Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 25, 2016 | Oct. 26, 2016 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 25, 2016 | |
Entity Registrant Name | PILGRIMS PRIDE CORP | |
Entity Central Index Key | 802,481 | |
Current Fiscal Year End Date | --12-25 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 251,330,211 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 |
Statement of Financial Position [Abstract] | ||
Cash and cash equivalents | $ 85,994 | $ 439,638 |
Trade accounts and other receivables, less allowance for doubtful accounts | 350,810 | 348,994 |
Account receivable from related parties | 3,491 | 2,668 |
Inventories | 796,808 | 801,357 |
Income taxes receivable | 51,057 | 71,410 |
Prepaid expenses and other current assets | 75,686 | 75,602 |
Assets held for sale | 6,049 | 6,555 |
Total current assets | 1,369,895 | 1,746,224 |
Other long-lived assets | 15,887 | 15,672 |
Identified intangible assets, net | 40,548 | 47,453 |
Goodwill | 125,607 | 156,565 |
Property, plant and equipment, net | 1,450,352 | 1,352,529 |
Total assets | 3,002,289 | 3,318,443 |
Notes payable to banks | 0 | 28,726 |
Accounts payable | 494,076 | 482,954 |
Account payable to related parties | 9,689 | 7,000 |
Accrued expenses and other current liabilities | 297,214 | 314,966 |
Income taxes payable | 43,258 | 13,228 |
Current maturities of long-term debt | 92 | 86 |
Total current liabilities | 844,329 | 846,960 |
Long-term debt, less current maturities | 1,004,840 | 985,509 |
Deferred tax liabilities | 144,423 | 131,882 |
Other long-term liabilities | 91,890 | 92,282 |
Total liabilities | 2,085,482 | 2,056,633 |
Common stock | 2,597 | 2,597 |
Treasury stock | (119,566) | (99,233) |
Additional paid-in capital | 1,681,005 | 1,675,674 |
Accumulated deficit | (591,253) | (261,252) |
Accumulated other comprehensive loss | (65,848) | (58,930) |
Total Pilgrim’s Pride Corporation stockholders’ equity | 906,935 | 1,258,856 |
Noncontrolling interest | 9,872 | 2,954 |
Total stockholders’ equity | 916,807 | 1,261,810 |
Total liabilities and stockholders’ equity | $ 3,002,289 | $ 3,318,443 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 2,031,721 | $ 2,112,529 | $ 6,022,973 | $ 6,219,324 |
Cost of sales | 1,821,504 | 1,827,985 | 5,289,063 | 5,125,640 |
Gross profit | 210,217 | 284,544 | 733,910 | 1,093,684 |
Selling, general and administrative expense | 46,116 | 52,620 | 144,424 | 150,961 |
Administrative restructuring charges | 279 | 792 | 279 | 5,605 |
Operating income | 163,822 | 231,132 | 589,207 | 937,118 |
Interest expense, net of capitalized interest | 11,959 | 10,501 | 35,540 | 26,870 |
Interest income | (125) | (319) | (1,501) | (3,086) |
Foreign currency transaction loss (gain) | 4,142 | 12,773 | (837) | 23,806 |
Miscellaneous, net | (1,741) | (2,071) | (5,637) | (7,135) |
Income before income taxes | 149,587 | 210,248 | 561,642 | 896,663 |
Income tax expense | 51,060 | 73,153 | 192,062 | 313,751 |
Net income | 98,527 | 137,095 | 369,580 | 582,912 |
Less: Net income (loss) attributable to noncontrolling interests | (130) | 33 | (334) | 146 |
Net income attributable to Pilgrim’s Pride Corporation | $ 98,657 | $ 137,062 | $ 369,914 | $ 582,766 |
Weighted average shares of common stock outstanding: | ||||
Basic (in shares) | 254,460 | 259,280 | 254,607 | 259,540 |
Effect of dilutive common stock equivalents (in shares) | 460 | 223 | 430 | 225 |
Diluted (in shares) | 254,920 | 259,503 | 255,037 | 259,765 |
Net income attributable to Pilgrim’s Pride Corporation per share of common stock outstanding: | ||||
Basic (usd per share) | $ 0.39 | $ 0.53 | $ 1.45 | $ 2.25 |
Diluted (usd per share) | $ 0.39 | $ 0.53 | $ 1.45 | $ 2.24 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 98,527 | $ 137,095 | $ 369,580 | $ 582,912 |
Other comprehensive income (loss): | ||||
Gain (loss) associated with available-for-sale securities, net of tax expense (benefit) of $43, $(41) and $30, respectively | 0 | 70 | (67) | 50 |
Gain (loss) associated with pension and other postretirement benefits, net of tax expense (benefit) of $1,139, $(6,206), $(4,155) and $(2,129), respectively | 1,878 | (10,234) | (6,851) | (3,511) |
Total other comprehensive income (loss), net of tax | 1,878 | (10,164) | (6,918) | (3,461) |
Comprehensive income | 100,405 | 126,931 | 362,662 | 579,451 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | (130) | 33 | (334) | 146 |
Comprehensive income attributable to Pilgrim’s Pride Corporation | $ 100,535 | $ 126,898 | $ 362,996 | $ 579,305 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Gain (loss) associated with available-for-sale securities, tax expense (benefit) | $ 0 | $ 43 | $ (41) | $ 30 |
Gain (loss) associated with pension and other postretirement benefits, tax expense (benefit) | $ 1,139 | $ (6,206) | $ (4,155) | $ (2,129) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Accumulated Other Comprehensive Loss [Member] | Noncontrolling Interest [Member] |
Balance, shares at Dec. 28, 2014 | 259,029 | 0 | |||||
Balance at Dec. 28, 2014 | $ 2,196,801,000 | $ 2,590,000 | $ 0 | $ 1,662,354,000 | $ 591,492,000 | $ (62,541,000) | $ 2,906,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 582,912,000 | 582,766,000 | 146,000 | ||||
Other comprehensive loss, net of tax | (3,461,000) | (3,461,000) | |||||
Share-based compensation plans: | |||||||
Common stock issued under compensation plans (in shares) | 671 | ||||||
Common stock issued under compensation plans | 0 | $ 7,000 | (7,000) | ||||
Common stock forfeited under compensation plans (in shares) | (15) | ||||||
Common stock forfeited under compensation plans | (85,000) | (85,000) | |||||
Requisite service period recognition | 2,217,000 | 2,217,000 | |||||
Tax benefit related to share-based compensation | 7,834,000 | 7,834,000 | |||||
Common stock purchased under share repurchase program (in shares) | (1,915) | ||||||
Common stock purchased under share repurchase program | (45,080,000) | $ (45,080,000) | |||||
Special cash dividend | (1,498,470,000) | (1,498,470,000) | |||||
Other | 0 | 188,000 | (188,000) | ||||
Balance, shares at Sep. 27, 2015 | 259,685 | 1,915 | |||||
Balance at Sep. 27, 2015 | 1,242,668,000 | $ 2,597,000 | $ (45,080,000) | 1,672,501,000 | (324,400,000) | (66,002,000) | 3,052,000 |
Balance, shares at Dec. 27, 2015 | 259,685 | 4,862 | |||||
Balance at Dec. 27, 2015 | 1,261,810,000 | $ 2,597,000 | $ (99,233,000) | 1,675,674,000 | (261,252,000) | (58,930,000) | 2,954,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 369,580,000 | 369,914,000 | (334,000) | ||||
Other comprehensive loss, net of tax | (6,918,000) | (6,918,000) | |||||
Share-based compensation plans: | |||||||
Requisite service period recognition | 5,404,000 | 5,404,000 | |||||
Tax benefit related to share-based compensation | 0 | ||||||
Common stock purchased under share repurchase program (in shares) | (925) | ||||||
Common stock purchased under share repurchase program | (20,333,000) | $ (20,333,000) | |||||
Common stock purchased from retirement plan participants (in shares) | (3) | ||||||
Common stock purchased from retirement plan participants | (73,000) | (73,000) | |||||
Capital contributions to subsidiary by noncontrolling stockholders | 7,252,000 | 7,252,000 | |||||
Special cash dividend | (699,915,000) | (699,915,000) | |||||
Balance, shares at Sep. 25, 2016 | 259,682 | 5,787 | |||||
Balance at Sep. 25, 2016 | $ 916,807,000 | $ 2,597,000 | $ (119,566,000) | $ 1,681,005,000 | $ (591,253,000) | $ (65,848,000) | $ 9,872,000 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 25, 2016 | Sep. 27, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 369,580 | $ 582,912 |
Adjustments to reconcile net income to cash provided by operating activities: | ||
Depreciation and amortization | 134,455 | 116,485 |
Asset impairment | 0 | 4,813 |
Gain on property disposals | (7,315) | (9,817) |
Loss on equity method investments | 194 | 0 |
Share-based compensation | 5,404 | 2,132 |
Deferred income tax benefit | (1,285) | (7,214) |
Changes in operating assets and liabilities: | ||
Trade accounts and other receivables | (2,639) | 40,694 |
Inventories | 4,548 | 17,162 |
Prepaid expenses and other current assets | (83) | (1,415) |
Accounts payable, accrued expenses and other current liabilities | (7,812) | 92,159 |
Income taxes | 45,220 | 17,836 |
Long-term pension and other postretirement obligations | (8,294) | (2,668) |
Other operating assets and liabilities | (864) | 3,235 |
Cash provided by operating activities | 531,109 | 856,314 |
Cash flows from investing activities: | ||
Acquisitions of property, plant and equipment | (173,440) | (129,848) |
Purchase of acquired business, net of cash acquired | 0 | (373,532) |
Proceeds from property disposals | 10,316 | 13,553 |
Cash used in investing activities | (163,124) | (489,827) |
Cash flows from financing activities: | ||
Proceeds from note payable to bank | 36,838 | 5,869 |
Payments on note payable to bank | (65,564) | 0 |
Proceeds from revolving line of credit and long-term borrowings | 515,292 | 1,680,000 |
Payments on revolving line of credit, long-term borrowings and capital lease obligations | (498,124) | (683,742) |
Proceeds from equity contribution under Tax Sharing Agreement between JBS USA Food Company Holdings and Pilgrim’s Pride Corporation | 3,691 | 0 |
Tax benefit related to share-based compensation | 0 | 7,834 |
Capital contributions to subsidiary by noncontrolling stockholders | 7,252 | 0 |
Payment of capitalized loan costs | (693) | (12,322) |
Purchase of common stock under share repurchase program | (20,333) | (45,080) |
Purchase of common stock from retirement plan participants | (73) | 0 |
Payment of special cash dividends | (699,915) | (1,498,470) |
Cash used in financing activities | (721,629) | (545,911) |
Decrease in cash and cash equivalents | (353,644) | (179,424) |
Cash and cash equivalents, beginning of period | 439,638 | 576,143 |
Cash and cash equivalents, end of period | $ 85,994 | $ 396,719 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 25, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Business Pilgrim’s Pride Corporation (referred to herein as “Pilgrim’s,” “PPC,” “the Company,” “we,” “us,” “our,” or similar terms) is one of the largest chicken producers in the world, with operations in the United States (“U.S.”), Mexico and Puerto Rico. Pilgrim's products are sold to foodservice, retail and frozen entrée customers. The Company's primary distribution is through retailers, foodservice distributors and restaurants throughout the United States and Puerto Rico and in the northern and central regions of Mexico. Additionally, the Company exports chicken products to approximately 90 countries. Pilgrim’s fresh chicken products consist of refrigerated (nonfrozen) whole chickens, whole cut-up chickens and selected chicken parts that are either marinated or non-marinated. The Company’s prepared chicken products include fully cooked, ready-to-cook and individually frozen chicken parts, strips, nuggets and patties, some of which are either breaded or non-breaded and either marinated or non-marinated. As a vertically integrated company, we control every phase of the production of our products. We operate feed mills, hatcheries, processing plants and distribution centers in 12 U.S. states, Puerto Rico and Mexico. As of September 25, 2016 , Pilgrim’s had approximately 38,200 employees and the capacity to process approximately 37 million birds per five-day work week for a total of approximately 11 billion pounds of live chicken annually. Approximately 4,035 contract growers supply poultry for the Company’s operations. As of September 25, 2016 , JBS S.A., through its indirect wholly-owned subsidiaries (together, “JBS”), beneficially owned 77.0% of the Company’s outstanding common stock. Consolidated Financial Statements The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal and recurring adjustments unless otherwise disclosed) considered necessary for a fair presentation have been included. Operating results for the thirty-nine weeks ended September 25, 2016 are not necessarily indicative of the results that may be expected for the year ending December 25, 2016 . For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 27, 2015 . Pilgrim’s operates on a 52/53-week fiscal year that ends on the Sunday falling on or before December 31. The reader should assume any reference we make to a particular year (for example, 2016 ) in the notes to these Condensed Consolidated Financial Statements applies to our fiscal year and not the calendar year. The Condensed Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries. We eliminate all significant affiliate accounts and transactions upon consolidation. The Company measures the financial statements of its Mexico subsidiaries as if the U.S. dollar were the functional currency. Accordingly, we remeasure assets and liabilities, other than non-monetary assets, of the Mexico subsidiaries at current exchange rates. We remeasure non-monetary assets using the historical exchange rate in effect on the date of each asset’s acquisition. We remeasure income and expenses at average exchange rates in effect during the period. Currency exchange gains or losses are included in the line item Foreign currency transaction loss in the Condensed Consolidated Statements of Income. Reportable Segment We operate in one reportable business segment, as a producer and seller of chicken products we either produce or purchase for resale. Revenue Recognition We recognize revenue when all of the following circumstances are satisfied: (i) persuasive evidence of an arrangement exists, (ii) price is fixed or determinable, (iii) collectability is reasonably assured and (iv) delivery has occurred. Delivery occurs in the period in which the customer takes title and assumes the risks and rewards of ownership of the products specified in the customer’s purchase order or sales agreement. Revenue is recorded net of estimated incentive offerings including special pricing agreements, promotions and other volume-based incentives. Revisions to these estimates are charged back to net sales in the period in which the facts that give rise to the revision become known. Book Overdraft The majority of the Company’s disbursement bank accounts are zero balance accounts where cash needs are funded as checks are presented for payment by the holder. Checks issued pending clearance that result in overdraft balances for accounting purposes are classified as accounts payable and the change in the related balance is reflected in operating activities on the Condensed Consolidated Statements of Cash Flows. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance on revenue recognition, which provides for a single five-step model to be applied to all revenue contracts with customers. The new standard also requires additional financial statement disclosures that will enable users to understand the nature, amount, timing and uncertainty of revenue and cash flows relating to customer contracts. Companies have an option to use either a retrospective approach or cumulative effect adjustment approach to implement the standard. In June 2015, the FASB agreed to defer by one year the mandatory effective date of this standard, but will also provide entities the option to adopt the new guidance as of the original effective date. The provisions of the new guidance will be effective as of the beginning of our 2018 fiscal year, but we have the option to adopt the guidance as early as the beginning of our 2017 fiscal year. We are currently identifying and cataloging the various types of revenue transactions to which we are a party. We also continue to evaluate the impact of the new guidance on our financial statements and have not yet selected either a transition approach to implement the standard or an adoption date. In July 2015, the FASB issued new accounting guidance on the subsequent measurement of inventory, which, in an effort to simplify unnecessarily complicated accounting guidance that can result in several potential outcomes, requires an entity to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Current accounting guidance requires an entity to measure inventory at the lower of cost or market. Market could be replacement cost, net realizable value, or net realizable value less an approximately normal profit margin. The provisions of the new guidance will be effective as of the beginning of our 2017 fiscal year. We are currently evaluating the impact of the new guidance on our financial statements. In February 2016, the FASB issued new accounting guidance on lease arrangements, which, in an effort to increase transparency and comparability among organizations utilizing leasing, requires an entity that is a lessee to recognize the assets and liabilities arising from leases on the balance sheet. This guidance also requires disclosures about the amount, timing and uncertainty of cash flows arising from leases. In transition, the entity is required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The provisions of the new guidance will be effective as of the beginning of our 2019 fiscal year. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. In March 2016, the FASB issued new accounting guidance on employee share-based payments, which, in an effort to simplify unnecessarily complicated aspects of accounting and reporting for share-based payment transactions, requires an entity to amend accounting and reporting methodology for areas such as the income tax consequences of share-based payments, classification of share-based awards as either equity or liabilities, and classification of share-based payment transactions in the statement of cash flows. The transition approach will vary depending on the area of accounting and reporting methodology to be amended. The provisions of the new guidance will be effective as of the beginning of our 2017 fiscal year. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. In June 2016, the FASB issued new accounting guidance on the measurement of credit losses on financial instruments, which, in an effort to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. The provisions of the new guidance will be effective as of the beginning of our 2020 fiscal year. Early adoption is permitted after our 2018 fiscal year. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. |
BUSINESS ACQUISITION
BUSINESS ACQUISITION | 9 Months Ended |
Sep. 25, 2016 | |
Business Combinations [Abstract] | |
BUSINESS ACQUISITION | BUSINESS ACQUISITION On June 29, 2015, the Company acquired, indirectly through certain of its Mexican subsidiaries, 100% of the equity of Provemex Holding LLC and its subsidiaries (together, “Tyson Mexico”) from Tyson Foods, Inc. and certain of its subsidiaries for cash. Tyson Mexico is a vertically integrated poultry business based in Gomez Palacio, Durango, Mexico. The acquired business has a production capacity of 2.5 million birds per five-day work week in its three plants and employs approximately 4,250 people in its plants, offices and seven distribution centers. The acquisition further strengthens the Company's strategic position in the Mexico chicken market. The following table summarizes the consideration paid for Tyson Mexico (in thousands): Negotiated sales price $ 400,000 Working capital adjustment (20,933 ) Final purchase price $ 379,067 Transaction costs incurred in conjunction with the purchase were approximately $2.2 million . These costs were expensed as incurred. The results of operations of the acquired business since June 29, 2015 are included in the Company’s Condensed Consolidated Statements of Operations. Net sales generated by the acquired business during the thirteen and thirty-nine weeks ended September 25, 2016 totaled $11.7 million and $129.8 million , respectively. This significant decrease in net sales during the thirteen weeks ended September 25, 2016 as compared to the thirteen weeks ended September 27, 2015 resulted from a shift in sales activity from the acquired business to the Company's legacy business operating in Mexico. The acquired business generated net income during the thirteen and thirty-nine weeks ended September 25, 2016 totaling $2.0 million and $1.6 million , respectively. The assets acquired and liabilities assumed in the Tyson Mexico acquisition were measured at their fair values at June 29, 2015 as set forth below. The excess of the purchase price over the fair values of the net tangible assets and identifiable intangible assets was recorded as goodwill. The factors contributing to the recognition of the amount of goodwill are based on several strategic and synergistic benefits that are expected to be realized from the acquisition as well the assembled workforce. These benefits include complementary product offerings, an enhanced footprint in Mexico and attractive synergy opportunities and value creation. The Company does not have tax basis in the goodwill, and therefore, the goodwill is not deductible for tax purposes. The fair values recorded were determined based upon various external and internal valuations. The fair values recorded for the assets acquired and liabilities assumed for Tyson Mexico are as follows (in thousands): Cash and cash equivalents $ 5,535 Trade accounts and other receivables 24,173 Inventories 68,130 Prepaid expenses and other current assets 7,661 Property, plant and equipment 209,139 Identifiable intangible assets 26,411 Other long-lived assets 199 Total assets acquired 341,248 Accounts payable 21,550 Other current liabilities 8,707 Long-term deferred tax liabilities 52,376 Other long-term liabilities 5,155 Total liabilities assumed 87,788 Total identifiable net assets 253,460 Goodwill 125,607 Total net assets $ 379,067 The Company performed a valuation of the assets and liabilities of Tyson Mexico at June 29, 2015. Significant assumptions used in the preliminary valuation and the bases for their determination are summarized as follows: • Property, plant and equipment, net . Property, plant and equipment at fair value gave consideration to the highest and best use of the assets. The valuation of the Company's real property improvements and the majority of its personal property was based on the cost approach. The valuation of the Company's land, as if vacant, and certain personal property assets was based on the market or sales comparison approach. • Indefinite-lived trade names . The Company valued two indefinite-lived trade names using the income approach, specifically the relief from royalty method. Under this method, the asset value of each trade name was determined by estimating the hypothetical royalties that would have to be paid if it was not owned. Royalty rates were selected based on consideration of several factors, including (i) prior transactions involving Tyson Mexico trade names, (ii) incomes derived from license agreements on comparable trade names within the food and non-alcoholic beverages industry and (iii) the relative profitability and perceived contribution of each trade name. Royalty rates used in the determination of the fair values of the two trade names ranged from 4.0% to 5.0% of expected net sales related to the respective trade names and trade name maintenance costs were estimated as 1.4% of the royalty saved. The Company anticipates using both trade names for an indefinite period as demonstrated by the sustained use of each subject trade name. In estimating the fair value of the trade names, net sales related to the respective trade names were estimated to grow at a rate of 3.5% to 4.0% annually with a terminal year growth rate of 3.8% . Income taxes were estimated at 30.0% of pre-tax income, a tax amortization benefit was estimated considering a rate of 15.0% and the hypothetical savings generated by avoiding royalty costs were discounted using a rate of 12.0% . Trade names were valued at $9.7 million under this approach. • Customer relationships . The Company valued Tyson Mexico’s customer relationships using the income approach, specifically the multi-period excess earnings model. Under this model, the fair value of the customer relationships asset was determined by estimating the net cash inflows from the relationships discounted to present value. In estimating the fair value of the customer relationships, net sales related to Tyson Mexico's existing customers were estimated to grow at a rate of 4.0% annually, but we also anticipate losing existing Tyson Mexico customers at an attrition rate of 7.9% . Income taxes were estimated at 30.0% of pre-tax income, a tax amortization benefit was estimated considering a rate of 23.4% and net cash flows attributable to our existing customers were discounted using a rate of 13.5% . Customer relationships were valued at $16.7 million under this approach. The Company recognized the following change in goodwill related to this acquisition during the thirty-nine weeks ended September 25, 2016 (in thousands): Goodwill, beginning of period $ 156,565 Additional fair value attributed to acquired property, plant and equipment (51,387 ) Deferred tax impact related to additional fair value attributed to acquired property, plant and equipment 15,416 Deferred tax impact related to customer relationship intangibles 5,013 Goodwill, end of period $ 125,607 The following unaudited pro forma information presents the combined financial results for the Company and Tyson Mexico as if the acquisition had been completed at the beginning of the Company’s prior year, December 29, 2014. Thirteen Weeks Ended Thirty -Nine Weeks Ended (In thousands, except per share amount) Net sales $ 2,112,529 $ 6,532,971 Net income attributable to Pilgrim's Pride Corporation 133,038 594,571 Net income attributable to Pilgrim's Pride Corporation 0.51 2.29 The above unaudited pro forma financial information is presented for informational purposes only and does not purport to represent what the Company’s results of operations would have been had it completed the acquisition on the date assumed, nor is it necessarily indicative of the results that may be expected in future periods. Pro forma adjustments exclude cost savings from any synergies resulting from the acquisition. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 25, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Assets and liabilities measured at fair value must be categorized into one of three different levels depending on the assumptions (i.e., inputs) used in the valuation: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability; or Level 3 Unobservable inputs, such as discounted cash flow models or valuations. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement in its entirety. As of September 25, 2016 and December 27, 2015 , the Company held derivative assets and liabilities that were required to be measured at fair value on a recurring basis. Derivative assets and liabilities consist of long and short positions on exchange-traded commodity futures instruments. The following items were measured at fair value on a recurring basis: September 25, 2016 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 4,612 $ — $ — $ 4,612 Commodity options instruments 931 — — 931 Fair value liabilities: Commodity futures instruments (4,764 ) — — (4,764 ) Commodity options instruments (8,549 ) — — (8,549 ) December 27, 2015 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 59 $ — $ — $ 59 Commodity options instruments 1,618 — — 1,618 Fair value liabilities: Commodity futures instruments (5,436 ) — — (5,436 ) See “Note 7. Derivative Financial Instruments” for additional information. Fair value and carrying value for our fixed-rate debt obligation is as follows: September 25, 2016 December 27, 2015 Carrying Fair Carrying Fair (In thousands) Fixed-rate senior notes payable at 5.75%, at Level 1 inputs $ (500,000 ) $ (515,000 ) $ (500,000 ) $ (488,750 ) See “Note 10. Long-Term Debt and Other Borrowing Arrangements” for additional information. The valuation of financial assets and liabilities classified in Level 1 is determined using a market approach, taking into account current interest rates, creditworthiness, and liquidity risks in relation to current market conditions, and is based upon unadjusted quoted prices for identical assets in active markets. The valuation of financial assets and liabilities in Level 2 is determined using a market approach based upon quoted prices for similar assets and liabilities in active markets or other inputs that are observable for substantially the full term of the financial instrument. The valuation of financial assets in Level 3 is determined using an income approach based on unobservable inputs such as discounted cash flow models or valuations. In addition to the fair value disclosure requirements related to financial instruments carried at fair value, accounting standards require periodic disclosures regarding the fair value of all of the Company’s financial instruments. The methods and significant assumptions used to estimate the fair value of financial instruments and any changes in methods or significant assumptions from prior periods are also required to be disclosed. Derivative assets were recorded at fair value based on quoted market prices and are included in the line item Prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets. Derivative liabilities were recorded at fair value based on quoted market prices and are included in the line item Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets. The fair value of the Company’s fixed-rate debt obligation was based on the quoted market price at September 25, 2016 or December 27, 2015 , as applicable. In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets and liabilities at fair value on a nonrecurring basis. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges when required by U.S. GAAP. There were no significant fair value measurement losses recognized for such assets and liabilities in the periods reported. |
TRADE ACCOUNTS AND OTHER RECEIV
TRADE ACCOUNTS AND OTHER RECEIVABLES | 9 Months Ended |
Sep. 25, 2016 | |
Accounts Receivable, Net [Abstract] | |
TRADE ACCOUNTS AND OTHER RECEIVABLES | TRADE ACCOUNTS AND OTHER RECEIVABLES Trade accounts and other receivables, less allowance for doubtful accounts, consisted of the following: September 25, 2016 December 27, 2015 (In thousands) Trade accounts receivable $ 335,765 $ 342,466 Notes receivable - current 630 850 Other receivables 19,223 10,578 Receivables, gross 355,618 353,894 Allowance for doubtful accounts (4,808 ) (4,900 ) Receivables, net $ 350,810 $ 348,994 Account receivable from related parties (a) $ 3,491 $ 2,668 (a) Additional information regarding accounts receivable from related parties is included in “Note 15. Related Party Transactions.” Changes in the allowance for doubtful accounts were as follows: Total (In thousands) Balance at December 27, 2015 $ (4,900 ) Provision charged to operating results (252 ) Account write-offs and recoveries 344 Balance at September 25, 2016 $ (4,808 ) |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 25, 2016 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: September 25, 2016 December 27, 2015 (In thousands) Live chicken and hens $ 374,365 $ 365,062 Feed, eggs and other 211,452 215,859 Finished chicken products 201,941 191,988 Total chicken inventories 787,758 772,909 Commercial feed and other 9,050 28,448 Total inventories $ 796,808 $ 801,357 |
INVESTMENTS IN SECURITIES
INVESTMENTS IN SECURITIES | 9 Months Ended |
Sep. 25, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS IN SECURITIES | INVESTMENTS IN SECURITIES We recognize investments in available-for-sale securities as cash equivalents, current investments or long-term investments depending upon each security's length to maturity. Additionally, those securities identified by management at the time of purchase for funding operations in less than one year are classified as current. The following table summarizes our investments in available-for-sale securities: September 25, 2016 December 27, 2015 Amortized Cost Fair Amortized Cost Fair (In thousands) Cash equivalents: Fixed income securities $ — $ — $ 290,795 $ 290,795 Other 10,652 10,652 54,831 54,831 Securities classified as cash and cash equivalents mature within 90 days. Securities classified as short-term investments mature between 91 and 365 days. Securities classified as long-term investments mature after 365 days. The specific identification method is used to determine the cost of each security sold and each amount reclassified out of accumulated other comprehensive loss to earnings. Gross realized gains and gross realized losses recognized during the thirteen and thirty-nine weeks ended September 25, 2016 and September 27, 2015 related to the Company’s available-for-sale securities were immaterial. Proceeds received from the sale or maturity of available-for-sale securities recognized as either short- or long-term investments are historically disclosed in the Condensed Consolidated Statements of Cash Flows. No proceeds were received from the sale or maturity of available-for-sale securities recognized as either short- or long-term investments during the thirty-nine weeks ended September 25, 2016 and September 27, 2015 . Net unrealized holding gains and losses on the Company’s available-for-sale securities recognized during the thirty-nine weeks ended September 25, 2016 and September 27, 2015 that have been included in accumulated other comprehensive loss and the net amount of gains and losses reclassified out of accumulated other comprehensive loss to earnings during the thirty-nine weeks ended September 25, 2016 and September 27, 2015 is disclosed in “Note 13. Stockholders’ Equity - Accumulated Other Comprehensive Loss.” |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 25, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | DERIVATIVE FINANCIAL INSTRUMENTS The Company utilizes various raw materials in its operations, including corn, soybean meal, soybean oil, sorghum and energy, such as natural gas, electricity and diesel fuel, which are all considered commodities. The Company considers these raw materials generally available from a number of different sources and believes it can obtain them to meet its requirements. These commodities are subject to price fluctuations and related price risk due to factors beyond our control, such as economic and political conditions, supply and demand, weather, governmental regulation and other circumstances. Generally, the Company purchases derivative financial instruments, specifically exchange-traded futures and options, in an attempt to mitigate price risk related to its anticipated consumption of commodity inputs for approximately the next 12 months. The Company may purchase longer-term derivative financial instruments on particular commodities if deemed appropriate. The Company has operations in Mexico and, therefore, has exposure to translational foreign exchange risk when the financial results of those operations are translated to U.S. dollars. The fair value of derivative assets is included in the line item Prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets while the fair value of derivative liabilities is included in the line item Accrued expenses and other current liabilities on the same statements. Our counterparties require that we post cash collateral for changes in the net fair value of the derivative contracts. We have not designated the derivative financial instruments that we have purchased to mitigate commodity purchase transaction exposures as cash flow hedges. Therefore, we recognized changes in the fair value of these derivative financial instruments immediately in earnings. Gains or losses related to these derivative financial instruments are included in the line item Cost of sales in the Condensed Consolidated Statements of Income. The Company recognized net losses of $17.0 million and net gains of $2.7 million related to changes in the fair value of its derivative financial instruments during the thirteen weeks ended September 25, 2016 and September 27, 2015 , respectively. We also recognized net losses of $11.1 million and net gains of $31.7 million related to changes in the fair value of its derivative financial instruments during the thirty-nine weeks ended September 25, 2016 and September 27, 2015 , respectively. Information regarding the Company’s outstanding derivative instruments and cash collateral posted with (owed to) brokers is included in the following table: September 25, 2016 December 27, 2015 (Fair values in thousands) Fair values: Commodity derivative assets $ 5,543 $ 1,677 Commodity derivative liabilities (13,313 ) (5,436 ) Cash collateral posted with brokers 15,280 9,381 Derivatives coverage (a) : Corn 3.9 % 7.0 % Soybean meal 10.5 % 4.1 % Period through which stated percent of needs are covered: Corn May 2017 March 2017 Soybean meal July 2017 July 2016 (a) Derivatives coverage is the percent of anticipated commodity needs covered by outstanding derivative instruments through a specified date. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 9 Months Ended |
Sep. 25, 2016 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment (“PP&E”), net consisted of the following: September 25, 2016 December 27, 2015 (In thousands) Land $ 109,557 $ 105,165 Buildings 1,164,486 1,131,379 Machinery and equipment 1,766,102 1,657,573 Autos and trucks 50,076 53,408 Construction-in-progress 181,368 152,619 PP&E, gross 3,271,589 3,100,144 Accumulated depreciation (1,821,237 ) (1,747,615 ) PP&E, net $ 1,450,352 $ 1,352,529 The Company recognized depreciation expense of $42.8 million and $38.8 million during the thirteen weeks ended September 25, 2016 and September 27, 2015 , respectively. The Company recognized depreciation expense of $124.7 million and $109.4 million during the thirty-nine weeks ended September 25, 2016 and September 27, 2015 , respectively. During the thirty-nine weeks ended September 25, 2016 , we spent $173.4 million on capital projects and transferred $ 158.5 million of completed projects from construction-in-progress to depreciable assets. During the thirty-nine weeks ended September 27, 2015, we spent $129.8 million on capital projects and transferred $101.5 million of completed projects from construction-in-progress to depreciable assets. Capital expenditures were primarily incurred during the thirty-nine weeks ended September 25, 2016 to improve efficiencies and reduce costs. During the thirteen and thirty-nine weeks ended September 25, 2016 , the Company sold certain PP&E for cash of $2.2 million and $10.3 million , respectively and recognized net gains on these sales of $0.6 million and $7.3 million , respectively. PP&E sold in the thirty-nine weeks ended included a processing plant in Louisiana, poultry farms in Mexico and Texas, an office building in Texas, vacant land in Alabama and Texas and miscellaneous equipment. During the thirteen and thirty-nine weeks ended September 27, 2015 , the Company sold miscellaneous equipment for cash of $11.4 million and $13.6 million and recognized a net gain of $8.5 million and $9.8 million , respectively. Management has committed to the sale of certain properties and related assets, including, but not limited to, a processing complex in Texas and other miscellaneous assets, which no longer fit into the operating plans of the Company. The Company is actively marketing these properties and related assets for immediate sale and believes a sale of each property can be consummated within the next 12 months. At both September 25, 2016 and December 27, 2015 , the Company reported properties and related assets totaling $6.0 million and $6.6 million , respectively, in the line item Assets held for sale on its Condensed Consolidated Balance Sheets. The Company tested the recoverability of its assets held for sale and determined that the aggregate carrying amount of the Texas processing complex asset group was recoverable over the remaining life of the respective primary asset in that asset group. The Company has closed or idled various processing complexes, processing plants, hatcheries, broiler farms, and feed mills throughout the U.S. Neither the Board of Directors nor JBS has determined if it would be in the best interest of the Company to divest any of these idled assets. Management is therefore not certain that it can or will divest any of these assets within one year, is not actively marketing these assets and, accordingly, has not classified them as assets held for sale. The Company continues to depreciate these assets. At September 25, 2016 , the carrying amount of these idled assets was $63.1 million based on depreciable value of $193.1 million and accumulated depreciation of $130.0 million . The Company last tested the recoverability of its long-lived assets held and used in December 2015 . At that time, the Company determined that the carrying amount of its long-lived assets held and used was recoverable over the remaining life of the primary asset in the group and that long-lived assets held and used passed the Step 1 recoverability test under ASC 360-10-35, Impairment or Disposal of Long-Lived Assets . There were no indicators present during the thirty-nine weeks ended September 25, 2016 that required the Company to test its long-lived assets held and used for recoverability. |
CURRENT LIABILITIES
CURRENT LIABILITIES | 9 Months Ended |
Sep. 25, 2016 | |
Payables and Accruals [Abstract] | |
CURRENT LIABILITIES | CURRENT LIABILITIES Current liabilities, other than current notes payable to banks, income taxes and current maturities of long-term debt, consisted of the following components: September 25, 2016 December 27, 2015 (In thousands) Accounts payable: Trade accounts $ 422,197 $ 436,188 Book overdrafts 67,789 44,145 Other payables 4,090 2,621 Total accounts payable 494,076 482,954 Accounts payable to related parties (a) 9,689 7,000 Accrued expenses and other current liabilities: Compensation and benefits 95,208 112,583 Interest and debt-related fees 1,735 8,928 Insurance and self-insured claims 90,646 93,336 Derivative liabilities: Futures 4,764 5,436 Options 8,549 — Other accrued expenses 96,312 94,683 Total accrued expenses and other current liabilities 297,214 314,966 $ 800,979 $ 804,920 (a) Additional information regarding accounts payable from related parties is included in “Note 15. Related Party Transactions.” |
LONG-TERM DEBT AND OTHER BORROW
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS | 9 Months Ended |
Sep. 25, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS | LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS Long-term debt and other borrowing arrangements, including current notes payable to banks, consisted of the following components: Maturity September 25, 2016 December 27, 2015 (In thousands) Long-term debt and other long-term borrowing arrangements: Senior notes payable at 5.75% 2025 $ 500,000 $ 500,000 U.S. Credit Facility (defined below): Term note payable at 1.77% 2020 500,000 500,000 Mexico Credit Facility (defined below) with notes payable at 2017 17,232 — Capital lease obligations Various 398 462 Long-term debt 1,017,630 1,000,462 Less: Current maturities of long-term debt (92 ) (86 ) Long-term debt, less current maturities 1,017,538 1,000,376 Less: Capitalized financing costs (12,698 ) (14,867 ) Long-term debt, less current maturities, net of capitalized financing costs: $ 1,004,840 $ 985,509 Current notes payable to banks Mexico Credit Facility (defined below) with notes payable at 2016 $ — $ 28,726 Senior Notes On March 11, 2015, the Company completed a sale of $500.0 million aggregate principal amount of its 5.75% senior notes due 2025 (the “Senior Notes”). The Company used the net proceeds from the sale of the Senior Notes to repay $350.0 million and $150.0 million of the term loan indebtedness under the U.S. Credit Facility (defined below) on March 12, 2015 and April 22, 2015, respectively. The Notes were sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. The Senior Notes are governed by, and were issued pursuant to, an indenture dated as of March 11, 2015 by and among the Company, its guarantor subsidiary and Wells Fargo Bank, National Association, as trustee (the “Indenture”). The Indenture provides, among other things, that the Senior Notes bear interest at a rate of 5.75% per annum from the date of issuance until maturity, payable semi-annually in cash in arrears, beginning on September 15, 2015. The Senior Notes are guaranteed on a senior unsecured basis by the Company’s guarantor subsidiary. In addition, any of the Company’s other existing or future domestic restricted subsidiaries that incur or guarantee any other indebtedness (with limited exceptions) must also guarantee the Senior Notes. The Senior Notes and related guarantees are unsecured senior obligations of the Company and its guarantor subsidiary and rank equally with all of the Company’s and its guarantor subsidiary’s other unsubordinated indebtedness. The Senior Notes and the Indenture also contain customary covenants and events of default, including failure to pay principal or interest on the Senior Notes when due, among others. U.S. Credit Facility On February 11, 2015, the Company and its subsidiaries, To-Ricos, Ltd. and To-Ricos Distribution, Ltd., entered into a Second Amended and Restated Credit Agreement (the “U.S. Credit Facility”) with Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., Rabobank Nederland, New York Branch (“Rabobank”), as administrative agent, and the other lenders party thereto. The U.S. Credit Facility provides for a revolving loan commitment of up to $700.0 million and a term loan commitment of up to $1.0 billion (the “Term Loans”). The U.S. Credit Facility also includes an accordion feature that allows the Company, at any time, to increase the aggregate revolving loan and term loan commitments by up to an additional $1.0 billion , subject to the satisfaction of certain conditions, including obtaining the lenders’ agreement to participate in the increase. The revolving loan commitment under the U.S. Credit Facility matures on February 10, 2020. All principal on the Term Loans is due at maturity on February 10, 2020. No installments of principal are required to be made prior to the maturity date of the Term Loans. Covenants in the U.S. Credit Facility also require the Company to use the proceeds it receives from certain asset sales and specified debt or equity issuances and upon the occurrence of other events to repay outstanding borrowings under the U.S. Credit Facility. The Company had Term Loans outstanding totaling $500.0 million as of September 25, 2016 . The U.S. Credit Facility includes a $75.0 million sub-limit for swingline loans and a $125.0 million sub-limit for letters of credit. Outstanding borrowings under the revolving loan commitment and the Term Loans bear interest at a per annum rate equal to (i) in the case of LIBOR loans, LIBOR plus 1.50% through September 25, 2016 and, based on the Company’s net senior secured leverage ratio, between LIBOR plus 1.25% and LIBOR plus 2.75% and (ii) in the case of alternate base rate loans, the base rate plus 0.50% through September 25, 2016 and, based on the Company’s net senior secured leverage ratio, between the base rate plus 0.25% and base rate plus 1.75% thereafter. Actual borrowings by the Company under the revolving loan commitment of the U.S. Credit Facility are subject to a borrowing base, which is a formula based on certain eligible inventory, eligible receivables and restricted cash under the control of Rabobank, in its capacity as administrative agent. The borrowing base formula will be reduced by the sum of (i) inventory reserves, (ii) rent and collateral access reserves, and (iii) any amount more than 15 days past due that is owed by the Company or its subsidiaries to any person on account of the purchase price of agricultural products or services (including poultry and livestock) if that person is entitled to any grower’s or producer’s lien or other security arrangement. As of September 25, 2016 , the borrowing base was $700.0 million and the amount available for borrowing under the revolving loan commitment was $657.3 million . The Company had letters of credit of $42.7 million and no outstanding borrowings under the revolving loan commitment as of September 25, 2016 . The U.S. Credit Facility contains financial covenants and various other covenants that may adversely affect the Company’s ability to, among other things, incur additional indebtedness, incur liens, pay dividends or make certain restricted payments, consummate certain assets sales, enter into certain transactions with JBS and the Company’s other affiliates, merge, consolidate and/or sell or dispose of all or substantially all of our assets. The U.S. Credit Facility requires the Company to comply with a minimum level of tangible net worth covenant. The U.S. Credit Facility also provides that we may not incur capital expenditures in excess of $500.0 million in any fiscal year. The Company is currently in compliance with the covenants under the U.S. Credit Facility. All obligations under the U.S. Credit Facility continue to be unconditionally guaranteed by certain of the Company’s subsidiaries and continue to be secured by a first priority lien on (i) the accounts receivable and inventory of our company and its non-Mexico subsidiaries, (ii) 100% of the equity interests in our domestic subsidiaries, To-Ricos, Ltd. and To-Ricos Distribution, Ltd., and 65% of the equity interests in our direct foreign subsidiaries and (iii) substantially all of the assets of the Company and the guarantors under the U.S. Credit Facility. Mexico Credit Facility On July 23, 2014, certain of our Mexican subsidiaries entered into an unsecured credit agreement (the “Mexico Credit Facility”) with BBVA Bancomer, S.A. Institución de Banca Múltiple, Grupo Financiero BBVA Bancomer, as lender. The loan commitment under the Mexico Credit Facility was $ 1.5 billion Mexican pesos. Outstanding borrowings under the Mexico Credit Facility accrued interest at a rate equal to the Interbank Equilibrium Interest Rate plus 0.90% . The Mexico Credit Facility was scheduled to mature on July 23, 2017. As of September 25, 2016 , the U.S. dollar-equivalent loan commitment under the Mexico Credit Facility was $75.8 million , and there were $17.2 million outstanding borrowings under the Mexico Credit Facility that bear interest at a per annum rate of 5.50% . As of September 25, 2016 , the U.S. dollar-equivalent borrowing availability was $58.6 million . On September 27, 2016, the Mexico Credit Facility was replaced by a new unsecured credit agreement with BBVA Bancomer, S.A. Institución de Banca Múltiple, Grupo Financiero BBVA Bancomer, as lender. The loan commitment under the new credit agreement is $1.5 billion Mexican pesos. Outstanding borrowings under the Mexico Credit Facility will accrue interest at a rate equal to the Interbank Equilibrium Interest Rate plus 0.95% . The credit agreement will mature on September 27, 2019. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 25, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company recorded income tax expense of $192.1 million , a 34.2% effective tax rate, for the thirty-nine weeks ended September 25, 2016 compared to income tax expense of $313.8 million , a 35.0% effective tax rate, for the thirty-nine weeks ended September 27, 2015 . The decrease in income tax expense in 2016 resulted primarily from a decrease in pre-tax income. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities (including the impact of available carry back and carry forward periods), projected future taxable income and tax-planning strategies in making this assessment. As of September 25, 2016 , the Company did not believe it had sufficient positive evidence to conclude that realization of its federal capital loss carry forwards and a portion of its foreign net deferred tax assets are more likely than not to be realized. For the thirty-nine weeks ended September 25, 2016 and September 27, 2015 , there is tax effect of $4.2 million and $2.1 million , respectively, reflected in other comprehensive income. For the thirty-nine weeks ended September 25, 2016 , there is no tax effect reflected in additional paid-in-capital due to excess tax benefits related to compensation. For the thirty-nine weeks ended September 27, 2015 , there is a tax effect of $7.8 million reflected in additional paid-in-capital due to excess tax benefits related to compensation on dividend equivalent rights and vested stock awards. With few exceptions, the Company is no longer subject to U.S. federal, state or local income tax examinations by taxing authorities for years prior to 2010 and is no longer subject to Mexico income tax examinations by taxing authorities for years prior to 2010. The United States Fifth Circuit Court of Appeals (the “Fifth Circuit”) rendered judgment in favor of the Company regarding the IRS’ amended proof of claim relating to the tax year ended June 26, 2004 for Gold Kist Inc. (“Gold Kist”). See “Note 16. Commitments and Contingencies” for additional information. |
PENSION AND OTHER POSTRETIREMEN
PENSION AND OTHER POSTRETIREMENT BENEFITS | 9 Months Ended |
Sep. 25, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
PENSION AND OTHER POSTRETIREMENT BENEFITS | PENSION AND OTHER POSTRETIREMENT BENEFITS The Company sponsors programs that provide retirement benefits to most of its employees. These programs include qualified defined benefit pension plans, nonqualified defined benefit retirement plans, a defined benefit postretirement life insurance plan and defined contribution retirement savings plans. Expenses recognized under all of these retirement plans totaled $1.6 million , $4.6 million , $2.3 million and $8.4 million in the thirteen and thirty-nine weeks ended September 25, 2016 and September 27, 2015 , respectively. Defined Benefit Plans Obligations and Assets The change in benefit obligation, change in fair value of plan assets, funded status and amounts recognized in the Condensed Consolidated Balance Sheets for these defined benefit plans were as follows: Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in projected benefit obligation: (In thousands) Projected benefit obligation, beginning of period $ 165,952 $ 1,672 $ 190,401 $ 1,657 Interest cost 4,189 38 5,815 50 Actuarial losses (gains) 12,233 95 981 (11 ) Benefits paid (7,274 ) (105 ) (4,622 ) (96 ) Curtailments and settlements — — (14,265 ) — Projected benefit obligation, end of period $ 175,100 $ 1,700 $ 178,310 $ 1,600 Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in plan assets: (In thousands) Fair value of plan assets, beginning of period $ 96,947 $ — $ 113,552 $ — Actual return on plan assets 4,769 — (3,822 ) — Contributions by employer 8,983 105 7,603 96 Benefits paid (7,274 ) (105 ) (4,622 ) (96 ) Curtailments and settlements — — (14,265 ) — Fair value of plan assets, end of period $ 103,425 $ — $ 98,446 $ — September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Funded status: (In thousands) Unfunded benefit obligation, end of period $ (71,675 ) $ (1,700 ) $ (69,005 ) $ (1,672 ) September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: (In thousands) Current liability $ (10,763 ) $ (139 ) $ (10,779 ) $ (138 ) Long-term liability (60,912 ) (1,561 ) (58,226 ) (1,534 ) Recognized liability $ (71,675 ) $ (1,700 ) $ (69,005 ) $ (1,672 ) September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in accumulated other comprehensive loss at end of period: (In thousands) Net actuarial loss (gain) $ 49,026 $ 16 $ 38,115 $ (79 ) The accumulated benefit obligation for our defined benefit pension plans was $175.1 million and $166.0 million at September 25, 2016 and December 27, 2015 , respectively. Each of our defined benefit pension plans had accumulated benefit obligations that exceeded the fair value of plan assets at September 25, 2016 and December 27, 2015 , respectively. As of September 25, 2016 , the weighted average duration of our defined benefit obligation is 33.51 years. Net Periodic Benefit Costs Net defined benefit pension and other postretirement costs included the following components: Thirteen Weeks Ended September 25, 2016 Thirteen Weeks Ended September 27, 2015 Thirty-Nine Weeks Ended September 25, 2016 Thirty-Nine Weeks Ended September 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Interest cost $ 1,396 $ 12 $ 1,938 $ 16 $ 4,189 $ 38 $ 5,815 $ 50 Estimated return on plan assets (1,314 ) — (1,671 ) — (3,942 ) — (5,013 ) — Settlement loss — — 357 — — — 3,629 — Amortization of net loss 165 — 179 — 494 — 536 — Net costs $ 247 $ 12 $ 803 $ 16 $ 741 $ 38 $ 4,967 $ 50 Economic Assumptions The weighted average assumptions used in determining pension and other postretirement plan information were as follows: September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure benefit obligation at end of period: Discount rate 3.91 % 3.42 % 4.47 % 4.47 % Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure net pension and other postretirement cost: Discount rate 4.47 % 4.47 % 4.22 % 4.22 % Expected return on plan assets 5.50 % NA 6.00 % NA The discount rate represents the interest rate used to determine the present value of future cash flows currently expected to be required to settle the Company's pension and other benefit obligations. The weighted average discount rate for each plan was established by comparing the projection of expected benefit payments to the AA Above Median yield curve. The expected benefit payments were discounted by each corresponding discount rate on the yield curve. For payments beyond 30 years, the Company extended the curve assuming the discount rate derived in year 30 is extended to the end of the plan's payment expectations. Once the present value of the string of benefit payments was established, the Company determined the single rate on the yield curve, that when applied to all obligations of the plan, would exactly match the previously determined present value. As part of the evaluation of pension and other postretirement assumptions, the Company applied assumptions for mortality that incorporate generational white and blue collar mortality trends. In determining its benefit obligations, the Company used generational tables that take into consideration increases in plan participant longevity. As of September 25, 2016 and December 27, 2015 , all pension and other postretirement benefit plans used variations of the RP2014 mortality table and the MP2015 mortality improvement scale. The sensitivity of the projected benefit obligation for pension benefits to changes in the discount rate is set out below. The impact of a change in the discount rate of 0.25% on the projected benefit obligation for other benefits is less than $1,000 . This sensitivity analysis is based on changing one assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to variations in significant actuarial assumptions, the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as for calculating the liability recognized in the Condensed Consolidated Balance Sheet. Increase in Discount Rate of 0.25% Decrease in Discount Rate of 0.25% (In thousands) Impact on projected benefit obligation for pension benefits $ (4,838 ) $ 5,144 The expected rate of return on plan assets was primarily based on the determination of an expected return and behaviors for each plan's current asset portfolio that the Company believes are likely to prevail over long periods. This determination was made using assumptions for return and volatility of the portfolio. Asset class assumptions were set using a combination of empirical and forward-looking analysis. To the extent historical results were affected by unsustainable trends or events, the effects of those trends or events were quantified and removed. The Company also considered anticipated asset allocations, investment strategies and the views of various investment professionals when developing this rate. Plan Assets The following table reflects the pension plans’ actual asset allocations: September 25, 2016 December 27, 2015 Cash and cash equivalents — % — % Pooled separate accounts (a) : Equity securities 7 % 7 % Fixed income securities 6 % 7 % Common collective trust funds (a) : Equity securities 58 % 57 % Fixed income securities 29 % 29 % Total assets 100 % 100 % (a) Pooled separate accounts (“PSAs”) and common collective trust funds (“CCTs”) are two of the most common types of alternative vehicles in which benefit plans invest. These investments are pooled funds that look like mutual funds, but they are not registered with the SEC. Often times, they will be invested in mutual funds or other marketable securities, but the unit price generally will be different from the value of the underlying securities because the fund may also hold cash for liquidity purposes, and the fees imposed by the fund are deducted from the fund value rather than charged separately to investors. Some PSAs and CCTs have no restrictions as to their investment strategy and can invest in riskier investments, such as derivatives, hedge funds, private equity funds, or similar investments. Absent regulatory or statutory limitations, the target asset allocation for the investment of pension assets in the pooled separate accounts is 50% in each of fixed income securities and equity securities and the target asset allocation for the investment of pension assets in the common collective trust funds is 30% in fixed income securities and 70% in equity securities. The plans only invest in fixed income and equity instruments for which there is a readily available public market. We develop our expected long-term rate of return assumptions based on the historical rates of returns for equity and fixed income securities of the type in which our plans invest. The fair value measurements of plan assets fell into the following levels of the fair value hierarchy as of September 25, 2016 and December 27, 2015 : September 25, 2016 December 27, 2015 Level 1 (a) Level 2 (b) Level 3 (c) Total Level 1 (a) Level 2 (b) Level 3 (c) Total (In thousands) Cash and cash equivalents $ 316 $ — $ — $ 316 $ 147 $ — $ — $ 147 Pooled separate accounts: Large U.S. equity funds (d) — 4,644 — 4,644 — 3,816 — 3,816 Small/Mid U.S. equity funds (e) — 584 — 584 — 969 — 969 International equity funds (f) — 1,719 — 1,719 — 1,606 — 1,606 Fixed income funds (g) — 6,139 — 6,139 — 6,337 — 6,337 Common collective trusts funds: Large U.S. equity funds (d) — 24,393 — 24,393 — 22,069 — 22,069 Small U.S. equity funds (e) — 17,310 — 17,310 — 16,843 — 16,843 International equity funds (f) — 17,938 — 17,938 — 16,629 — 16,629 Fixed income funds (g) — 30,382 — 30,382 — 28,531 — 28,531 Total assets $ 316 $ 103,109 $ — $ 103,425 $ 147 $ 96,800 $ — $ 96,947 (a) Unadjusted quoted prices in active markets for identical assets are used to determine fair value. (b) Quoted prices in active markets for similar assets and inputs that are observable for the asset are used to determine fair value. (c) Unobservable inputs, such as discounted cash flow models or valuations, are used to determine fair value. (d) This category is comprised of investment options that invest in stocks, or shares of ownership, in large, well-established U.S. companies. These investment options typically carry more risk than fixed income options but have the potential for higher returns over longer time periods. (e) This category is generally comprised of investment options that invest in stocks, or shares of ownership, in small to medium-sized U.S. companies. These investment options typically carry more risk than larger U.S. equity investment options but have the potential for higher returns. (f) This category is comprised of investment options that invest in stocks, or shares of ownership, in companies with their principal place of business or office outside of the U.S. (g) This category is comprised of investment options that invest in bonds, or debt of a company or government entity (including U.S. and non-U.S. entities). It may also include real estate investment options that directly own property. These investment options typically carry more risk than short-term fixed income investment options (including, for real estate investment options, liquidity risk), but less overall risk than equities. The valuation of plan assets in Level 2 is determined using a market approach based upon quoted prices for similar assets and liabilities in active markets, or other inputs that are observable for substantially the full term of the financial instrument. Level 2 securities primarily include equity and fixed income securities funds. Benefit Payments The following table reflects the benefits as of September 25, 2016 expected to be paid through 2025 from our pension and other postretirement plans. Because our pension plans are primarily funded plans, the anticipated benefits with respect to these plans will come primarily from the trusts established for these plans. Because our other postretirement plans are unfunded, the anticipated benefits with respect to these plans will come from our own assets. Pension Benefits Other Benefits (In thousands) 2016 (remaining) $ 3,551 $ 35 2017 11,660 139 2018 11,406 140 2019 11,063 139 2020 11,075 138 2021-2025 49,795 643 Total $ 98,550 $ 1,234 We anticipate contributing $3.0 million and less than $0.1 million , as required by funding regulations or laws, to our pension plans and other postretirement plans, respectively, during the remainder of 2016 . Unrecognized Benefit Amounts in Accumulated Other Comprehensive Loss The amounts in accumulated other comprehensive loss that were not recognized as components of net periodic benefits cost and the changes in those amounts are as follows: Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Net actuarial loss (gain), beginning of period $ 38,115 $ (79 ) $ 43,907 $ (127 ) Amortization (494 ) — (536 ) — Curtailment and settlement adjustments — — (3,629 ) — Actuarial loss (gain) 12,233 95 981 (11 ) Asset loss (gain) (828 ) — 8,835 — Net actuarial loss (gain), end of period $ 49,026 $ 16 $ 49,558 $ (138 ) The Company expects to recognize in net pension cost throughout the remainder of 2016 an actuarial loss of $0.2 million that was recorded in accumulated other comprehensive loss at September 25, 2016 . Risk Management Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below: Asset volatility. The plan liabilities are calculated using a discount rate set with reference to corporate bond yields; if plan assets under perform this yield, this will create a deficit. The pension plans hold a significant proportion of equities, which are expected to outperform corporate bonds in the long-term while contributing volatility and risk in the short-term. The Company monitors the level of investment risk but has no current plan to significantly modify the mixture of investments. The investment position is discussed more below. Changes in bond yields. A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset by an increase in the value of the plans’ bond holdings. The investment position is managed and monitored by a committee of individuals from various departments. This group actively monitors how the duration and the expected yield of the investments are matching the expected cash outflows arising from the pension obligations. The group has not changed the processes used to manage its risks from previous periods. The group does not use derivatives to manage its risk. Investments are well diversified, such that the failure of any single investment would not have a material impact on the overall level of assets. The majority of equities are in U.S. large and small cap companies with some global diversification into international entities. The plans are not exposed to significant foreign currency risk. Remeasurement The Company remeasures both plan assets and obligations on a quarterly basis. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 25, 2016 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Accumulated Other Comprehensive Loss The following tables provide information regarding the changes in accumulated other comprehensive loss: Thirty-Nine Weeks Ended September 25, 2016 (a) Thirty-Nine Weeks Ended September 27, 2015 (a) Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ (58,997 ) $ 67 $ (58,930 ) $ (62,572 ) $ 31 $ (62,541 ) Other comprehensive income (loss) before reclassifications (7,158 ) 265 (6,893 ) (3,845 ) 133 (3,712 ) Amounts reclassified from accumulated other comprehensive loss to net income 307 (332 ) (25 ) 334 (83 ) 251 Net current period other comprehensive income (loss) (6,851 ) (67 ) (6,918 ) (3,511 ) 50 (3,461 ) Balance, end of period $ (65,848 ) $ — $ (65,848 ) $ (66,083 ) $ 81 $ (66,002 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits to accumulated other comprehensive loss. Amount Reclassified from Accumulated Other Comprehensive Loss (a) Details about Accumulated Other Comprehensive Loss Components Thirty-Nine Weeks Ended September 25, 2016 Thirty-Nine Weeks Ended September 27, 2015 Affected Line Item in the Condensed Consolidated Statements of Operations (In thousands) Realized gain on sale of securities $ 534 $ 133 Interest income Amortization of defined benefit pension and other postretirement plan actuarial losses: Union employees pension plan (b)(d) (15 ) (19 ) Cost of sales Legacy Gold Kist plans (c)(d) (149 ) (161 ) Cost of sales Legacy Gold Kist plans (c)(d) (330 ) (356 ) Selling, general and administrative expense Total before tax 40 (403 ) Tax benefit (expense) (15 ) 152 Total reclassification for the period $ 25 $ (251 ) (a) Amounts in parentheses represent debits to results of operations. (b) The Company sponsors the Pilgrim’s Pride Retirement Plan for Union Employees, a qualified defined benefit pension plan covering certain locations or work groups with collective bargaining agreements. (c) The Company sponsors the Pilgrim’s Pride Plan for Legacy Gold Kist Employees, a qualified defined benefit pension plan covering certain eligible U.S. employees who were employed at locations that the Company purchased through its acquisition of Gold Kist in 2007, the Former Gold Kist Inc. Supplemental Executive Retirement Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist executives, the Former Gold Kist Inc. Directors’ Emeriti Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist directors, and the Gold Kist Inc. Retiree Life Insurance Plan, a defined benefit postretirement life insurance plan covering certain retired Gold Kist employees. (d) These accumulated other comprehensive income components are included in the computation of net periodic pension cost. See “Note 12. Pension and Other Postretirement Benefits” to the Condensed Consolidated Financial Statements. Share Repurchase Program and Treasury Stock On July 28, 2015, the Company’s Board of Directors approved a $150.0 million share repurchase authorization. The Company plans to repurchase shares through various means, which may include but are not limited to open market purchases, privately negotiated transactions, the use of derivative instruments and/or accelerated share repurchase programs. The share repurchase program was originally scheduled to expire on July 27, 2016. On February 10, 2016, the Company’s Board of Directors approved an increase of the share repurchase authorization to $300.0 million and an extension of the expiration to February 9, 2017. The extent to which the Company repurchases its shares and the timing of such repurchases will vary and depend upon market conditions and other corporate considerations, as determined by the Company’s management team. The Company reserves the right to limit or terminate the repurchase program at any time without notice. As of September 25, 2016 , the Company had repurchased approximately 5.8 million shares under this program with a market value at the time of purchase of approximately $119.6 million . The Company accounted for the shares repurchased using the cost method. Special Cash Dividends On May 18, 2016, the Company paid a special cash dividend from retained earnings of approximately $700.0 million , or $2.75 per share, to stockholders of record on May 10, 2016. The Company used proceeds from the U.S. Credit Facility, along with cash on hand, to fund the special cash dividend. On February 17, 2015 , the Company paid a special cash dividend from retained earnings of approximately $1.5 billion , or $5.77 per share, to stockholders of record as of January 30, 2015 . The Company used proceeds from the U.S. Credit Facility, along with cash on hand, to fund the special cash dividend. Capital Contributions to a Subsidiary In July 2016, the stockholders of Gallina Pesada, S.A.P.I. de C.V. (“GAPESA”), a subsidiary that is controlled, but not wholly-owned, by the Company, contributed additional capital to fund a capacity expansion project in southern Mexico. The Company contributed $2.7 million of additional capital. This contribution was eliminated upon consolidation. The noncontrolling stockholders contributed $7.3 million of additional capital. The respective contributions did not impact either the Company or noncontrolling stockholders' ownership percentages in GAPESA. Restrictions on Dividends Both the U.S. Credit Facility and the Indenture governing the Senior Notes restrict, but do not prohibit, the Company from declaring dividends. |
INCENTIVE COMPENSATION
INCENTIVE COMPENSATION | 9 Months Ended |
Sep. 25, 2016 | |
INCENTIVE COMPENSATION [Abstract] | |
INCENTIVE COMPENSATION | INCENTIVE COMPENSATION The Company sponsors a short-term incentive plan that provides the grant of either cash or share-based bonus awards payable upon achievement of specified performance goals (the “STIP”). Full-time, salaried exempt employees of the Company and its affiliates who are selected by the administering committee are eligible to participate in the STIP. The Company has accrued $12.7 million in costs related to the STIP at September 25, 2016 related to cash bonus awards that could potentially be awarded during the remainder of 2016 and 2017 . The Company also sponsors a performance-based, omnibus long-term incentive plan that provides for the grant of a broad range of long-term equity-based and cash-based awards to the Company’s officers and other employees, members of the Board of Directors and any consultants (the “LTIP”). The equity-based awards that may be granted under the LTIP include “incentive stock options,” within the meaning of the Internal Revenue Code, nonqualified stock options, stock appreciation rights, restricted stock awards (“RSAs”) and restricted stock units (“RSUs”). At September 25, 2016 , we have reserved approximately 5.1 million shares of common stock for future issuance under the LTIP. The following awards were outstanding during the thirty-nine weeks ended September 25, 2016 : Award Type Benefit Plan Awards Granted Grant Date Grant Date Fair Value per Award (a) Vesting Condition Vesting Date Estimated Forfeiture Rate Awards Forfeited to Date Settlement Method RSU LTIP 449,217 02/19/2014 $ 16.70 Service 12/31/2016 13.49 % 86,458 Stock RSU LTIP 223,701 03/03/2014 17.18 Performance / Service 12/31/2017 12.34 % 55,516 Stock DER (b) LTIP 45,961 02/11/2015 25.87 Performance / Service 12/31/2017 12.34 % — Stock RSU LTIP 158,226 02/26/2015 27.51 Performance / Service 12/31/2018 (c) 158,226 Stock RSU LTIP 251,136 03/30/2016 25.36 Performance / Service 12/31/2019 (d) — Stock (a) The fair value of each RSA and RSU granted or vested represents the closing price of the Company's common stock on the respective grant date or vesting date. (b) On February 17, 2015, the Company paid a special cash dividend to stockholders of record as of January 30, 2015 totaling $5.77 per share. On January 27, 2015, the Compensation Committee of the Company's Board of Directors agreed to grant Dividend Equivalent Rights (“DERs”) in the form of RSUs to reflect an additional $5.77 in value for each outstanding RSU. (c) Performance conditions associated with these awards were not satisfied. Therefore, 100% of the awards were forfeited. (d) The estimated forfeiture rate for these awards will be set if or when performance conditions associated with the awards are satisfied. Compensation costs and the income tax benefit recognized for our share-based compensation arrangements are included below: Thirteen Weeks Ended Thirty-Nine Weeks Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (In thousands) Share-based compensation cost: Cost of sales $ 449 $ 166 $ 710 $ 431 Selling, general and administrative expense 3,086 698 4,694 1,701 Total $ 3,535 $ 864 $ 5,404 $ 2,132 Income tax benefit $ 1,083 $ 261 $ 1,633 $ 620 The Company’s RSA and RSU activity is included below: Thirty-Nine Weeks Ended September 25, 2016 Thirty-Nine Weeks Ended September 27, 2015 Number Weighted Average Grant Date Fair Value Number Weighted Average Grant Date Fair Value (In thousands, except weighted average fair values) RSAs: Outstanding at beginning of period — $ — 30 $ 8.72 Vested — — (15 ) 8.72 Forfeited — — (15 ) 8.72 Outstanding at end of period — $ — — $ — RSUs: Outstanding at beginning of period 774 $ 19.30 1,120 $ 11.97 Granted 251 25.36 428 21.00 Vested — — (671 ) 8.81 Forfeited (193 ) 24.51 (85 ) 18.51 Outstanding at end of period 832 $ 19.92 792 $ 18.83 The total fair value of awards vested during the thirty-nine weeks ended September 27, 2015 was $22.4 million . No awards vested during the thirty-nine weeks ended September 25, 2016 . At September 25, 2016 , the total unrecognized compensation cost related to all nonvested awards was $8.5 million . That cost is expected to be recognized over a weighted average period of 2.72 years. Historically, we have issued new shares to satisfy award conversions. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 25, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Pilgrim’s has been and, in some cases, continues to be a party to certain transactions with affiliated companies. Thirteen Weeks Ended Thirty-Nine Weeks Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (In thousands) JBS USA Food Company Holdings : Letter of credit fees (a) $ — $ 317 $ 202 $ 950 JBS USA Food Company: Purchases from JBS USA Food Company (b) 28,799 28,765 75,687 83,059 Expenditures paid by JBS USA Food Company on behalf of Pilgrim’s Pride Corporation (c) 17,242 11,514 33,568 28,483 Sales to JBS USA Food Company (b) 4,819 5,197 12,235 17,442 Expenditures paid by Pilgrim’s Pride Corporation on behalf of JBS USA Food Company (c) 1,142 519 9,830 2,548 JBS Chile Ltda.: Sales to JBS Chile Ltda. 126 35 438 269 JBS Global (UK) Ltd.: Sales to JBS Global (UK) Ltd. — 18 122 49 (a) JBS USA Food Company Holdings (“JBS USA Holdings”) arranged for letters of credit to be issued on its account in the aggregate amount of $56.5 million to an insurance company on behalf of the Company in order to allow that insurance company to return cash it held as collateral against potential workers’ compensation, auto liability and general liability claims. In return for providing this letter of credit, the Company has agreed to reimburse JBS USA Holdings for the letter of credit fees the Company would otherwise incur under its U.S. Credit Facility. The letter of credit arrangements for $40.0 million and $16.5 million were terminated on March 7, 2016 and April 1, 2016, respectively. For the thirty-nine weeks ended September 25, 2016, the Company paid JBS USA Holdings $ 0.2 million for letter of credit fees. (b) We routinely execute transactions to both purchase products from JBS USA Food Company (“JBS USA”) and sell products to them. As of September 25, 2016 and December 27, 2015, the outstanding payable to JBS USA was $9.7 million and $7.0 million , respectively. As of September 25, 2016 and December 27, 2015, the outstanding receivable from JBS USA was $3.4 million and $2.6 million , respectively. As of September 25, 2016 , approximately $ 1.3 million of goods from JBS USA were in transit and not reflected on our Condensed Consolidated Balance Sheet. (c) The Company has an agreement with JBS USA to allocate costs associated with JBS USA’s procurement of SAP licenses and maintenance services for its combined companies. Under this agreement, the fees associated with procuring SAP licenses and maintenance services are allocated between the Company and JBS USA in proportion to the percentage of licenses used by each company. The agreement expires on the date of expiration, or earlier termination, of the underlying SAP license agreement. The Company also has an agreement with JBS USA to allocate the costs of supporting the business operations by one consolidated corporate team, which have historically been supported by their respective corporate teams. Expenditures paid by JBS USA on behalf of the Company will be reimbursed by the Company and expenditures paid by the Company on behalf of JBS USA will be reimbursed by JBS USA. This agreement expires on December 31, 2016. The Company entered into a tax sharing agreement during 2014 with JBS USA Holdings effective for tax years starting in 2010. The net tax receivable of $3.7 million for tax year 2015 was accrued in 2015 and paid in January 2016. The net tax receivable of $3.8 million for tax years 2010 through 2014 was accrued in 2014 and paid in January 2015. On June 25, 2015, the Company signed an intercompany revolving note to its indirect wholly-owned subsidiary, Pilgrim’s Pride S. de R.L. de C.V., in a principal amount of $100.0 million . The note bears interest based on three-month LIBOR plus a margin of 2.5% and had a maturity date of June 24, 2020. The agreement was terminated in May 2016. The proceeds of the note were used to fund a portion of the purchase price of the acquisition of Tyson Mexico (as defined in “Note 2. Business Acquisition”). Interest is payable quarterly and principal is due upon maturity. The outstanding note balance eliminates upon consolidation. As of September 25, 2016 , there was no outstanding borrowings. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 25, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES We are a party to many routine contracts in which we provide general indemnities in the normal course of business to third parties for various risks. Among other considerations, we have not recorded a liability for any of these indemnities as based upon the likelihood of payment, the fair value of such indemnities would not have a material impact on our financial condition, results of operations and cash flows. The Company is subject to various legal proceedings and claims which arise in the ordinary course of business. In the Company’s opinion, it has made appropriate and adequate accruals for claims where necessary; however, the ultimate liability for these matters is uncertain, and if significantly different than the amounts accrued, the ultimate outcome could have a material effect on the financial condition or results of operations of the Company. For a discussion of the material legal proceedings and claims, see Part II, Item 1. “Legal Proceedings.” Below is a summary of some of these material proceedings and claims. The Company believes it has substantial defenses to the claims made and intends to vigorously defend these cases. Tax Claims and Proceedings In 2009, the IRS asserted claims against the Company totaling $74.7 million . We entered into two Stipulations of Settled Issues agreements with the IRS on December 12, 2012 that accounted for approximately $29.3 million of the claims and should result in no additional tax due. In connection with the remaining $45.4 million claimed by the IRS, we filed a petition in the U.S. Tax Court (“Tax Court”) on May 26, 2010 in response to a Notice of Deficiency that was issued to the Company as the successor in interest to Gold Kist. The Notice of Deficiency and the Tax Court proceeding related to an ordinary loss that Gold Kist claimed for its tax year ended June 26, 2004. On December 11, 2013, the Tax Court issued its opinion in the Tax Court case holding the loss that Gold Kist claimed for its tax year ended June 26, 2004 was capital in nature. On April 14, 2014, the Company appealed the Tax Court’s findings of fact and conclusions of law to the Fifth Circuit. On February 25, 2015, the Fifth Circuit issued its opinion, which reversed the Tax Court’s judgment and rendered judgment in favor of the Company. The IRS did not appeal the Fifth Circuit’s decision, which has become final. On September 14, 2016, the Tax Court issued an order and decision that vacated its prior decision and held that the Company is not liable for any additional tax in connection with this matter. ERISA Claims and Proceedings Claims have been brought against certain current and former directors, executive officers and employees of the Company, the Pilgrim’s Pride Administrative Committee and the Pilgrim’s Pride Pension Committee seeking unspecified damages under section 502 of the Employee Retirement Income Security Act of 1974 (“ERISA”), 29 U.S.C. §1132. These claims were brought by individual participants in the Pilgrim’s Pride Retirement Savings Plan, individually and on behalf of a putative class, alleging that the defendants breached fiduciary duties to plan participants and beneficiaries or otherwise violated ERISA. Although the Company is not a named defendant in these claims, our bylaws require us to indemnify our current and former directors and officers from any liabilities and expenses incurred by them in connection with actions they took in good faith while serving as an officer or director. After that motion was fully briefed and argued, on September 9, 2013, the defendants filed a motion for judgment on the pleadings on grounds that the complaint failed to satisfy the pleading standards for ERISA employer stock cases. Supplemental briefing on the defendants’ motion ensued between December 2015 and January 2016, with oral argument in January 2016. On August 19, 2016, the Magistrate Judge issued a report and recommendation to grant the defendants’ motion for judgment on the pleadings. The plaintiffs filed objections with the District Court on September 2, 2016, and on October 4, 2016, the District Court adopted the report and recommendations and granted the defendants’ motion dismissing the complaint with prejudice. Other Claims and Proceedings Between September 2, 2016 and October 13, 2016, ten purported class action lawsuits have been brought against Pilgrim’s Pride Corporation and 13 other producers by and on behalf of direct and indirect purchasers of broiler chickens. The complaints, which were filed with the U.S. District Court for the Northern District of Illinois, seek, among other relief, treble damages for an alleged conspiracy among defendants to reduce output and increase prices of broiler chickens from the period of January 2008 to the present. At a status hearing on October 5, 2016, the Court held that plaintiffs’ actions were related and that defendants’ responses to the complaints would be deferred until consolidated pleadings were filed on behalf of each class of plaintiffs. We believe we have strong defenses in response to plaintiffs’ allegations and intend to contest the action vigorously. We cannot predict the outcome of these actions nor when they will be resolved. If the plaintiffs were to prevail in any of these litigations, we could be liable for damages, which could be material and could adversely affect our financial condition or results of operations. |
DESCRIPTION OF BUSINESS AND B24
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 25, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidated Financial Statements | Consolidated Financial Statements The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal and recurring adjustments unless otherwise disclosed) considered necessary for a fair presentation have been included. Operating results for the thirty-nine weeks ended September 25, 2016 are not necessarily indicative of the results that may be expected for the year ending December 25, 2016 . For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 27, 2015 . Pilgrim’s operates on a 52/53-week fiscal year that ends on the Sunday falling on or before December 31. The reader should assume any reference we make to a particular year (for example, 2016 ) in the notes to these Condensed Consolidated Financial Statements applies to our fiscal year and not the calendar year. The Condensed Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries. We eliminate all significant affiliate accounts and transactions upon consolidation. |
Foreign Currency Transactions and Translations | The Company measures the financial statements of its Mexico subsidiaries as if the U.S. dollar were the functional currency. Accordingly, we remeasure assets and liabilities, other than non-monetary assets, of the Mexico subsidiaries at current exchange rates. We remeasure non-monetary assets using the historical exchange rate in effect on the date of each asset’s acquisition. We remeasure income and expenses at average exchange rates in effect during the period. Currency exchange gains or losses are included in the line item Foreign currency transaction loss in the Condensed Consolidated Statements of Income. |
Reportable Segment | Reportable Segment We operate in one reportable business segment, as a producer and seller of chicken products we either produce or purchase for resale. |
Revenue Recognition | Revenue Recognition We recognize revenue when all of the following circumstances are satisfied: (i) persuasive evidence of an arrangement exists, (ii) price is fixed or determinable, (iii) collectability is reasonably assured and (iv) delivery has occurred. Delivery occurs in the period in which the customer takes title and assumes the risks and rewards of ownership of the products specified in the customer’s purchase order or sales agreement. Revenue is recorded net of estimated incentive offerings including special pricing agreements, promotions and other volume-based incentives. Revisions to these estimates are charged back to net sales in the period in which the facts that give rise to the revision become known. |
Book Overdraft | Book Overdraft The majority of the Company’s disbursement bank accounts are zero balance accounts where cash needs are funded as checks are presented for payment by the holder. Checks issued pending clearance that result in overdraft balances for accounting purposes are classified as accounts payable and the change in the related balance is reflected in operating activities on the Condensed Consolidated Statements of Cash Flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance on revenue recognition, which provides for a single five-step model to be applied to all revenue contracts with customers. The new standard also requires additional financial statement disclosures that will enable users to understand the nature, amount, timing and uncertainty of revenue and cash flows relating to customer contracts. Companies have an option to use either a retrospective approach or cumulative effect adjustment approach to implement the standard. In June 2015, the FASB agreed to defer by one year the mandatory effective date of this standard, but will also provide entities the option to adopt the new guidance as of the original effective date. The provisions of the new guidance will be effective as of the beginning of our 2018 fiscal year, but we have the option to adopt the guidance as early as the beginning of our 2017 fiscal year. We are currently identifying and cataloging the various types of revenue transactions to which we are a party. We also continue to evaluate the impact of the new guidance on our financial statements and have not yet selected either a transition approach to implement the standard or an adoption date. In July 2015, the FASB issued new accounting guidance on the subsequent measurement of inventory, which, in an effort to simplify unnecessarily complicated accounting guidance that can result in several potential outcomes, requires an entity to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Current accounting guidance requires an entity to measure inventory at the lower of cost or market. Market could be replacement cost, net realizable value, or net realizable value less an approximately normal profit margin. The provisions of the new guidance will be effective as of the beginning of our 2017 fiscal year. We are currently evaluating the impact of the new guidance on our financial statements. In February 2016, the FASB issued new accounting guidance on lease arrangements, which, in an effort to increase transparency and comparability among organizations utilizing leasing, requires an entity that is a lessee to recognize the assets and liabilities arising from leases on the balance sheet. This guidance also requires disclosures about the amount, timing and uncertainty of cash flows arising from leases. In transition, the entity is required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The provisions of the new guidance will be effective as of the beginning of our 2019 fiscal year. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. In March 2016, the FASB issued new accounting guidance on employee share-based payments, which, in an effort to simplify unnecessarily complicated aspects of accounting and reporting for share-based payment transactions, requires an entity to amend accounting and reporting methodology for areas such as the income tax consequences of share-based payments, classification of share-based awards as either equity or liabilities, and classification of share-based payment transactions in the statement of cash flows. The transition approach will vary depending on the area of accounting and reporting methodology to be amended. The provisions of the new guidance will be effective as of the beginning of our 2017 fiscal year. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. In June 2016, the FASB issued new accounting guidance on the measurement of credit losses on financial instruments, which, in an effort to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. The provisions of the new guidance will be effective as of the beginning of our 2020 fiscal year. Early adoption is permitted after our 2018 fiscal year. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. |
BUSINESS ACQUISITION (Tables)
BUSINESS ACQUISITION (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, Consideration Paid | The following table summarizes the consideration paid for Tyson Mexico (in thousands): Negotiated sales price $ 400,000 Working capital adjustment (20,933 ) Final purchase price $ 379,067 |
Schedule of Business Acquisitions, Fair Values of Assets Acquired and Liabilities Assumed | The fair values recorded for the assets acquired and liabilities assumed for Tyson Mexico are as follows (in thousands): Cash and cash equivalents $ 5,535 Trade accounts and other receivables 24,173 Inventories 68,130 Prepaid expenses and other current assets 7,661 Property, plant and equipment 209,139 Identifiable intangible assets 26,411 Other long-lived assets 199 Total assets acquired 341,248 Accounts payable 21,550 Other current liabilities 8,707 Long-term deferred tax liabilities 52,376 Other long-term liabilities 5,155 Total liabilities assumed 87,788 Total identifiable net assets 253,460 Goodwill 125,607 Total net assets $ 379,067 |
Schedule of Business Acquisitions, Goodwill | The Company recognized the following change in goodwill related to this acquisition during the thirty-nine weeks ended September 25, 2016 (in thousands): Goodwill, beginning of period $ 156,565 Additional fair value attributed to acquired property, plant and equipment (51,387 ) Deferred tax impact related to additional fair value attributed to acquired property, plant and equipment 15,416 Deferred tax impact related to customer relationship intangibles 5,013 Goodwill, end of period $ 125,607 |
Schedule of Business Acquisitions, Pro Forma Information | The following unaudited pro forma information presents the combined financial results for the Company and Tyson Mexico as if the acquisition had been completed at the beginning of the Company’s prior year, December 29, 2014. Thirteen Weeks Ended Thirty -Nine Weeks Ended (In thousands, except per share amount) Net sales $ 2,112,529 $ 6,532,971 Net income attributable to Pilgrim's Pride Corporation 133,038 594,571 Net income attributable to Pilgrim's Pride Corporation 0.51 2.29 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured on a Recurring Basis | The following items were measured at fair value on a recurring basis: September 25, 2016 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 4,612 $ — $ — $ 4,612 Commodity options instruments 931 — — 931 Fair value liabilities: Commodity futures instruments (4,764 ) — — (4,764 ) Commodity options instruments (8,549 ) — — (8,549 ) December 27, 2015 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 59 $ — $ — $ 59 Commodity options instruments 1,618 — — 1,618 Fair value liabilities: Commodity futures instruments (5,436 ) — — (5,436 ) |
Schedule of Fair Value and Carrying Value of Debt Obligations | Fair value and carrying value for our fixed-rate debt obligation is as follows: September 25, 2016 December 27, 2015 Carrying Fair Carrying Fair (In thousands) Fixed-rate senior notes payable at 5.75%, at Level 1 inputs $ (500,000 ) $ (515,000 ) $ (500,000 ) $ (488,750 ) |
TRADE ACCOUNTS AND OTHER RECE27
TRADE ACCOUNTS AND OTHER RECEIVABLES (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Trade Accounts and Other Receivables, and Allowance for Doubtful Accounts | Trade accounts and other receivables, less allowance for doubtful accounts, consisted of the following: September 25, 2016 December 27, 2015 (In thousands) Trade accounts receivable $ 335,765 $ 342,466 Notes receivable - current 630 850 Other receivables 19,223 10,578 Receivables, gross 355,618 353,894 Allowance for doubtful accounts (4,808 ) (4,900 ) Receivables, net $ 350,810 $ 348,994 Account receivable from related parties (a) $ 3,491 $ 2,668 (a) Additional information regarding accounts receivable from related parties is included in “Note 15. Related Party Transactions.” Changes in the allowance for doubtful accounts were as follows: Total (In thousands) Balance at December 27, 2015 $ (4,900 ) Provision charged to operating results (252 ) Account write-offs and recoveries 344 Balance at September 25, 2016 $ (4,808 ) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: September 25, 2016 December 27, 2015 (In thousands) Live chicken and hens $ 374,365 $ 365,062 Feed, eggs and other 211,452 215,859 Finished chicken products 201,941 191,988 Total chicken inventories 787,758 772,909 Commercial feed and other 9,050 28,448 Total inventories $ 796,808 $ 801,357 |
INVESTMENTS IN SECURITIES (Tabl
INVESTMENTS IN SECURITIES (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-For-Sale Securities | The following table summarizes our investments in available-for-sale securities: September 25, 2016 December 27, 2015 Amortized Cost Fair Amortized Cost Fair (In thousands) Cash equivalents: Fixed income securities $ — $ — $ 290,795 $ 290,795 Other 10,652 10,652 54,831 54,831 |
DERIVATIVE FINANCIAL INSTRUME30
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Derivative Instruments and Cash Collateral | Information regarding the Company’s outstanding derivative instruments and cash collateral posted with (owed to) brokers is included in the following table: September 25, 2016 December 27, 2015 (Fair values in thousands) Fair values: Commodity derivative assets $ 5,543 $ 1,677 Commodity derivative liabilities (13,313 ) (5,436 ) Cash collateral posted with brokers 15,280 9,381 Derivatives coverage (a) : Corn 3.9 % 7.0 % Soybean meal 10.5 % 4.1 % Period through which stated percent of needs are covered: Corn May 2017 March 2017 Soybean meal July 2017 July 2016 (a) Derivatives coverage is the percent of anticipated commodity needs covered by outstanding derivative instruments through a specified date. |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment (“PP&E”), net consisted of the following: September 25, 2016 December 27, 2015 (In thousands) Land $ 109,557 $ 105,165 Buildings 1,164,486 1,131,379 Machinery and equipment 1,766,102 1,657,573 Autos and trucks 50,076 53,408 Construction-in-progress 181,368 152,619 PP&E, gross 3,271,589 3,100,144 Accumulated depreciation (1,821,237 ) (1,747,615 ) PP&E, net $ 1,450,352 $ 1,352,529 |
CURRENT LIABILITIES (Tables)
CURRENT LIABILITIES (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Current Liabilities | Current liabilities, other than current notes payable to banks, income taxes and current maturities of long-term debt, consisted of the following components: September 25, 2016 December 27, 2015 (In thousands) Accounts payable: Trade accounts $ 422,197 $ 436,188 Book overdrafts 67,789 44,145 Other payables 4,090 2,621 Total accounts payable 494,076 482,954 Accounts payable to related parties (a) 9,689 7,000 Accrued expenses and other current liabilities: Compensation and benefits 95,208 112,583 Interest and debt-related fees 1,735 8,928 Insurance and self-insured claims 90,646 93,336 Derivative liabilities: Futures 4,764 5,436 Options 8,549 — Other accrued expenses 96,312 94,683 Total accrued expenses and other current liabilities 297,214 314,966 $ 800,979 $ 804,920 (a) Additional information regarding accounts payable from related parties is included in “Note 15. Related Party Transactions.” |
LONG-TERM DEBT AND OTHER BORR33
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt and Other Borrowing Arrangements | Long-term debt and other borrowing arrangements, including current notes payable to banks, consisted of the following components: Maturity September 25, 2016 December 27, 2015 (In thousands) Long-term debt and other long-term borrowing arrangements: Senior notes payable at 5.75% 2025 $ 500,000 $ 500,000 U.S. Credit Facility (defined below): Term note payable at 1.77% 2020 500,000 500,000 Mexico Credit Facility (defined below) with notes payable at 2017 17,232 — Capital lease obligations Various 398 462 Long-term debt 1,017,630 1,000,462 Less: Current maturities of long-term debt (92 ) (86 ) Long-term debt, less current maturities 1,017,538 1,000,376 Less: Capitalized financing costs (12,698 ) (14,867 ) Long-term debt, less current maturities, net of capitalized financing costs: $ 1,004,840 $ 985,509 Current notes payable to banks Mexico Credit Facility (defined below) with notes payable at 2016 $ — $ 28,726 |
PENSION AND OTHER POSTRETIREM34
PENSION AND OTHER POSTRETIREMENT BENEFITS (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Defined Benefit Plan Obligations and Assets | The change in benefit obligation, change in fair value of plan assets, funded status and amounts recognized in the Condensed Consolidated Balance Sheets for these defined benefit plans were as follows: Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in projected benefit obligation: (In thousands) Projected benefit obligation, beginning of period $ 165,952 $ 1,672 $ 190,401 $ 1,657 Interest cost 4,189 38 5,815 50 Actuarial losses (gains) 12,233 95 981 (11 ) Benefits paid (7,274 ) (105 ) (4,622 ) (96 ) Curtailments and settlements — — (14,265 ) — Projected benefit obligation, end of period $ 175,100 $ 1,700 $ 178,310 $ 1,600 Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in plan assets: (In thousands) Fair value of plan assets, beginning of period $ 96,947 $ — $ 113,552 $ — Actual return on plan assets 4,769 — (3,822 ) — Contributions by employer 8,983 105 7,603 96 Benefits paid (7,274 ) (105 ) (4,622 ) (96 ) Curtailments and settlements — — (14,265 ) — Fair value of plan assets, end of period $ 103,425 $ — $ 98,446 $ — September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Funded status: (In thousands) Unfunded benefit obligation, end of period $ (71,675 ) $ (1,700 ) $ (69,005 ) $ (1,672 ) September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: (In thousands) Current liability $ (10,763 ) $ (139 ) $ (10,779 ) $ (138 ) Long-term liability (60,912 ) (1,561 ) (58,226 ) (1,534 ) Recognized liability $ (71,675 ) $ (1,700 ) $ (69,005 ) $ (1,672 ) September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in accumulated other comprehensive loss at end of period: (In thousands) Net actuarial loss (gain) $ 49,026 $ 16 $ 38,115 $ (79 ) |
Schedule of Net Defined Benefit Pension and Other Postretirement Costs | Net defined benefit pension and other postretirement costs included the following components: Thirteen Weeks Ended September 25, 2016 Thirteen Weeks Ended September 27, 2015 Thirty-Nine Weeks Ended September 25, 2016 Thirty-Nine Weeks Ended September 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Interest cost $ 1,396 $ 12 $ 1,938 $ 16 $ 4,189 $ 38 $ 5,815 $ 50 Estimated return on plan assets (1,314 ) — (1,671 ) — (3,942 ) — (5,013 ) — Settlement loss — — 357 — — — 3,629 — Amortization of net loss 165 — 179 — 494 — 536 — Net costs $ 247 $ 12 $ 803 $ 16 $ 741 $ 38 $ 4,967 $ 50 |
Schedule of Economic Assumptions, and Impact of Change in Discount Rate on Benefit Obligation | The sensitivity of the projected benefit obligation for pension benefits to changes in the discount rate is set out below. The impact of a change in the discount rate of 0.25% on the projected benefit obligation for other benefits is less than $1,000 . This sensitivity analysis is based on changing one assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to variations in significant actuarial assumptions, the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as for calculating the liability recognized in the Condensed Consolidated Balance Sheet. Increase in Discount Rate of 0.25% Decrease in Discount Rate of 0.25% (In thousands) Impact on projected benefit obligation for pension benefits $ (4,838 ) $ 5,144 The weighted average assumptions used in determining pension and other postretirement plan information were as follows: September 25, 2016 December 27, 2015 Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure benefit obligation at end of period: Discount rate 3.91 % 3.42 % 4.47 % 4.47 % Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure net pension and other postretirement cost: Discount rate 4.47 % 4.47 % 4.22 % 4.22 % Expected return on plan assets 5.50 % NA 6.00 % NA |
Schedule of Plan Asset Allocations | The following table reflects the pension plans’ actual asset allocations: September 25, 2016 December 27, 2015 Cash and cash equivalents — % — % Pooled separate accounts (a) : Equity securities 7 % 7 % Fixed income securities 6 % 7 % Common collective trust funds (a) : Equity securities 58 % 57 % Fixed income securities 29 % 29 % Total assets 100 % 100 % (a) Pooled separate accounts (“PSAs”) and common collective trust funds (“CCTs”) are two of the most common types of alternative vehicles in which benefit plans invest. These investments are pooled funds that look like mutual funds, but they are not registered with the SEC. Often times, they will be invested in mutual funds or other marketable securities, but the unit price generally will be different from the value of the underlying securities because the fund may also hold cash for liquidity purposes, and the fees imposed by the fund are deducted from the fund value rather than charged separately to investors. Some PSAs and CCTs have no restrictions as to their investment strategy and can invest in riskier investments, such as derivatives, hedge funds, private equity funds, or similar investments. |
Schedule of Fair Value Measurements of Plan Assets | The fair value measurements of plan assets fell into the following levels of the fair value hierarchy as of September 25, 2016 and December 27, 2015 : September 25, 2016 December 27, 2015 Level 1 (a) Level 2 (b) Level 3 (c) Total Level 1 (a) Level 2 (b) Level 3 (c) Total (In thousands) Cash and cash equivalents $ 316 $ — $ — $ 316 $ 147 $ — $ — $ 147 Pooled separate accounts: Large U.S. equity funds (d) — 4,644 — 4,644 — 3,816 — 3,816 Small/Mid U.S. equity funds (e) — 584 — 584 — 969 — 969 International equity funds (f) — 1,719 — 1,719 — 1,606 — 1,606 Fixed income funds (g) — 6,139 — 6,139 — 6,337 — 6,337 Common collective trusts funds: Large U.S. equity funds (d) — 24,393 — 24,393 — 22,069 — 22,069 Small U.S. equity funds (e) — 17,310 — 17,310 — 16,843 — 16,843 International equity funds (f) — 17,938 — 17,938 — 16,629 — 16,629 Fixed income funds (g) — 30,382 — 30,382 — 28,531 — 28,531 Total assets $ 316 $ 103,109 $ — $ 103,425 $ 147 $ 96,800 $ — $ 96,947 (a) Unadjusted quoted prices in active markets for identical assets are used to determine fair value. (b) Quoted prices in active markets for similar assets and inputs that are observable for the asset are used to determine fair value. (c) Unobservable inputs, such as discounted cash flow models or valuations, are used to determine fair value. (d) This category is comprised of investment options that invest in stocks, or shares of ownership, in large, well-established U.S. companies. These investment options typically carry more risk than fixed income options but have the potential for higher returns over longer time periods. (e) This category is generally comprised of investment options that invest in stocks, or shares of ownership, in small to medium-sized U.S. companies. These investment options typically carry more risk than larger U.S. equity investment options but have the potential for higher returns. (f) This category is comprised of investment options that invest in stocks, or shares of ownership, in companies with their principal place of business or office outside of the U.S. (g) This category is comprised of investment options that invest in bonds, or debt of a company or government entity (including U.S. and non-U.S. entities). It may also include real estate investment options that directly own property. These investment options typically carry more risk than short-term fixed income investment options (including, for real estate investment options, liquidity risk), but less overall risk than equities. |
Schedule of Benefit Payments | The following table reflects the benefits as of September 25, 2016 expected to be paid through 2025 from our pension and other postretirement plans. Because our pension plans are primarily funded plans, the anticipated benefits with respect to these plans will come primarily from the trusts established for these plans. Because our other postretirement plans are unfunded, the anticipated benefits with respect to these plans will come from our own assets. Pension Benefits Other Benefits (In thousands) 2016 (remaining) $ 3,551 $ 35 2017 11,660 139 2018 11,406 140 2019 11,063 139 2020 11,075 138 2021-2025 49,795 643 Total $ 98,550 $ 1,234 |
Schedule of Unrecognized Benefit Amounts | The amounts in accumulated other comprehensive loss that were not recognized as components of net periodic benefits cost and the changes in those amounts are as follows: Thirty-Nine Weeks Ended Thirty-Nine Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Net actuarial loss (gain), beginning of period $ 38,115 $ (79 ) $ 43,907 $ (127 ) Amortization (494 ) — (536 ) — Curtailment and settlement adjustments — — (3,629 ) — Actuarial loss (gain) 12,233 95 981 (11 ) Asset loss (gain) (828 ) — 8,835 — Net actuarial loss (gain), end of period $ 49,026 $ 16 $ 49,558 $ (138 ) |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The following tables provide information regarding the changes in accumulated other comprehensive loss: Thirty-Nine Weeks Ended September 25, 2016 (a) Thirty-Nine Weeks Ended September 27, 2015 (a) Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ (58,997 ) $ 67 $ (58,930 ) $ (62,572 ) $ 31 $ (62,541 ) Other comprehensive income (loss) before reclassifications (7,158 ) 265 (6,893 ) (3,845 ) 133 (3,712 ) Amounts reclassified from accumulated other comprehensive loss to net income 307 (332 ) (25 ) 334 (83 ) 251 Net current period other comprehensive income (loss) (6,851 ) (67 ) (6,918 ) (3,511 ) 50 (3,461 ) Balance, end of period $ (65,848 ) $ — $ (65,848 ) $ (66,083 ) $ 81 $ (66,002 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits to accumulated other comprehensive loss. |
Schedule of Reclassification from Accumulated Other Comprehensive Loss | Amount Reclassified from Accumulated Other Comprehensive Loss (a) Details about Accumulated Other Comprehensive Loss Components Thirty-Nine Weeks Ended September 25, 2016 Thirty-Nine Weeks Ended September 27, 2015 Affected Line Item in the Condensed Consolidated Statements of Operations (In thousands) Realized gain on sale of securities $ 534 $ 133 Interest income Amortization of defined benefit pension and other postretirement plan actuarial losses: Union employees pension plan (b)(d) (15 ) (19 ) Cost of sales Legacy Gold Kist plans (c)(d) (149 ) (161 ) Cost of sales Legacy Gold Kist plans (c)(d) (330 ) (356 ) Selling, general and administrative expense Total before tax 40 (403 ) Tax benefit (expense) (15 ) 152 Total reclassification for the period $ 25 $ (251 ) (a) Amounts in parentheses represent debits to results of operations. (b) The Company sponsors the Pilgrim’s Pride Retirement Plan for Union Employees, a qualified defined benefit pension plan covering certain locations or work groups with collective bargaining agreements. (c) The Company sponsors the Pilgrim’s Pride Plan for Legacy Gold Kist Employees, a qualified defined benefit pension plan covering certain eligible U.S. employees who were employed at locations that the Company purchased through its acquisition of Gold Kist in 2007, the Former Gold Kist Inc. Supplemental Executive Retirement Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist executives, the Former Gold Kist Inc. Directors’ Emeriti Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist directors, and the Gold Kist Inc. Retiree Life Insurance Plan, a defined benefit postretirement life insurance plan covering certain retired Gold Kist employees. (d) These accumulated other comprehensive income components are included in the computation of net periodic pension cost. See “Note 12. Pension and Other Postretirement Benefits” to the Condensed Consolidated Financial Statements. |
INCENTIVE COMPENSATION (Tables)
INCENTIVE COMPENSATION (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
INCENTIVE COMPENSATION [Abstract] | |
Schedule of Awards | The following awards were outstanding during the thirty-nine weeks ended September 25, 2016 : Award Type Benefit Plan Awards Granted Grant Date Grant Date Fair Value per Award (a) Vesting Condition Vesting Date Estimated Forfeiture Rate Awards Forfeited to Date Settlement Method RSU LTIP 449,217 02/19/2014 $ 16.70 Service 12/31/2016 13.49 % 86,458 Stock RSU LTIP 223,701 03/03/2014 17.18 Performance / Service 12/31/2017 12.34 % 55,516 Stock DER (b) LTIP 45,961 02/11/2015 25.87 Performance / Service 12/31/2017 12.34 % — Stock RSU LTIP 158,226 02/26/2015 27.51 Performance / Service 12/31/2018 (c) 158,226 Stock RSU LTIP 251,136 03/30/2016 25.36 Performance / Service 12/31/2019 (d) — Stock (a) The fair value of each RSA and RSU granted or vested represents the closing price of the Company's common stock on the respective grant date or vesting date. (b) On February 17, 2015, the Company paid a special cash dividend to stockholders of record as of January 30, 2015 totaling $5.77 per share. On January 27, 2015, the Compensation Committee of the Company's Board of Directors agreed to grant Dividend Equivalent Rights (“DERs”) in the form of RSUs to reflect an additional $5.77 in value for each outstanding RSU. (c) Performance conditions associated with these awards were not satisfied. Therefore, 100% of the awards were forfeited. (d) The estimated forfeiture rate for these awards will be set if or when performance conditions associated with the awards are satisfied. |
Schedule of Compensation Cost and Income Tax Benefit | Compensation costs and the income tax benefit recognized for our share-based compensation arrangements are included below: Thirteen Weeks Ended Thirty-Nine Weeks Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (In thousands) Share-based compensation cost: Cost of sales $ 449 $ 166 $ 710 $ 431 Selling, general and administrative expense 3,086 698 4,694 1,701 Total $ 3,535 $ 864 $ 5,404 $ 2,132 Income tax benefit $ 1,083 $ 261 $ 1,633 $ 620 |
Schedule of Restricted Share and Restricted Stock Unit Activity | The Company’s RSA and RSU activity is included below: Thirty-Nine Weeks Ended September 25, 2016 Thirty-Nine Weeks Ended September 27, 2015 Number Weighted Average Grant Date Fair Value Number Weighted Average Grant Date Fair Value (In thousands, except weighted average fair values) RSAs: Outstanding at beginning of period — $ — 30 $ 8.72 Vested — — (15 ) 8.72 Forfeited — — (15 ) 8.72 Outstanding at end of period — $ — — $ — RSUs: Outstanding at beginning of period 774 $ 19.30 1,120 $ 11.97 Granted 251 25.36 428 21.00 Vested — — (671 ) 8.81 Forfeited (193 ) 24.51 (85 ) 18.51 Outstanding at end of period 832 $ 19.92 792 $ 18.83 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 25, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Pilgrim’s has been and, in some cases, continues to be a party to certain transactions with affiliated companies. Thirteen Weeks Ended Thirty-Nine Weeks Ended September 25, 2016 September 27, 2015 September 25, 2016 September 27, 2015 (In thousands) JBS USA Food Company Holdings : Letter of credit fees (a) $ — $ 317 $ 202 $ 950 JBS USA Food Company: Purchases from JBS USA Food Company (b) 28,799 28,765 75,687 83,059 Expenditures paid by JBS USA Food Company on behalf of Pilgrim’s Pride Corporation (c) 17,242 11,514 33,568 28,483 Sales to JBS USA Food Company (b) 4,819 5,197 12,235 17,442 Expenditures paid by Pilgrim’s Pride Corporation on behalf of JBS USA Food Company (c) 1,142 519 9,830 2,548 JBS Chile Ltda.: Sales to JBS Chile Ltda. 126 35 438 269 JBS Global (UK) Ltd.: Sales to JBS Global (UK) Ltd. — 18 122 49 (a) JBS USA Food Company Holdings (“JBS USA Holdings”) arranged for letters of credit to be issued on its account in the aggregate amount of $56.5 million to an insurance company on behalf of the Company in order to allow that insurance company to return cash it held as collateral against potential workers’ compensation, auto liability and general liability claims. In return for providing this letter of credit, the Company has agreed to reimburse JBS USA Holdings for the letter of credit fees the Company would otherwise incur under its U.S. Credit Facility. The letter of credit arrangements for $40.0 million and $16.5 million were terminated on March 7, 2016 and April 1, 2016, respectively. For the thirty-nine weeks ended September 25, 2016, the Company paid JBS USA Holdings $ 0.2 million for letter of credit fees. (b) We routinely execute transactions to both purchase products from JBS USA Food Company (“JBS USA”) and sell products to them. As of September 25, 2016 and December 27, 2015, the outstanding payable to JBS USA was $9.7 million and $7.0 million , respectively. As of September 25, 2016 and December 27, 2015, the outstanding receivable from JBS USA was $3.4 million and $2.6 million , respectively. As of September 25, 2016 , approximately $ 1.3 million of goods from JBS USA were in transit and not reflected on our Condensed Consolidated Balance Sheet. (c) The Company has an agreement with JBS USA to allocate costs associated with JBS USA’s procurement of SAP licenses and maintenance services for its combined companies. Under this agreement, the fees associated with procuring SAP licenses and maintenance services are allocated between the Company and JBS USA in proportion to the percentage of licenses used by each company. The agreement expires on the date of expiration, or earlier termination, of the underlying SAP license agreement. The Company also has an agreement with JBS USA to allocate the costs of supporting the business operations by one consolidated corporate team, which have historically been supported by their respective corporate teams. Expenditures paid by JBS USA on behalf of the Company will be reimbursed by the Company and expenditures paid by the Company on behalf of JBS USA will be reimbursed by JBS USA. This agreement expires on December 31, 2016. |
DESCRIPTION OF BUSINESS AND B38
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details) bird / WK in Millions, lb in Billions | 9 Months Ended |
Sep. 25, 2016employeebird / WKstategrowercountrysegmentlb | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of countries in which entity exports products | country | 90 |
Number of states in which entity operates | state | 12 |
Number of employees | employee | 38,200 |
Maximum processing capacity of employees per week (in birds per week) (more than) | bird / WK | 37 |
Maximum annual processing capacity of employees (in pounds) (more than) | lb | 11 |
Number of contract growers | grower | 4,035 |
Percentage of beneficial ownership by holding company | 77.00% |
Number of reportable segments | segment | 1 |
BUSINESS ACQUISITION (Narrative
BUSINESS ACQUISITION (Narrative) (Details) bird / WK in Millions, $ in Millions | Jun. 29, 2015USD ($)employeebird / WKtrade_nameplantdistribution_center | Sep. 25, 2016USD ($)employeebird / WK | Sep. 25, 2016USD ($)employeebird / WK |
Business Acquisition [Line Items] | |||
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 37 | 37 | |
Number of employees of acquiree | employee | 38,200 | 38,200 | |
Tyson Mexico [Member] | |||
Business Acquisition [Line Items] | |||
Percentage of equity acquired | 100.00% | ||
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 2.5 | ||
Number of processing plants acquired | plant | 3 | ||
Number of employees of acquiree | employee | 4,250 | ||
Number of distribution centers acquired | distribution_center | 7 | ||
Transaction costs | $ 2.2 | ||
Net sales of acquiree since acquisition date | $ 11.7 | $ 129.8 | |
Net income of acquiree since acquisition date | $ 2 | $ 1.6 | |
Tyson Mexico [Member] | Trade Names [Member] | |||
Business Acquisition [Line Items] | |||
Indefinite-lived trade names acquired, number of trade names valued using the income approach | trade_name | 2 | ||
Indefinite-lived trade names acquired, royalty rate saved used in determination of fair value | 1.40% | ||
Indefinite-lived trade names acquired, net sales growth rate used in determination of fair value, terminal year | 3.80% | ||
Indefinite-lived trade names acquired, income tax rate used in determination of fair value | 30.00% | ||
Indefinite-lived trade names acquired, income tax amortization benefit rate used in determination of fair value | 15.00% | ||
Indefinite-lived trade names acquired, discount rate used in determination of fair value | 12.00% | ||
Indefinite-lived trade names acquired, fair value | $ 9.7 | ||
Tyson Mexico [Member] | Trade Names [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Indefinite-lived trade names acquired, royalty rates used in determination of fair value | 4.00% | ||
Indefinite-lived trade names acquired, net sales growth rate used in determination of fair value | 3.50% | ||
Tyson Mexico [Member] | Trade Names [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Indefinite-lived trade names acquired, royalty rates used in determination of fair value | 5.00% | ||
Indefinite-lived trade names acquired, net sales growth rate used in determination of fair value | 4.00% | ||
Tyson Mexico [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Finite-lived customer relationships acquired, net sales growth rate | 4.00% | ||
Finite-lived customer relationships acquired, customer attrition rate | 7.90% | ||
Finite-lived customer relationships acquired, income tax rate | 30.00% | ||
Finite-lived customer relationships acquired, income tax amortization benefit rate | 23.40% | ||
Finite-lived customer relationships acquired, discount rate | 13.50% | ||
Finite-lived customer relationships acquired, fair value | $ 16.7 |
BUSINESS ACQUISITION (Considera
BUSINESS ACQUISITION (Consideration Paid) (Details) - Tyson Mexico [Member] $ in Thousands | Jun. 29, 2015USD ($) |
Business Acquisition [Line Items] | |
Negotiated sales price | $ 400,000 |
Working capital adjustment | (20,933) |
Final purchase price | $ 379,067 |
BUSINESS ACQUISITION (Fair Valu
BUSINESS ACQUISITION (Fair Values of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 | Jun. 29, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 125,607 | $ 156,565 | |
Tyson Mexico [Member] | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 5,535 | ||
Trade accounts and other receivables | 24,173 | ||
Inventories | 68,130 | ||
Prepaid expenses and other current assets | 7,661 | ||
Property, plant and equipment | 209,139 | ||
Identifiable intangible assets | 26,411 | ||
Other long-lived assets | 199 | ||
Total assets acquired | 341,248 | ||
Accounts payable | 21,550 | ||
Other current liabilities | 8,707 | ||
Long-term deferred tax liabilities | 52,376 | ||
Other long-term liabilities | 5,155 | ||
Total liabilities assumed | 87,788 | ||
Total identifiable net assets | 253,460 | ||
Goodwill | $ 125,607 | $ 156,565 | 125,607 |
Total net assets | $ 379,067 |
BUSINESS ACQUISITION (Changes i
BUSINESS ACQUISITION (Changes in Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 25, 2016USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning of period | $ 156,565 |
Goodwill, end of period | 125,607 |
Tyson Mexico [Member] | |
Goodwill [Roll Forward] | |
Goodwill, beginning of period | 156,565 |
Additional fair value attributed to acquired property, plant and equipment | (51,387) |
Goodwill, end of period | 125,607 |
Tyson Mexico [Member] | Property, Plant and Equipment [Member] | |
Goodwill [Roll Forward] | |
Deferred tax impact | 15,416 |
Tyson Mexico [Member] | Finite-Lived Intangible Assets [Member] | |
Goodwill [Roll Forward] | |
Deferred tax impact | $ 5,013 |
BUSINESS ACQUISITION (Pro Forma
BUSINESS ACQUISITION (Pro Forma Information) (Details) - Tyson Mexico [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 27, 2015 | Sep. 27, 2015 | |
Business Acquisition [Line Items] | ||
Net sales | $ 2,112,529 | $ 6,532,971 |
Net income attributable to Pilgrim's Pride Corporation | $ 133,038 | $ 594,571 |
Net income attributable to Pilgrim's Pride Corporation per common share - diluted (in usd per share) | $ 0.51 | $ 2.29 |
FAIR VALUE MEASUREMENTS (Schedu
FAIR VALUE MEASUREMENTS (Schedule of Assets and Liabilities Measured on a Recurring Basis) (Details) - Recurring [Member] - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 |
Commodity futures instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 4,612 | $ 59 |
Derivative liabilities | (4,764) | (5,436) |
Commodity options instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 931 | 1,618 |
Derivative liabilities | (8,549) | |
Level 1 [Member] | Commodity futures instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 4,612 | 59 |
Derivative liabilities | (4,764) | (5,436) |
Level 1 [Member] | Commodity options instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 931 | 1,618 |
Derivative liabilities | (8,549) | |
Level 2 [Member] | Commodity futures instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 2 [Member] | Commodity options instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | |
Level 3 [Member] | Commodity futures instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 3 [Member] | Commodity options instruments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | $ 0 |
Derivative liabilities | $ 0 |
FAIR VALUE MEASUREMENTS (Sche45
FAIR VALUE MEASUREMENTS (Schedule of Fair Value and Carrying Amount of Debt Obligations) (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 | Mar. 11, 2015 |
Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fixed-rate senior notes payable | $ (500,000) | $ (500,000) | |
Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fixed-rate senior notes payable | $ (515,000) | $ (488,750) | |
Senior Notes [Member] | Senior Notes 5.75% Due 2025 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Stated interest rate | 5.75% | 5.75% | 5.75% |
TRADE ACCOUNTS AND OTHER RECE46
TRADE ACCOUNTS AND OTHER RECEIVABLES (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 25, 2016 | Dec. 27, 2015 | |
Accounts Receivable, Net [Abstract] | |||
Trade accounts receivable | $ 335,765 | $ 342,466 | |
Notes receivable - current | 630 | 850 | |
Other receivables | 19,223 | 10,578 | |
Receivables, gross | 355,618 | 353,894 | |
Allowance for doubtful accounts | $ (4,900) | (4,808) | (4,900) |
Receivables, net | 350,810 | 348,994 | |
Account receivable from related parties | $ 3,491 | $ 2,668 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at December 27, 2015 | (4,900) | ||
Provision charged to operating results | (252) | ||
Account write-offs and recoveries | 344 | ||
Balance at September 25, 2016 | $ (4,808) |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 |
Inventory [Line Items] | ||
Total inventories | $ 796,808 | $ 801,357 |
Live Chicken and Hens [Member] | ||
Inventory [Line Items] | ||
Total inventories | 374,365 | 365,062 |
Feed, Eggs and Other [Member] | ||
Inventory [Line Items] | ||
Total inventories | 211,452 | 215,859 |
Finished Chicken Products [Member] | ||
Inventory [Line Items] | ||
Total inventories | 201,941 | 191,988 |
Chicken Inventories [Member] | ||
Inventory [Line Items] | ||
Total inventories | 787,758 | 772,909 |
Commercial Feed and Other [Member] | ||
Inventory [Line Items] | ||
Total inventories | $ 9,050 | $ 28,448 |
INVESTMENTS IN SECURITIES (Deta
INVESTMENTS IN SECURITIES (Details) - USD ($) | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Dec. 27, 2015 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Proceeds from sale or maturity of available-for-sale securities | $ 0 | $ 0 | |
Fixed income securities [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Fixed income securities, Amortized Cost | 0 | $ 290,795,000 | |
Fixed income securities, Fair Value | 0 | 290,795,000 | |
Other [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Fixed income securities, Amortized Cost | 10,652,000 | 54,831,000 | |
Fixed income securities, Fair Value | $ 10,652,000 | $ 54,831,000 |
DERIVATIVE FINANCIAL INSTRUME49
DERIVATIVE FINANCIAL INSTRUMENTS (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Net gains (losses) on derivative financial instruments | $ (17) | $ 2.7 | $ (11.1) | $ 31.7 |
DERIVATIVE FINANCIAL INSTRUME50
DERIVATIVE FINANCIAL INSTRUMENTS (Schedule of Outstanding Derivative Instruments and Cash Collateral) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 25, 2016 | Dec. 27, 2015 | |
Fair values: | ||
Cash collateral posted with brokers | $ 15,280 | $ 9,381 |
Corn [Member] | ||
Derivatives Coverage: | ||
Derivatives coverage (as a percentage) | 3.90% | 7.00% |
Period through which stated percent of needs are covered: | ||
Maturity date | May 31, 2017 | Mar. 31, 2017 |
Soybean Meal [Member] | ||
Derivatives Coverage: | ||
Derivatives coverage (as a percentage) | 10.50% | 4.10% |
Period through which stated percent of needs are covered: | ||
Maturity date | Jul. 30, 2017 | Jul. 31, 2016 |
Commodity [Member] | ||
Fair values: | ||
Derivative assets, gross | $ 5,543 | $ 1,677 |
Derivative liabilities, gross | $ (13,313) | $ (5,436) |
PROPERTY, PLANT AND EQUIPMENT51
PROPERTY, PLANT AND EQUIPMENT (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Dec. 27, 2015 | |
Property, Plant and Equipment [Abstract] | |||||
Depreciation | $ 42,800 | $ 38,800 | $ 124,700 | $ 109,400 | |
Payments for capital projects | 173,440 | 129,848 | |||
Transfer of property, plant and equipment | 158,500 | 101,500 | |||
Proceeds from property disposals | 2,200 | 11,400 | 10,316 | 13,553 | |
Net gain (loss) on property disposals | 600 | $ 8,500 | 7,315 | $ 9,817 | |
Assets held for sale | 6,049 | 6,049 | $ 6,555 | ||
Idled assets, carrying amount | 63,100 | 63,100 | |||
Idled assets, depreciable value | 193,100 | 193,100 | |||
Idled assets, accumulated depreciation | $ 130,000 | $ 130,000 |
PROPERTY, PLANT AND EQUIPMENT52
PROPERTY, PLANT AND EQUIPMENT (Schedule of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 |
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | $ 3,271,589 | $ 3,100,144 |
Accumulated depreciation | (1,821,237) | (1,747,615) |
PP&E, net | 1,450,352 | 1,352,529 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 109,557 | 105,165 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 1,164,486 | 1,131,379 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 1,766,102 | 1,657,573 |
Autos and trucks [Member] | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 50,076 | 53,408 |
Construction-in-progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | $ 181,368 | $ 152,619 |
CURRENT LIABILITIES (Details)
CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 |
Accounts payable: | ||
Trade accounts | $ 422,197 | $ 436,188 |
Book overdrafts | 67,789 | 44,145 |
Other payables | 4,090 | 2,621 |
Total accounts payable | 494,076 | 482,954 |
Accounts payable to related parties | 9,689 | 7,000 |
Accrued expenses and other current liabilities: | ||
Compensation and benefits | 95,208 | 112,583 |
Interest and debt-related fees | 1,735 | 8,928 |
Insurance and self-insured claims | 90,646 | 93,336 |
Derivative liabilities: | ||
Other accrued expenses | 96,312 | 94,683 |
Total accrued expenses and other current liabilities | 297,214 | 314,966 |
Total accounts payable, accrued expenses and other current liabilities | 800,979 | 804,920 |
Futures [Member] | ||
Derivative liabilities: | ||
Derivative liabilities | 4,764 | 5,436 |
Options [Member] | ||
Derivative liabilities: | ||
Derivative liabilities | $ 8,549 | $ 0 |
LONG-TERM DEBT AND OTHER BORR54
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Narrative) (Details) | Sep. 27, 2016MXN | Apr. 22, 2015USD ($) | Mar. 12, 2015USD ($) | Feb. 11, 2015USD ($) | Jul. 23, 2014MXN | Sep. 25, 2016USD ($) | Dec. 27, 2015USD ($) | Mar. 11, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 1,017,630,000 | $ 1,000,462,000 | ||||||
2015 US Credit Facility Term Loans [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 1.77% | 1.77% | ||||||
Long-term debt | $ 500,000,000 | $ 500,000,000 | ||||||
Mexico Credit Facility [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | MXN 1,500,000,000 | 75,800,000 | ||||||
Long-term debt | 17,232,000 | $ 0 | ||||||
Current borrowing capacity | 58,600,000 | |||||||
Outstanding borrowings | $ 17,200,000 | |||||||
Interest rate on short-term credit facility amounts outstanding | 5.50% | |||||||
Mexico Credit Facility [Member] | TIIE Rate [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 0.90% | 0.90% | 0.90% | |||||
Senior Notes [Member] | Senior Notes 5.75% Due 2025 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 500,000,000 | |||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |||||
Long-term debt | $ 500,000,000 | $ 500,000,000 | ||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of lines of credit | $ 350,000,000 | |||||||
Maximum borrowing capacity | 700,000,000 | |||||||
Available increase to aggregate revolving loan commitment | $ 1,000,000,000 | |||||||
Number of days past due (more than) | 15 days | |||||||
Current borrowing capacity | 657,300,000 | |||||||
Letters of credit outstanding | 42,700,000 | |||||||
Credit facility, capital expenditures limit | $ 500,000,000 | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Swingline Loans [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | 75,000,000 | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Letter of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 125,000,000 | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | US and Puerto Rico Subsidiaries [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of equity interest guaranteed for debt | 100.00% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Foreign Subsidiaries [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of equity interest guaranteed for debt | 65.00% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1.50% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1.25% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 2.75% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Base Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 0.50% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 0.25% | |||||||
Radobank [Member] | 2015 US Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1.75% | |||||||
Radobank [Member] | 2015 US Credit Facility Revolver [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 700,000,000 | |||||||
Outstanding borrowings | 0 | |||||||
Radobank [Member] | 2015 US Credit Facility Term Loans [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of lines of credit | $ 150,000,000 | |||||||
Maximum borrowing capacity | $ 1,000,000,000 | |||||||
Long-term debt | $ 500,000,000 | |||||||
Subsequent Event [Member] | Mexico Credit Facility [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | MXN | MXN 1,500,000,000 | |||||||
Subsequent Event [Member] | Mexico Credit Facility [Member] | TIIE Rate [Member] | Line of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 0.95% |
LONG-TERM DEBT AND OTHER BORR55
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Schedule of Long-term Debt and Other Borrowing Arrangements) (Details) - USD ($) $ in Thousands | Jul. 23, 2014 | Sep. 25, 2016 | Dec. 27, 2015 | Mar. 11, 2015 |
Debt Instrument [Line Items] | ||||
Long-term debt | $ 1,017,630 | $ 1,000,462 | ||
Less: Current maturities of long-term debt | (92) | (86) | ||
Long-term debt, less current maturities | 1,017,538 | 1,000,376 | ||
Less: Capitalized financing costs | (12,698) | (14,867) | ||
Long-term debt, less current maturities, net of capitalized financing costs: | $ 1,004,840 | $ 985,509 | ||
Line of Credit [Member] | 2015 US Credit Facility Term Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 1.77% | 1.77% | ||
Long-term debt | $ 500,000 | $ 500,000 | ||
Line of Credit [Member] | Mexico Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 17,232 | 0 | ||
Current notes payable to banks | $ 0 | $ 28,726 | ||
Line of Credit [Member] | Mexico Credit Facility [Member] | TIIE Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.90% | 0.90% | 0.90% | |
Senior Notes [Member] | Senior Notes 5.75% Due 2025 [Member] | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |
Long-term debt | $ 500,000 | $ 500,000 | ||
Other Long Term Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 398 | $ 462 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Operating Loss Carryforwards [Line Items] | ||||
Income tax expense | $ 51,060,000 | $ 73,153,000 | $ 192,062,000 | $ 313,751,000 |
Effective income tax rate | 34.20% | 35.00% | ||
Other comprehensive income (loss), tax expense (benefit) | $ (4,200,000) | $ (2,100,000) | ||
Tax benefit related to share-based compensation | 7,834,000 | |||
Additional Paid-in Capital [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax benefit related to share-based compensation | $ 0 | $ 7,834,000 |
PENSION AND OTHER POSTRETIREM57
PENSION AND OTHER POSTRETIREMENT BENEFITS (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Dec. 27, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Retirement plan expenses | $ 1,600 | $ 2,300 | $ 4,600 | $ 8,400 | |
Accumulated benefit obligation, defined benefit pension plans | $ 175,100 | $ 175,100 | $ 166,000 | ||
Weighted average duration of defined benefit obligation | 33 years 6 months 4 days | ||||
Actuarial gain (loss) expected to be recognized in net pension cost, remainder of 2015 | $ (200) | ||||
Pension Benefits [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Expected contributions, remainder of 2016 (less than for other postretirement plans) | 3,000 | ||||
Other Benefits [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Impact of 0.25% change in discount rate on projected benefit obligation | 1 | ||||
Expected contributions, remainder of 2016 (less than for other postretirement plans) | $ 100 | ||||
Fixed income securities [Member] | Pooled separate accounts [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Target plan asset allocations | 50.00% | ||||
Fixed income securities [Member] | Common collective trusts funds [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Target plan asset allocations | 30.00% | ||||
Equity securities [Member] | Common collective trusts funds [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Target plan asset allocations | 70.00% |
PENSION AND OTHER POSTRETIREM58
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Defined Benefit Plan Obligations and Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Dec. 27, 2015 | Dec. 28, 2014 | |
Change in plan assets: | ||||||
Fair value of plan assets, beginning of period | $ 96,947 | |||||
Fair value of plan assets, end of period | $ 103,425 | 103,425 | ||||
Pension Benefits [Member] | ||||||
Change in projected benefit obligation: | ||||||
Projected benefit obligation, beginning of period | 165,952 | $ 190,401 | ||||
Interest cost | 1,396 | $ 1,938 | 4,189 | 5,815 | ||
Actuarial losses (gains) | 12,233 | 981 | ||||
Benefits paid | (7,274) | (4,622) | ||||
Curtailments and settlements | 0 | (14,265) | ||||
Projected benefit obligation, end of period | 175,100 | 178,310 | 175,100 | 178,310 | ||
Change in plan assets: | ||||||
Fair value of plan assets, beginning of period | 96,947 | 113,552 | ||||
Actual return on plan assets | 4,769 | (3,822) | ||||
Contributions by employer | 8,983 | 7,603 | ||||
Benefits paid | (7,274) | (4,622) | ||||
Curtailments and settlements | 0 | (14,265) | ||||
Fair value of plan assets, end of period | 103,425 | 98,446 | 103,425 | 98,446 | ||
Funded status: | ||||||
Unfunded benefit obligation, end of period | (71,675) | (71,675) | $ (69,005) | |||
Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: | ||||||
Current liability | (10,763) | (10,763) | (10,779) | |||
Long-term liability | (60,912) | (60,912) | (58,226) | |||
Recognized liability | (71,675) | (71,675) | (69,005) | |||
Amounts recognized in accumulated other comprehensive loss at end of period: | ||||||
Net actuarial loss (gain) | 49,026 | 49,558 | 49,026 | 49,558 | 38,115 | $ 43,907 |
Other Benefits [Member] | ||||||
Change in projected benefit obligation: | ||||||
Projected benefit obligation, beginning of period | 1,672 | 1,657 | ||||
Interest cost | 12 | 16 | 38 | 50 | ||
Actuarial losses (gains) | 95 | (11) | ||||
Benefits paid | (105) | (96) | ||||
Curtailments and settlements | 0 | 0 | ||||
Projected benefit obligation, end of period | 1,700 | 1,600 | 1,700 | 1,600 | ||
Change in plan assets: | ||||||
Fair value of plan assets, beginning of period | 0 | 0 | ||||
Actual return on plan assets | 0 | 0 | ||||
Contributions by employer | 105 | 96 | ||||
Benefits paid | (105) | (96) | ||||
Curtailments and settlements | 0 | 0 | ||||
Fair value of plan assets, end of period | 0 | 0 | 0 | 0 | ||
Funded status: | ||||||
Unfunded benefit obligation, end of period | (1,700) | (1,700) | (1,672) | |||
Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: | ||||||
Current liability | (139) | (139) | (138) | |||
Long-term liability | (1,561) | (1,561) | (1,534) | |||
Recognized liability | (1,700) | (1,700) | (1,672) | |||
Amounts recognized in accumulated other comprehensive loss at end of period: | ||||||
Net actuarial loss (gain) | $ 16 | $ (138) | $ 16 | $ (138) | $ (79) | $ (127) |
PENSION AND OTHER POSTRETIREM59
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Net Defined Benefit Pension and Other Postretirement Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Pension Benefits [Member] | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||||
Interest cost | $ 1,396 | $ 1,938 | $ 4,189 | $ 5,815 |
Estimated return on plan assets | (1,314) | (1,671) | (3,942) | (5,013) |
Settlement loss | 0 | 357 | 0 | 3,629 |
Amortization of net loss | 165 | 179 | 494 | 536 |
Net costs | 247 | 803 | 741 | 4,967 |
Other Benefits [Member] | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||||
Interest cost | 12 | 16 | 38 | 50 |
Estimated return on plan assets | 0 | 0 | 0 | 0 |
Settlement loss | 0 | 0 | 0 | 0 |
Amortization of net loss | 0 | 0 | 0 | 0 |
Net costs | $ 12 | $ 16 | $ 38 | $ 50 |
PENSION AND OTHER POSTRETIREM60
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Economic Assumptions and Impact of Change in Discount Rate on Benefit Obligation) (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Dec. 27, 2015 | |
Assumptions used to measure net pension and other postretirement cost: | |||
Increase in Discount Rate of 0.25% - Impact on defined benefit obligation for pension benefits | $ (4,838) | ||
Decrease in Discount Rate of 0.25% - Impact on defined benefit obligation for pension benefits | $ 5,144 | ||
Pension Benefits [Member] | |||
Assumptions used to measure benefit obligation at end of period: | |||
Discount rate | 3.91% | 4.47% | |
Assumptions used to measure net pension and other postretirement cost: | |||
Discount rate | 4.47% | 4.22% | |
Expected return on plan assets | 5.50% | 6.00% | |
Other Benefits [Member] | |||
Assumptions used to measure benefit obligation at end of period: | |||
Discount rate | 3.42% | 4.47% | |
Assumptions used to measure net pension and other postretirement cost: | |||
Discount rate | 4.47% | 4.22% |
PENSION AND OTHER POSTRETIREM61
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Plan Asset Allocations) (Details) | Sep. 25, 2016 | Dec. 27, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 100.00% | 100.00% |
Cash and cash equivalents [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 0.00% | 0.00% |
Equity securities [Member] | Pooled separate accounts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 7.00% | 7.00% |
Equity securities [Member] | Common collective trusts funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 58.00% | 57.00% |
Fixed income securities [Member] | Pooled separate accounts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 6.00% | 7.00% |
Fixed income securities [Member] | Common collective trusts funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 29.00% | 29.00% |
PENSION AND OTHER POSTRETIREM62
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Fair Value Assumptions of Plan Assets) (Details) - USD ($) $ in Thousands | Sep. 25, 2016 | Dec. 27, 2015 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 103,425 | $ 96,947 |
Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 316 | 147 |
Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 103,109 | 96,800 |
Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Cash and cash equivalents [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 316 | 147 |
Cash and cash equivalents [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 316 | 147 |
Cash and cash equivalents [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Cash and cash equivalents [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds [Member] | Pooled separate accounts [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 4,644 | 3,816 |
Large U.S. equity funds [Member] | Pooled separate accounts [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds [Member] | Pooled separate accounts [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 4,644 | 3,816 |
Large U.S. equity funds [Member] | Pooled separate accounts [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds [Member] | Common collective trusts funds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 24,393 | 22,069 |
Large U.S. equity funds [Member] | Common collective trusts funds [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds [Member] | Common collective trusts funds [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 24,393 | 22,069 |
Large U.S. equity funds [Member] | Common collective trusts funds [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds [Member] | Pooled separate accounts [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 584 | 969 |
Small/Mid U.S. equity funds [Member] | Pooled separate accounts [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds [Member] | Pooled separate accounts [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 584 | 969 |
Small/Mid U.S. equity funds [Member] | Pooled separate accounts [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds [Member] | Common collective trusts funds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 17,310 | 16,843 |
Small/Mid U.S. equity funds [Member] | Common collective trusts funds [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds [Member] | Common collective trusts funds [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 17,310 | 16,843 |
Small/Mid U.S. equity funds [Member] | Common collective trusts funds [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds [Member] | Pooled separate accounts [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 1,719 | 1,606 |
International equity funds [Member] | Pooled separate accounts [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds [Member] | Pooled separate accounts [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 1,719 | 1,606 |
International equity funds [Member] | Pooled separate accounts [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds [Member] | Common collective trusts funds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 17,938 | 16,629 |
International equity funds [Member] | Common collective trusts funds [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds [Member] | Common collective trusts funds [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 17,938 | 16,629 |
International equity funds [Member] | Common collective trusts funds [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds [Member] | Pooled separate accounts [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 6,139 | 6,337 |
Fixed income funds [Member] | Pooled separate accounts [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds [Member] | Pooled separate accounts [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 6,139 | 6,337 |
Fixed income funds [Member] | Pooled separate accounts [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds [Member] | Common collective trusts funds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 30,382 | 28,531 |
Fixed income funds [Member] | Common collective trusts funds [Member] | Level 1 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds [Member] | Common collective trusts funds [Member] | Level 2 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 30,382 | 28,531 |
Fixed income funds [Member] | Common collective trusts funds [Member] | Level 3 [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 0 | $ 0 |
PENSION AND OTHER POSTRETIREM63
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Benefit Payments) (Details) $ in Thousands | Sep. 25, 2016USD ($) |
Pension Benefits [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |
2016 (remaining) | $ 3,551 |
2,017 | 11,660 |
2,018 | 11,406 |
2,019 | 11,063 |
2,020 | 11,075 |
2021-2025 | 49,795 |
Total | 98,550 |
Other Benefits [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |
2016 (remaining) | 35 |
2,017 | 139 |
2,018 | 140 |
2,019 | 139 |
2,020 | 138 |
2021-2025 | 643 |
Total | $ 1,234 |
PENSION AND OTHER POSTRETIREM64
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Unrecognized Benefit Amounts) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Actuarial loss (gain) | $ (1,878) | $ 10,234 | $ 6,851 | $ 3,511 |
Pension Benefits [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Net actuarial loss (gain), beginning of period | 38,115 | 43,907 | ||
Amortization | (494) | (536) | ||
Curtailment and settlement adjustments | 0 | (3,629) | ||
Actuarial loss (gain) | 12,233 | 981 | ||
Asset loss (gain) | (828) | 8,835 | ||
Net actuarial loss (gain), end of period | 49,026 | 49,558 | 49,026 | 49,558 |
Other Benefits [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Net actuarial loss (gain), beginning of period | (79) | (127) | ||
Amortization | 0 | 0 | ||
Curtailment and settlement adjustments | 0 | 0 | ||
Actuarial loss (gain) | 95 | (11) | ||
Asset loss (gain) | 0 | 0 | ||
Net actuarial loss (gain), end of period | $ 16 | $ (138) | $ 16 | $ (138) |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Changes in Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance | $ 1,261,810 | $ 2,196,801 | ||
Amounts reclassified from accumulated other comprehensive loss to net income | (25) | 251 | ||
Total other comprehensive income (loss), net of tax | $ 1,878 | $ (10,164) | (6,918) | (3,461) |
Balance | 916,807 | 1,242,668 | 916,807 | 1,242,668 |
Accumulated Other Comprehensive Loss [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance | (58,930) | (62,541) | ||
Other comprehensive income (loss) before reclassifications | (6,893) | (3,712) | ||
Amounts reclassified from accumulated other comprehensive loss to net income | (25) | 251 | ||
Total other comprehensive income (loss), net of tax | (6,918) | (3,461) | ||
Balance | (65,848) | (66,002) | (65,848) | (66,002) |
Losses Related to Pension and Other Postretirement Benefits [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance | (58,997) | (62,572) | ||
Other comprehensive income (loss) before reclassifications | (7,158) | (3,845) | ||
Amounts reclassified from accumulated other comprehensive loss to net income | 307 | 334 | ||
Total other comprehensive income (loss), net of tax | (6,851) | (3,511) | ||
Balance | (65,848) | (66,083) | (65,848) | (66,083) |
Unrealized Holding Gains on Available-for-Sale Securities [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance | 67 | 31 | ||
Other comprehensive income (loss) before reclassifications | 265 | 133 | ||
Amounts reclassified from accumulated other comprehensive loss to net income | (332) | (83) | ||
Total other comprehensive income (loss), net of tax | (67) | 50 | ||
Balance | $ 0 | $ 81 | $ 0 | $ 81 |
STOCKHOLDERS' EQUITY (Schedul66
STOCKHOLDERS' EQUITY (Schedule of Reclassification from Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Realized gain on sale of securities | $ 125 | $ 319 | $ 1,501 | $ 3,086 |
Amortization of defined benefit pension and other postretirement plan actuarial losses | (1,821,504) | (1,827,985) | (5,289,063) | (5,125,640) |
Amortization of defined benefit pension and other postretirement plan actuarial losses | $ (46,116) | $ (52,620) | (144,424) | (150,961) |
Total before tax | 40 | (403) | ||
Tax benefit (expense) | (15) | 152 | ||
Net income | 25 | (251) | ||
Amount Reclassified from Accumulated Other Comprehensive Loss [Member] | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Realized gain on sale of securities | 534 | 133 | ||
Amount Reclassified from Accumulated Other Comprehensive Loss [Member] | Union Plan [Member] | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses | (15) | (19) | ||
Amount Reclassified from Accumulated Other Comprehensive Loss [Member] | Legacy Gold Kist Plans [Member] | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses | (149) | (161) | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses | $ (330) | $ (356) |
STOCKHOLDERS' EQUITY (Narrative
STOCKHOLDERS' EQUITY (Narrative) (Details) - USD ($) $ / shares in Units, shares in Millions | May 18, 2016 | Feb. 17, 2015 | Jul. 31, 2016 | Sep. 25, 2016 | Feb. 10, 2016 | Dec. 27, 2015 | Jul. 28, 2015 |
Equity [Abstract] | |||||||
Share repurchase, authorized amount | $ 300,000,000 | $ 150,000,000 | |||||
Shares repurchased under program (in shares) | 5.8 | ||||||
Market value of shares repurchased under program | $ 119,566,000 | $ 99,233,000 | |||||
Special cash dividends | $ 700,000,000 | $ 1,500,000,000 | |||||
Special cash dividends paid (in dollars per share) | $ 2.75 | $ 5.77 | |||||
Noncontrolling Interest [Line Items] | |||||||
Capital contributions to subsidiary by noncontrolling stockholders | $ 7,300,000 | $ 7,252,000 | |||||
Consolidation, eliminations [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Additional capital contributed to subsidiary | $ 2,700,000 |
INCENTIVE COMPENSATION (Narrati
INCENTIVE COMPENSATION (Narrative) (Details) - USD ($) shares in Millions | 9 Months Ended | |
Sep. 25, 2016 | Sep. 27, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Fair value of awards vested | $ 0 | $ 22,400,000 |
Total unrecognized compensation cost related to all nonvested awards | $ 8,500,000 | |
Weighted average period unrecognized compensation cost is expected to be recognized | 2 years 8 months 19 days | |
Incentive Plan [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Accrued costs related to the STIP | $ 12,700,000 | |
Reserved shares of common stock for future issuance under the LTIP (in shares) | 5.1 |
INCENTIVE COMPENSATION (Schedul
INCENTIVE COMPENSATION (Schedule of Awards) (Details) - $ / shares | May 18, 2016 | Feb. 17, 2015 | Sep. 25, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Special cash dividends paid (in dollars per share) | $ 2.75 | $ 5.77 | |
RSU 1 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 449,217 | ||
Grant Date | Feb. 19, 2014 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 16.70 | ||
Vesting Date | Dec. 31, 2016 | ||
Estimated Forfeiture Rate | 13.49% | ||
Awards Forfeited to Date (in shares) | 86,458 | ||
RSU 2 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 223,701 | ||
Grant Date | Mar. 3, 2014 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 17.18 | ||
Vesting Date | Dec. 31, 2017 | ||
Estimated Forfeiture Rate | 12.34% | ||
Awards Forfeited to Date (in shares) | 55,516 | ||
DER [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 45,961 | ||
Grant Date | Feb. 11, 2015 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 25.87 | ||
Vesting Date | Dec. 31, 2017 | ||
Estimated Forfeiture Rate | 12.34% | ||
RSU 3 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 158,226 | ||
Grant Date | Feb. 26, 2015 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 27.51 | ||
Vesting Date | Dec. 31, 2018 | ||
Awards Forfeited to Date (in shares) | 158,226 | ||
Percentage of awards forfeited | 100.00% | ||
RSU 4 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 251,136 | ||
Grant Date | Mar. 30, 2016 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 25.36 | ||
Vesting Date | Dec. 31, 2019 | ||
Awards Forfeited to Date (in shares) | 0 |
INCENTIVE COMPENSATION (Sched70
INCENTIVE COMPENSATION (Schedule of Compensation Cost and Income Tax Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation costs | $ 3,535 | $ 864 | $ 5,404 | $ 2,132 |
Income tax benefit | 1,083 | 261 | 1,633 | 620 |
Cost of goods sold [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation costs | 449 | 166 | 710 | 431 |
Selling, general and administrative expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation costs | $ 3,086 | $ 698 | $ 4,694 | $ 1,701 |
INCENTIVE COMPENSATION (Sched71
INCENTIVE COMPENSATION (Schedule of Restricted Share and Restricted Stock Unit Activity) (Details) - $ / shares shares in Thousands | 9 Months Ended | |
Sep. 25, 2016 | Sep. 27, 2015 | |
Restricted Stock Awards (RSA) [Member] | ||
Number | ||
Outstanding at beginning of period (in shares) | 0 | 30 |
Vested (in shares) | 0 | (15) |
Forfeited (in shares) | 0 | (15) |
Outstanding at end of period (in shares) | 0 | 0 |
Weighted-Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 0 | $ 8.72 |
Vested (in dollars per share) | 0 | 8.72 |
Forfeited (in dollars per share) | 0 | 8.72 |
Outstanding at end of period (in dollars per share) | $ 0 | $ 0 |
Restricted Stock Units (RSU) [Member] | ||
Number | ||
Outstanding at beginning of period (in shares) | 774 | 1,120 |
Granted (in shares) | 251 | 428 |
Vested (in shares) | 0 | (671) |
Forfeited (in shares) | (193) | (85) |
Outstanding at end of period (in shares) | 832 | 792 |
Weighted-Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 19.30 | $ 11.97 |
Granted (in dollars per share) | 25.36 | 21 |
Vested (in dollars per share) | 0 | 8.81 |
Forfeited (in dollars per share) | 24.51 | 18.51 |
Outstanding at end of period (in dollars per share) | $ 19.92 | $ 18.83 |
RELATED PARTY TRANSACTIONS (Nar
RELATED PARTY TRANSACTIONS (Narrative) (Details) - USD ($) | Jun. 25, 2015 | Sep. 25, 2016 | Dec. 27, 2015 | Dec. 28, 2014 |
Related Party Transaction [Line Items] | ||||
Issuance of intercompany loan receivable | $ 100,000,000 | |||
Intercompany note receivable | $ 0 | |||
Three-month LIBOR [Member] | ||||
Related Party Transaction [Line Items] | ||||
Margin on variable interest rate | 2.50% | |||
Related Party Transaction, Tax Sharing Agreement [Member] | JBS Food Company Holdings [Member] | ||||
Related Party Transaction [Line Items] | ||||
Net tax receivable | $ 3,700,000 | $ 3,800,000 |
RELATED PARTY TRANSACTIONS (Sch
RELATED PARTY TRANSACTIONS (Schedule of Related Party Transactions) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 25, 2016 | Sep. 27, 2015 | Sep. 25, 2016 | Sep. 27, 2015 | Apr. 01, 2016 | Mar. 07, 2016 | Dec. 27, 2015 | Oct. 26, 2011 | |
Related Party Transaction [Line Items] | ||||||||
Accounts payable to related parties | $ 9,689 | $ 9,689 | $ 7,000 | |||||
JBS Food Company Holdings [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Letter of credit fees expensed | 0 | $ 317 | 202 | $ 950 | ||||
Letter of credit, terminated | $ 16,500 | $ 40,000 | ||||||
Interest paid | 200 | |||||||
JBS Food Company Holdings [Member] | Letter of Credit [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Agreed repayment of debt | $ 56,500 | |||||||
JBS USA Food Company [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Purchases from related parties | 28,799 | 28,765 | 75,687 | 83,059 | ||||
Expenditures paid | 17,242 | 11,514 | 33,568 | 28,483 | ||||
Sales to related party | 4,819 | 5,197 | 12,235 | 17,442 | ||||
Accounts payable to related parties | 9,700 | 9,700 | 7,000 | |||||
Account receivable from related parties | 3,400 | 3,400 | $ 2,600 | |||||
Goods in transit | 1,300 | 1,300 | ||||||
JBS USA Food Company [Member] | Expenses Paid By Company On Behalf Of Related Party [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenditures paid | 1,142 | 519 | 9,830 | 2,548 | ||||
JBS Chile Ltda. [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Sales to related party | 126 | 35 | 438 | 269 | ||||
JBS Global (UK) Ltd. [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Sales to related party | $ 0 | $ 18 | $ 122 | $ 49 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | Dec. 12, 2012USD ($) | Oct. 13, 2016producerclaim | Sep. 25, 2016USD ($) | Dec. 27, 2009USD ($)settlement_agreement |
Due To Internal Revenue Service [Member] | ||||
Loss Contingencies [Line Items] | ||||
Damages sought | $ 29.3 | $ 74.7 | ||
Number of Stipulations of Settled Issued | settlement_agreement | 2 | |||
Due To Internal Revenue Service [Member] | Proceeding Accounts [Member] | ||||
Loss Contingencies [Line Items] | ||||
Damages sought | $ 45.4 | |||
Subsequent Event [Member] | ||||
Loss Contingencies [Line Items] | ||||
New claims filed - class action lawsuits | claim | 10 | |||
Number of other producers named in lawsuits | producer | 13 |