [Line Items] | |||
Grain Held For Benefit Of Others | $ 200 | $ 400 |
Commitments and contingencies_3
Commitments and contingencies (Table) (Details) $ in Thousands | Dec. 29, 2018USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 19,207 |
Operating Leases, Future Minimum Payments, Due in Two Years | 17,356 |
Operating Leases, Future Minimum Payments, Due in Three Years | 14,451 |
Operating Leases, Future Minimum Payments, Due in Four Years | 12,622 |
Operating Leases, Future Minimum Payments, Due in Five Years | 8,389 |
Operating Leases, Future Minimum Payments, Due Thereafter | 47,852 |
Operating Leases, Future Minimum Payments Due, Total | $ 119,877 |
Segmented information (Table) (
Segmented information (Table) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | $ 1,260,852 | $ 1,279,593 | $ 1,346,731 |
Segment operating income (loss) | 17,668 | 31,856 | 27,993 |
Other expense, net | 2,825 | 23,660 | 28,292 |
Goodwill impairment | 81,222 | 115,000 | 17,540 |
Interest expense, net | 34,406 | 32,504 | 43,275 |
Earnings (loss) from continuing operations before income taxes | (114,521) | (170,397) | (74,361) |
Assets | 896,738 | 982,173 | |
Property, plant and equipment | 171,032 | 163,624 | |
Amortization | 32,788 | 32,824 | 34,150 |
Goodwill | 27,959 | 109,533 | 223,611 |
Capital expenditures | 31,603 | 41,139 | 22,560 |
US | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 984,122 | 1,001,417 | 1,084,199 |
Earnings (loss) from continuing operations before income taxes | (107,068) | (178,033) | (93,941) |
Property, plant and equipment | 134,598 | 128,367 | |
CA | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 29,055 | 27,929 | 30,959 |
Earnings (loss) from continuing operations before income taxes | (13,408) | (3,286) | 9,811 |
Property, plant and equipment | 2,787 | 3,094 | |
Europe And Other [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 247,675 | 250,247 | 231,573 |
Earnings (loss) from continuing operations before income taxes | 5,955 | 10,922 | 9,769 |
Property, plant and equipment | 33,647 | 32,163 | |
Global Ingredients [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 559,712 | 536,928 | 558,798 |
Segment operating income (loss) | 16,430 | 19,932 | 24,771 |
Goodwill impairment | 0 | 0 | |
Assets | 364,454 | 347,971 | |
Amortization | 6,704 | 6,464 | 6,406 |
Goodwill | 8,825 | 9,177 | 8,255 |
Capital expenditures | 7,904 | 9,060 | 4,767 |
Consumer Products [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 701,140 | 742,665 | 787,933 |
Segment operating income (loss) | 1,238 | 11,924 | 3,222 |
Goodwill impairment | 81,222 | 115,000 | |
Assets | 458,224 | 588,542 | |
Amortization | 22,111 | 23,666 | 25,532 |
Goodwill | 19,134 | 100,356 | 215,356 |
Capital expenditures | 15,314 | 27,054 | 14,586 |
Corporate Segment [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment operating income (loss) | (13,736) | (31,089) | (13,247) |
Assets | 74,060 | 45,660 | |
Amortization | 3,973 | 2,694 | 2,212 |
Capital expenditures | 8,385 | 5,025 | 3,207 |
Segment Total [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Assets | 822,678 | 936,513 | |
Amortization | 28,815 | 30,130 | 31,938 |
Capital expenditures | 23,218 | 36,114 | $ 19,353 |
Assets Held for Sale [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Assets | $ 0 | $ 0 |
Segmented information (Narrativ
Segmented information (Narrative) (Details) | 12 Months Ended |
Dec. 29, 2018 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |
Description Of Effect On Previously Reported Segment Information For Change In Composition Of Reportable Segments | In 2018, the Company transferred certain of its specialty ingredient operations from the Raw Material Sourcing and Supply operating segment to the Healthy Beverages platform of the Consumer Products operating segment. This realignment reflects a change in commercial responsibilities for these operations and resulting changes in reporting and accountability to the Company’s Chief Executive Officer. These operations produce liquid bases, including for the Company’s non-dairy aseptic beverage operations, as well as spray-dried ingredients. The segment information presented below for years ended December 30, 2017 and December 31, 2016 has been restated to reflect this realignment. Specifically, for the years ended December 30, 2017 and December 31, 2016, revenues of $13.6 million and $15.5 million, respectively, and operating income of $2.0 million and $2.0 million, respectively, generated by these operations have been reclassified from Global Ingredients to Consumer Products. |
Segment Reporting Disclosure Of Major Customers | 1 |
Subsequent events (Narrative) (
Subsequent events (Narrative) (Details) | 12 Months Ended |
Dec. 29, 2018 | |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Subsequent Event Description | On February 22, 2019, the Company’s subsidiary, SunOpta Grains and Foods Inc., completed the sale of its specialty and organic soy and corn business to Pipeline Foods, LLC (“Pipeline Foods”) for $66.5 million, subject to certain post-closing adjustments. The soy and corn business engaged in seed and grain conditioning and corn milling and formed part of the Company’s North American-based raw material sourcing and supply operating segment, included in the Global Ingredients reportable segment. The business included five facilities located in Hope, Minnesota, Blooming Prairie, Minnesota, Ellendale, Minnesota, Moorhead, Minnesota, and Cresco, Iowa. The net assets of the soy and corn business that were sold did not meet the criteria for presentation as held for sale as at December 29, 2018. The net proceeds from the sale exceeded the carrying value of the net assets as of that date. The Company will measure and record a gain on sale as at the transaction date in the first quarter of 2019. |