Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 26, 2017 | May 03, 2017 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 26, 2017 | |
Entity Registrant Name | PILGRIMS PRIDE CORP | |
Entity Central Index Key | 802,481 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,017 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 248,752,508 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 |
Statement of Financial Position [Abstract] | ||
Cash and cash equivalents | $ 30,762 | $ 120,328 |
Restricted cash | 4,415 | 4,979 |
Trade accounts and other receivables, less allowance for doubtful accounts | 367,351 | 317,170 |
Account receivable from related parties | 3,282 | 3,913 |
Inventories | 924,169 | 813,262 |
Income taxes receivable | 6,754 | 0 |
Prepaid expenses and other current assets | 77,587 | 57,457 |
Assets held for sale | 5,015 | 5,259 |
Total current assets | 1,419,335 | 1,322,368 |
Other long-lived assets | 16,509 | 15,710 |
Identified intangible assets, net | 121,880 | 38,593 |
Goodwill | 222,778 | 125,607 |
Property, plant and equipment, net | 1,709,843 | 1,505,940 |
Total assets | 3,490,345 | 3,008,218 |
Accounts payable | 575,781 | 555,097 |
Account payable to related parties | 5,089 | 1,421 |
Accrued expenses and other current liabilities | 284,834 | 290,699 |
Income taxes payable | 50,993 | 20,990 |
Current maturities of long-term debt | 96 | 94 |
Total current liabilities | 916,793 | 868,301 |
Long-term debt, less current maturities | 1,346,990 | 1,011,858 |
Deferred tax liabilities | 158,494 | 142,651 |
Other long-term liabilities | 88,717 | 88,661 |
Total liabilities | 2,510,994 | 2,111,471 |
Common stock | 2,602 | 2,597 |
Treasury stock | (231,758) | (217,117) |
Additional paid-in capital | 1,688,197 | 1,686,742 |
Accumulated deficit | (426,714) | (520,635) |
Accumulated other comprehensive loss | (62,921) | (64,243) |
Total Pilgrim’s Pride Corporation stockholders’ equity | 969,406 | 887,344 |
Noncontrolling interest | 9,945 | 9,403 |
Total stockholders’ equity | 979,351 | 896,747 |
Total liabilities and stockholders’ equity | $ 3,490,345 | $ 3,008,218 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Income Statement [Abstract] | ||
Net sales | $ 2,020,492 | $ 1,962,937 |
Cost of sales | 1,805,287 | 1,725,375 |
Gross profit | 215,205 | 237,562 |
Selling, general and administrative expense | 62,853 | 48,788 |
Operating income | 152,352 | 188,774 |
Interest expense, net of capitalized interest | 12,386 | 12,033 |
Interest income | (302) | (693) |
Foreign currency transaction loss (gain) | 619 | (235) |
Miscellaneous, net | (2,715) | (2,946) |
Income before income taxes | 142,364 | 180,615 |
Income tax expense | 47,901 | 62,604 |
Net income | 94,463 | 118,011 |
Less: Net income (loss) attributable to noncontrolling interests | 542 | (360) |
Net income attributable to Pilgrim’s Pride Corporation | $ 93,921 | $ 118,371 |
Weighted average shares of common stock outstanding: | ||
Basic (in shares) | 248,692 | 254,807 |
Effect of dilutive common stock equivalents (in shares) | 234 | 340 |
Diluted (in shares) | 248,926 | 255,147 |
Net income attributable to Pilgrim’s Pride Corporation per share of common stock outstanding: | ||
Basic (usd per share) | $ 0.38 | $ 0.46 |
Diluted (usd per share) | $ 0.38 | $ 0.46 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 94,463 | $ 118,011 |
Other comprehensive income (loss): | ||
Gain associated with available-for-sale securities, net of tax benefit of $41 | 0 | 30 |
Gain (loss) associated with pension and other postretirement benefits, net of tax expense (benefit) of $802 and $(4,155), respectively | 1,322 | (6,885) |
Total other comprehensive income (loss), net of tax | 1,322 | (6,855) |
Comprehensive income | 95,785 | 111,156 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | 542 | (360) |
Comprehensive income attributable to Pilgrim’s Pride Corporation | $ 95,243 | $ 111,516 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Gain (loss) associated with available-for-sale securities, tax expense (benefit) | $ 0 | $ (41) |
Gain (loss) associated with pension and other postretirement benefits, tax expense (benefit) | $ 802 | $ (4,155) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Loss | Noncontrolling Interest |
Balance, shares at Dec. 27, 2015 | 259,685 | 4,862 | |||||
Balance at Dec. 27, 2015 | $ 1,261,810 | $ 2,597 | $ (99,233) | $ 1,675,674 | $ (261,252) | $ (58,930) | $ 2,954 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 118,011 | 118,371 | (360) | ||||
Other comprehensive loss, net of tax | (6,855) | (6,855) | |||||
Share-based compensation plans: | |||||||
Requisite service period recognition | 880 | 880 | |||||
Common stock purchased under share repurchase program (in shares) | (113) | ||||||
Common stock purchased under share repurchase program | (2,657) | $ (2,657) | |||||
Balance, shares at Mar. 27, 2016 | 259,685 | 4,975 | |||||
Balance at Mar. 27, 2016 | 1,371,189 | $ 2,597 | $ (101,890) | 1,676,554 | (142,881) | (65,785) | 2,594 |
Balance, shares at Dec. 25, 2016 | 259,682 | 10,636 | |||||
Balance at Dec. 25, 2016 | 896,747 | $ 2,597 | $ (217,117) | 1,686,742 | (520,635) | (64,243) | 9,403 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 94,463 | 93,921 | 542 | ||||
Other comprehensive loss, net of tax | 1,322 | 1,322 | |||||
Share-based compensation plans: | |||||||
Common stock issued under compensation plans (in shares) | 486 | ||||||
Common stock issued under compensation plans | 0 | $ 5 | (5) | ||||
Requisite service period recognition | 1,460 | 1,460 | |||||
Common stock purchased under share repurchase program (in shares) | (780) | ||||||
Common stock purchased under share repurchase program | (14,641) | $ (14,641) | |||||
Balance, shares at Mar. 26, 2017 | 260,168 | 11,416 | |||||
Balance at Mar. 26, 2017 | $ 979,351 | $ 2,602 | $ (231,758) | $ 1,688,197 | $ (426,714) | $ (62,921) | $ 9,945 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 94,463 | $ 118,011 |
Adjustments to reconcile net income to cash provided by operating activities: | ||
Depreciation and amortization | 50,390 | 42,391 |
Foreign currency transaction loss | 2,158 | 0 |
Loss (gain) on property disposals | 118 | (129) |
Loss on equity method investments | (13) | 0 |
Share-based compensation | 1,460 | 880 |
Deferred income tax expense (benefit) | 13,330 | (215) |
Changes in operating assets and liabilities: | ||
Trade accounts and other receivables | (33,681) | (1,894) |
Inventories | (54,448) | 22,829 |
Prepaid expenses and other current assets | (16,715) | 7,023 |
Accounts payable, accrued expenses and other current liabilities | (18,072) | (55,990) |
Income taxes | 25,380 | 55,261 |
Long-term pension and other postretirement obligations | (1,633) | (2,311) |
Other operating assets and liabilities | (1,283) | (362) |
Cash provided by operating activities | 61,454 | 185,494 |
Cash flows from investing activities: | ||
Acquisitions of property, plant and equipment | (114,487) | (37,074) |
Purchase of acquired business, net of cash acquired | (359,698) | 0 |
Proceeds from property disposals | 181 | 610 |
Cash used in investing activities | (474,004) | (36,464) |
Cash flows from financing activities: | ||
Proceeds from note payable to bank | 0 | 8,885 |
Payments on note payable to bank | 0 | (16,034) |
Proceeds from revolving line of credit and long-term borrowings | 662,795 | 0 |
Payments on revolving line of credit, long-term borrowings and capital lease obligations | (330,772) | (21) |
Proceeds from equity contribution under Tax Sharing Agreement between JBS USA Food Company Holdings and Pilgrim’s Pride Corporation | 5,038 | 3,691 |
Payment of capitalized loan costs | 0 | (13) |
Purchase of common stock under share repurchase program | (14,641) | (2,657) |
Cash provided by (used in) financing activities | 322,420 | (6,149) |
Increase (decrease) in cash, cash equivalents and restricted cash | (90,130) | 142,881 |
Cash, cash equivalents and restricted cash, beginning of period | 125,307 | 439,638 |
Cash, cash equivalents and restricted cash, end of period | $ 35,177 | $ 582,519 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 26, 2017 | |
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 80 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 14 U.S. states, Puerto Rico and Mexico. As of March 26, 2017 , Pilgrim’s had approximately 41,900 employees and the capacity to process approximately 39.2 million birds per five-day work week for a total of approximately 11.5 billion pounds of live chicken annually. Approximately 4,575 contract growers supply poultry for the Company’s operations. As of March 26, 2017 , JBS S.A., through its indirect wholly-owned subsidiaries (together, “JBS”), beneficially owned 78.6% 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 thirteen weeks ended March 26, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . 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 25, 2016 . 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, 2017 ) 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. Restricted Cash The Company is required to maintain cash balances with a broker as collateral for exchange traded futures contracts. These balances are classified as restricted cash as they are not available for use by the Company to fund daily operations. The balance of restricted cash may also include investments in U.S. Treasury Bills that qualify as cash equivalents, as required by the broker, to offset the obligation to return cash collateral. The following table reconciles cash, cash equivalents and restricted cash as reported in the Condensed Consolidated Balance Sheets to the total of the same amounts shown in the Condensed Consolidated Statements of Cash Flows: March 26, 2017 December 25, 2016 (In thousands) Cash and cash equivalents $ 30,762 $ 120,328 Restricted cash 4,415 4,979 Total cash, cash equivalents and restricted cash shown in the $ 35,177 $ 125,307 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 are also identifying and implementing changes to the Company’s business processes, systems and controls to support adoption of the new standard. We 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 were effective as of the beginning of our 2017 fiscal year. The initial adoption of this guidance did not have a material impact 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 Company adopted this standard on December 26, 2016, the beginning of our 2017 fiscal year, and will prospectively present excess tax benefits or deficiencies in the income statement as a component of "Provision for income taxes" rather than in the "Equity" section of the Balance Sheet. As part of the adoption, the Company did not have a cumulative-effect adjustment, as there were no previous unrecognized excess tax benefits that would impact retained earnings. As a result, there was no retrospective adjustment to the prior period statement of cash flows of excess tax benefits as an operating activity rather than a financing activity. 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. In November 2016, the FASB issued new accounting guidance on the classification and presentation of restricted cash in the statement of cash flows in order to eliminate the diversity that currently exists in how companies present these changes. The new guidance requires restricted cash to be included with cash and cash equivalents when explaining the changes in cash in the statement of cash flows. We elected to early adopt this guidance as of December 26, 2016, the beginning of our 2017 fiscal year. An entity should apply the new guidance on a retrospective basis, wherein the statement of cash flow of each individual period presented should be adjusted to reflect the period-specific effects of applying the new guidance. Upon transition, an entity is required to comply with the applicable disclosures for a change in an accounting principle. These disclosures include the nature of and reason for the change in accounting principle, the transition method, a description of the prior-period information that has been retrospectively adjusted and the effect of the change on the financial statement line items. A description of the prior-period information that has been retrospectively adjusted and the effect of the change on the statement of cash flow line items is not disclosed as it is not material. In March 2017, the FASB issued new accounting guidance on the presentation of net periodic pension cost and net periodic postretirement benefit cost, which, in an effort to improve consistency and transparency, requires the service cost component of defined benefit pension cost and postretirement benefit cost (“net benefit cost”) to be reported in the same line of the income statement as other compensation costs earned by the employee and the other components of net benefit cost to be reported below income from operations. The new guidance will be effective as of the beginning of our 2019 fiscal year with early adoption permitted. 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 | 3 Months Ended |
Mar. 26, 2017 | |
Business Combinations [Abstract] | |
BUSINESS ACQUISITION | BUSINESS ACQUISITION On January 6, 2017, the Company acquired 100% of the membership interests of JFC LLC and its subsidiaries (together, “GNP”) from Maschhoff Family Foods, LLC for cash. GNP is a vertically integrated poultry business based in Saint Cloud, Minnesota. The acquired business has a production capacity of 2.1 million birds per five-day work week in its three plants and employs approximately 1,700 people. The following table summarizes the consideration paid for GNP (in thousands): Negotiated sales price $ 350,000 Working capital adjustment 7,252 Preliminary purchase price $ 357,252 The preliminary purchase price includes $2.5 million due to PPC from Maschhoff Family Foods, LLC for working capital adjustments. Transaction costs incurred in conjunction with the purchase were approximately $0.3 million . These costs were expensed as incurred. The results of operations of the acquired business since January 6, 2017 are included in the Company’s Condensed Consolidated Statements of Operations. Net sales generated by the acquired business during the thirteen weeks ended March 26, 2017 totaled $97.8 million . The acquired business generated net income during the thirteen weeks ended March 26, 2017 totaling $4.6 million . The assets acquired and liabilities assumed in the GNP acquisition were measured at their fair values at January 6, 2017 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 (i) complementary product offerings, (ii) an enhanced footprint in the U.S., (iii) shared knowledge of innovative technologies such as gas stunning, aeroscalding and automated deboning, (iv) enhanced position in the fast-growing antibiotic-free and certified organic chicken segments due to the addition of GNP’s portfolio of Just BARE® Certified Organic and Natural/American Humane Certified TM /No-Antibiotics-Ever product lines and (v) attractive cost-reduction synergy opportunities and value creation. The Company has tax basis in the goodwill, and therefore, the goodwill is deductible for tax purposes. The preliminary fair values recorded were determined based upon a preliminary valuation. The estimates and assumptions used in such valuation are subject to change, which could be significant, within the measurement period (up to one year from the acquisition date). The primary areas of acquisition accounting that are not yet finalized relate to the preliminary valuation and residual goodwill. The fair values recorded for the assets acquired and liabilities assumed for GNP are as follows (in thousands): Cash and cash equivalents $ 10 Trade accounts and other receivables 18,453 Inventories 56,459 Prepaid expenses and other current assets 3,414 Property, plant and equipment 135,259 Identifiable intangible assets 85,610 Other long-lived assets 829 Total assets acquired 300,034 Accounts payable 23,848 Other current liabilities 12,712 Long-term deferred tax liabilities — Other long-term liabilities 3,393 Total liabilities assumed 39,953 Total identifiable net assets 260,081 Goodwill 97,171 Total net assets $ 357,252 The Company recognized certain identifiable intangible assets during the thirteen weeks ended March 26, 2017 due to this acquisition. The following table presents the fair values (in thousands) and useful lives (in years), where applicable, of these assets: Fair Value Useful Life Assets subject to amortization: Customer relationships $ 16,360 10.0 Non-compete agreement 510 3.0 Total fair value 16,870 Weighted average useful life 9.8 Assets not subject to amortization: Trade names 68,740 Total fair value $ 85,610 The Company recognized the following change in goodwill due to this acquisition during the thirteen weeks ended March 26, 2017 (in thousands): Balance, beginning of period $ 125,607 Preliminary purchase price attributed to goodwill 97,171 Balance, end of period $ 222,778 The following unaudited pro forma information presents the combined financial results for the Company and GNP as if the acquisition had been completed at the beginning of the Company’s prior year, December 28, 2015. Thirteen Weeks Ended March 26, 2017 Thirteen Weeks Ended (In thousands, except per share amount) Net sales $ 2,026,290 $ 2,069,103 Net income attributable to Pilgrim's Pride Corporation 92,599 116,096 Net income attributable to Pilgrim's Pride Corporation 0.37 0.46 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 | 3 Months Ended |
Mar. 26, 2017 | |
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 March 26, 2017 and December 25, 2016 , 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: March 26, 2017 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 3,978 $ — $ — $ 3,978 Fair value liabilities: Commodity futures instruments (3,321 ) — — (3,321 ) Commodity options instruments (913 ) — — (913 ) Foreign currency instruments (605 ) — — (605 ) December 25, 2016 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 5,341 $ — $ — $ 5,341 Commodity options instruments 98 — — 98 Fair value liabilities: Commodity futures instruments (4,063 ) — — (4,063 ) Commodity option instruments (2,764 ) — — (2,764 ) See “Note 7. Derivative Financial Instruments” for additional information. Fair value and carrying value for our fixed-rate debt obligation is as follows: March 26, 2017 December 25, 2016 Carrying Fair Carrying Fair (In thousands) Fixed-rate senior notes payable at 5.75%, at Level 1 inputs $ (500,000 ) $ (510,250 ) $ (500,000 ) $ (503,395 ) 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 March 26, 2017 or December 25, 2016 , 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 | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 December 25, 2016 (In thousands) Trade accounts receivable $ 353,103 $ 305,337 Notes receivable - current 630 630 Other receivables 18,451 15,766 Receivables, gross 372,184 321,733 Allowance for doubtful accounts (4,833 ) (4,563 ) Receivables, net $ 367,351 $ 317,170 Account receivable from related parties (a) $ 3,282 $ 3,913 (a) Additional information regarding accounts receivable from related parties is included in “Note 15. Related Party Transactions.” Activity in the allowance for doubtful accounts for the thirteen weeks ended March 26, 2017 was as follows (in thousands): Balance, beginning of period $ (4,563 ) Provision charged to operating results (55 ) Account write-offs and recoveries 24 GNP acquisition (17 ) Effect of exchange rate (222 ) Balance, end of period $ (4,833 ) |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 26, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: March 26, 2017 December 25, 2016 (In thousands) Live chicken and hens $ 388,663 $ 362,054 Feed, eggs and other 315,265 250,680 Finished chicken products 215,138 182,918 Total chicken inventories 919,066 795,652 Commercial feed and other 5,103 17,610 Total inventories $ 924,169 $ 813,262 |
INVESTMENTS IN SECURITIES
INVESTMENTS IN SECURITIES | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 December 25, 2016 Amortized Cost Fair Amortized Cost Fair (In thousands) Cash equivalents: Fixed income securities $ — $ — $ 44,865 $ 44,865 Other 62 62 61 61 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 weeks ended March 26, 2017 and March 27, 2016 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 thirteen weeks ended March 26, 2017 and March 27, 2016 . Net unrealized holding gains and losses on the Company’s available-for-sale securities recognized during the thirteen weeks ended March 26, 2017 and March 27, 2016 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 thirteen weeks ended March 26, 2017 and March 27, 2016 is disclosed in “Note 13. Stockholders’ Equity - Accumulated Other Comprehensive Loss.” |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 26, 2017 | |
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 Company has purchased foreign currency forward contracts to manage this translational foreign exchange risk. 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 or foreign currency 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 $2.9 million and net gains of $4.1 million related to changes in the fair value of its derivative financial instruments during the thirteen weeks ended March 26, 2017 and March 27, 2016 , respectively. Information regarding the Company’s outstanding derivative instruments and cash collateral posted with (owed to) brokers is included in the following table: March 26, 2017 December 25, 2016 (Fair values in thousands) Fair values: Commodity derivative assets $ 3,978 $ 5,439 Commodity derivative liabilities (4,234 ) (6,827 ) Foreign currency derivative liabilities (605 ) — Cash collateral posted with brokers 4,415 4,979 Derivatives coverage (a) : Corn 0.3 % 2.3 % Soybean meal 0.9 % 0.3 % Period through which stated percent of needs are covered: Corn September 2018 September 2018 Soybean meal December 2017 July 2017 (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 | 3 Months Ended |
Mar. 26, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment (“PP&E”), net consisted of the following: March 26, 2017 December 25, 2016 (In thousands) Land $ 162,010 $ 112,132 Buildings 1,247,579 1,169,984 Machinery and equipment 1,839,555 1,789,550 Autos and trucks 48,214 50,964 Construction-in-progress 301,451 231,874 PP&E, gross 3,598,809 3,354,504 Accumulated depreciation (1,888,966 ) (1,848,564 ) PP&E, net $ 1,709,843 $ 1,505,940 The Company recognized depreciation expense of $45.8 million and $38.5 million during the thirteen weeks ended March 26, 2017 and March 27, 2016 , respectively. During the thirteen weeks ended March 26, 2017 , Pilgrim's spent $114.5 million on capital projects and transferred $ 47.5 million of completed projects from construction-in-progress to depreciable assets. During the thirteen weeks ended March 27, 2016, the Company spent $37.1 million on capital projects and transferred $77.3 million of completed projects from construction-in-progress to depreciable assets. Capital expenditures were primarily incurred during the thirteen weeks ended March 26, 2017 to improve efficiencies and reduce costs. During the thirteen weeks ended March 26, 2017 , the Company sold miscellaneous equipment for cash of $0.2 million and recognized net loss on these sales of $0.1 million . During the thirteen weeks ended March 27, 2016 , the Company sold certain PP&E for cash of $0.6 million and recognized net gains on these sales of $0.1 million . PP&E sold in the period included an office building in Texas and miscellaneous equipment. 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 March 26, 2017 and December 25, 2016 , the Company reported properties and related assets totaling $5.0 million and $5.3 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 March 26, 2017 , the carrying amount of these idled assets was $59.0 million based on depreciable value of $191.7 million and accumulated depreciation of $132.7 million . The Company last tested the recoverability of its long-lived assets held and used in December 2016 . 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 thirteen weeks ended March 26, 2017 that required the Company to test its long-lived assets held and used for recoverability. |
CURRENT LIABILITIES
CURRENT LIABILITIES | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 December 25, 2016 (In thousands) Accounts payable: Trade accounts $ 478,628 $ 487,214 Book overdrafts 78,490 63,577 Other payables 18,663 4,306 Total accounts payable 575,781 555,097 Accounts payable to related parties (a) 5,089 1,421 Accrued expenses and other current liabilities: Compensation and benefits 91,826 110,385 Interest and debt-related fees 2,578 8,685 Insurance and self-insured claims 83,705 82,544 Derivative liabilities: Futures 3,321 4,063 Options 913 2,764 Foreign currency 605 — Other accrued expenses 101,886 82,258 Total accrued expenses and other current liabilities 284,834 290,699 $ 865,704 $ 847,217 (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 | 3 Months Ended |
Mar. 26, 2017 | |
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 March 26, 2017 December 25, 2016 (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 2.23% 2020 500,000 500,000 Revolving note payable at 2.17% 2020 314,559 — Mexico Credit Facility (defined below) with notes payable at 2019 42,949 23,304 Capital lease obligations Various 353 376 Long-term debt 1,357,861 1,023,680 Less: Current maturities of long-term debt (96 ) (94 ) Long-term debt, less current maturities 1,357,765 1,023,586 Less: Capitalized financing costs (10,775 ) (11,728 ) Long-term debt, less current maturities, net of capitalized financing costs: $ 1,346,990 $ 1,011,858 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 Rabobank U.A., 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 $500.0 million (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 March 26, 2017 . 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 March 26, 2017 and, thereafter, 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 March 26, 2017 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 March 26, 2017 , the borrowing base was $700.0 million and the amount available for borrowing under the revolving loan commitment was $340.6 million . The Company had letters of credit of $44.8 million and $314.6 million outstanding borrowings under the revolving loan commitment as of March 26, 2017 . 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 September 27, 2016, 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 0.95% . The Mexico Credit Facility is scheduled to mature on September 27, 2019. As of March 26, 2017 , the U.S. dollar-equivalent loan commitment under the Mexico Credit Facility was $79.9 million , and there were $42.9 million outstanding borrowings under the Mexico Credit Facility that bear interest at a per annum rate of 7.56% . As of March 26, 2017 , the U.S. dollar-equivalent borrowing availability was $37.0 million . |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 26, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company recorded income tax expense of $47.9 million , a 33.6% effective tax rate, for the thirteen weeks ended March 26, 2017 compared to income tax expense of $62.6 million , a 34.7% effective tax rate, for the thirteen weeks ended March 27, 2016 . The decrease in income tax expense in 2017 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 March 26, 2017 , 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 thirteen weeks ended March 26, 2017 and March 27, 2016 , there is a tax effect of $(0.8) million and $4.2 million , respectively, reflected in other comprehensive income. Beginning in 2017, as a result of new FASB guidance on share-based payments, excess tax benefits are now required to be reported in income tax expense rather than in additional paid-in capital. For the thirteen weeks ended March 26, 2017 , there is an immaterial tax effect reflected in income tax expense due to excess tax benefits related to share-based compensation. For the thirteen weeks ended March 27, 2016 , there is no tax effect reflected in additional paid-in capital due to excess tax benefits related to share-based compensation. See “Note 1. Description of Business and Basis of Presentation” for additional information. 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 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 | 3 Months Ended |
Mar. 26, 2017 | |
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 in each of the thirteen weeks ended March 26, 2017 and March 27, 2016 . 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: Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in projected benefit obligation: (In thousands) Projected benefit obligation, beginning of period $ 167,159 $ 1,648 $ 165,952 $ 1,672 Interest cost 1,393 13 1,396 12 Actuarial losses (gains) 785 (24 ) 4,417 51 Benefits paid (2,237 ) (37 ) (2,365 ) (35 ) Projected benefit obligation, end of period $ 167,100 $ 1,600 $ 169,400 $ 1,700 Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in plan assets: (In thousands) Fair value of plan assets, beginning of period $ 97,526 $ — $ 96,947 $ — Actual return on plan assets 3,965 — (5,446 ) — Contributions by employer 1,926 37 2,541 35 Benefits paid (2,237 ) (37 ) (2,365 ) (35 ) Fair value of plan assets, end of period $ 101,180 $ — $ 91,677 $ — March 26, 2017 December 25, 2016 Pension Benefits Other Benefits Pension Benefits Other Benefits Funded status: (In thousands) Unfunded benefit obligation, end of period $ (65,920 ) $ (1,600 ) $ (69,633 ) $ (1,648 ) March 26, 2017 December 25, 2016 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: (In thousands) Current liability $ (13,108 ) $ (147 ) $ (13,113 ) $ (147 ) Long-term liability (52,812 ) (1,453 ) (56,520 ) (1,501 ) Recognized liability $ (65,920 ) $ (1,600 ) $ (69,633 ) $ (1,648 ) March 26, 2017 December 25, 2016 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) $ 44,394 $ (55 ) $ 46,494 $ (31 ) The accumulated benefit obligation for our defined benefit pension plans was $167.1 million and $167.2 million at March 26, 2017 and December 25, 2016 , respectively. Each of our defined benefit pension plans had accumulated benefit obligations that exceeded the fair value of plan assets at March 26, 2017 and December 25, 2016 , respectively. As of March 26, 2017 , the weighted average duration of our defined benefit obligation is 32.31 years. Net Periodic Benefit Costs Net defined benefit pension and other postretirement costs included the following components: Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Interest cost $ 1,393 $ 13 $ 1,396 $ 12 Estimated return on plan assets (1,313 ) — (1,314 ) — Amortization of net loss 233 — 165 — Net costs $ 313 $ 13 $ 247 $ 12 Economic Assumptions The weighted average assumptions used in determining pension and other postretirement plan information were as follows: March 26, 2017 December 25, 2016 Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure benefit obligation at end of period: Discount rate 4.29 % 3.78 % 4.31 % 3.81 % Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure net pension and other postretirement cost: Discount rate 4.31 % 3.81 % 4.47 % 4.47 % Expected return on plan assets 5.50 % NA 5.50 % 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 March 26, 2017 and December 25, 2016 , 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 $ (4,617 ) $ 4,909 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: March 26, 2017 December 25, 2016 Cash and cash equivalents — % — % Pooled separate accounts (a) : Equity securities 5 % 5 % Fixed income securities 5 % 5 % Common collective trust funds (a) : Equity securities 60 % 60 % Fixed income securities 30 % 30 % 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 March 26, 2017 and December 25, 2016 : March 26, 2017 December 25, 2016 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 $ 140 $ — $ — $ 140 $ 119 $ — $ — $ 119 Pooled separate accounts: Large U.S. equity funds (d) — 3,456 — 3,456 — 3,302 — 3,302 Small/Mid U.S. equity funds (e) — 409 — 409 — 406 — 406 International equity funds (f) — 1,349 — 1,349 — 1,231 — 1,231 Fixed income funds (g) — 4,828 — 4,828 — 4,867 — 4,867 Common collective trusts funds: Large U.S. equity funds (d) — 24,785 — 24,785 — 24,547 — 24,547 Small U.S. equity funds (e) — 17,080 — 17,080 — 17,344 — 17,344 International equity funds (f) — 18,784 — 18,784 — 17,006 — 17,006 Fixed income funds (g) — 30,349 — 30,349 — 28,704 — 28,704 Total assets $ 140 $ 101,040 $ — $ 101,180 $ 119 $ 97,407 $ — $ 97,526 (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 March 26, 2017 expected to be paid through 2026 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) 2017 (remaining) $ 12,723 $ 110 2018 11,617 147 2019 11,088 146 2020 11,019 144 2021 10,790 142 2022-2026 49,927 640 Total $ 107,164 $ 1,329 We anticipate contributing $8.7 million and $0.1 million , as required by funding regulations or laws, to our pension plans and other postretirement plans, respectively, during the remainder of 2017 . 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: Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Net actuarial loss (gain), beginning of period $ 46,494 $ (31 ) $ 38,115 $ (79 ) Amortization (233 ) — (165 ) — Curtailment and settlement adjustments — — — — Actuarial loss (gain) 785 (24 ) 4,417 51 Asset loss (gain) (2,652 ) — 6,759 — Net actuarial loss (gain), end of period $ 44,394 $ (55 ) $ 49,126 $ (28 ) The Company expects to recognize in net pension cost throughout the remainder of 2017 an actuarial loss of $0.7 million that was recorded in accumulated other comprehensive loss at March 26, 2017 . 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 | 3 Months Ended |
Mar. 26, 2017 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Accumulated Other Comprehensive Loss The following tables provide information regarding the changes in accumulated other comprehensive loss: Thirteen Weeks Ended March 26, 2017 (a) Thirteen Weeks Ended March 27, 2016 (a) Losses Related to Pension and Other Postretirement Benefits Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ (64,243 ) $ (58,997 ) $ 67 $ (58,930 ) Other comprehensive income (loss) before reclassifications 1,177 (6,988 ) 171 (6,817 ) Amounts reclassified from accumulated other comprehensive loss to net income 145 103 (141 ) (38 ) Net current period other comprehensive income (loss) 1,322 (6,885 ) 30 (6,855 ) Balance, end of period $ (62,921 ) $ (65,882 ) $ 97 $ (65,785 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits to accumulated other comprehensive loss. Amounts Reclassified from Accumulated Other Comprehensive Loss (a) Details about Accumulated Other Comprehensive Loss Components Thirteen Weeks Ended March 26, 2017 Thirteen Weeks Ended March 27, 2016 Affected Line Item in the Condensed Consolidated Statements of Operations (In thousands) Realized gain on sale of securities $ — $ 226 Interest income Amortization of defined benefit pension and other postretirement plan actuarial losses: Union employees pension plan (b)(d) (6 ) (5 ) Cost of sales Legacy Gold Kist plans (c)(d) (71 ) (50 ) Cost of sales Legacy Gold Kist plans (c)(d) (156 ) (110 ) Selling, general and administrative expense Total before tax (233 ) 61 Tax benefit (expense) 88 (23 ) Total reclassification for the period $ (145 ) $ 38 (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. On February 8, 2017, the Company's Board of Directors further extended the program expiration to August 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 March 26, 2017 , the Company had repurchased approximately 11.4 million shares under this program with a market value at the time of purchase of approximately $231.8 million . The Company accounted for the shares repurchased using the cost method. 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 | 3 Months Ended |
Mar. 26, 2017 | |
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 $4.1 million in costs related to the STIP at March 26, 2017 related to cash bonus awards that could potentially be awarded during the remainder of 2017 and 2018 . The Company assumed responsibility for the JFC LLC Long-Term Equity Incentive Plan dated January 1, 2014, as amended by Amendment 1 dated February 10, 2014, (the “JFC LTIP”) through its acquisition of GNP on January 6, 2017. The Company has accrued $3.4 million in costs related to the JFC LTIP at March 26, 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 and restricted stock units (“RSUs”). At March 26, 2017 , we have reserved approximately 4.8 million shares of common stock for future issuance under the LTIP. The following awards were outstanding during the thirteen weeks ended March 26, 2017 : Award Type Benefit Plan Awards Granted Grant Date Grant Date Fair Value per Award (a) Vesting Condition Vesting Date Vesting Date Fair Value per Award (a) Estimated Forfeiture Rate Awards Forfeited to Date Settlement Method RSU LTIP 449,217 02/19/2014 $ 16.70 Service 12/31/2016 $ 18.99 13.49 % 86,458 Stock RSU LTIP 223,701 03/03/2014 17.18 Performance / Service 12/31/2017 12.34 % 55,516 Stock RSU (b) LTIP 45,961 02/11/2015 25.87 Service 12/31/2017 18.99 12.34 % — Stock RSU LTIP 251,136 03/30/2016 25.36 Performance / Service 12/31/2019 18.99 (d) 251,136 Stock RSU (b) LTIP 74,536 10/13/2016 20.93 Service 12/31/2016 — % — Stock RSU LTIP 389,424 01/19/2017 18.39 Performance / Service (e) — % — Stock RSU (c) LTIP 48,586 02/13/2017 20.52 Service 2/13/2017 — % — Stock RSU (c) LTIP 23,469 02/13/2017 20.52 Service 12/31/2017 — % — Stock (a) The fair value of each 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 additional RSUs to LTIP participants that were equal to the amount of the dividend that would be awarded to them had their RSUs existing as of the dividend record date been vested. The additional RSUs that were granted to the LTIP participants are subject to the same vesting requirements as the underlying RSUs granted under the LTIP. (c) On May 18, 2016, the Company paid a special cash dividend to stockholders of record as of May 10, 2015 totaling $2.75 per share. On October 27, 2016, the Compensation Committee of the Company's Board of Directors agreed to grant additional RSUs to LTIP participants that were equal to the amount of the dividend that would be awarded to them had their RSUs existing as of the dividend record date been vested. The additional RSUs that were granted to the LTIP participants are subject to the same vesting requirements as the underlying RSUs granted under the LTIP. (d) Performance conditions associated with these awards were not satisfied. Therefore, 100% of the awards were forfeited during the thirteen weeks ended March 26, 2017 . (e) The subject RSUs will vest in ratable tranches on December 31, 2018, December 31, 2019, and December 31, 2020. Compensation costs and the income tax benefit recognized for our share-based compensation arrangements are included below: Thirteen Weeks Ended March 26, 2017 March 27, 2016 (In thousands) Share-based compensation cost: Cost of sales $ 149 $ 99 Selling, general and administrative expense 1,311 781 Total $ 1,460 $ 880 Income tax benefit $ 417 $ 257 The Company’s RSU activity is included below: Thirteen Weeks Ended March 26, 2017 Thirteen Weeks Ended March 27, 2016 Number Weighted Average Grant Date Fair Value Number Weighted Average Grant Date Fair Value (In thousands, except weighted average fair values) Outstanding at beginning of period 906 $ 20.00 774 $ 18.78 Granted 462 18.72 — — Vested (486 ) 17.73 — — Forfeited (251 ) 25.36 (148 ) 26.82 Outstanding at end of period 631 $ 18.68 626 $ 16.88 The total fair value of awards vested during the thirteen weeks ended March 26, 2017 was $9.2 million . No awards vested during the thirteen weeks ended March 27, 2016 . At March 26, 2017 , the total unrecognized compensation cost related to all nonvested awards was $9.3 million . That cost is expected to be recognized over a weighted average period of 2.39 years. Historically, we have issued new shares to satisfy award conversions. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 26, 2017 | |
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 March 26, 2017 March 27, 2016 (In thousands) JBS USA Food Company Holdings : Letter of credit fees (a) $ — $ 202 JBS USA Food Company: Purchases from JBS USA Food Company (b) 27,289 20,511 Expenditures paid by JBS USA Food Company on behalf of Pilgrim’s Pride Corporation (c) 10,949 7,604 Sales to JBS USA Food Company (b) 4,563 3,302 Expenditures paid by Pilgrim’s Pride Corporation on behalf of JBS USA Food Company (c) 865 6,963 JBS Chile Ltda.: Sales to JBS Chile Ltda. — 205 JBS Global (UK) Ltd.: Sales to JBS Global (UK) Ltd. 19 122 JBS Five Rivers Sales to JBS Five Rivers 7,122 — J&F Investimentos Ltd.: Sales to J&F Investimentos Ltd. 104 — (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 thirteen weeks ended March 27, 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 March 26, 2017 and December 25, 2016, the outstanding payable to JBS USA was $5.1 million and $1.4 million , respectively. As of March 26, 2017 and December 25, 2016, the outstanding receivable from JBS USA was $3.3 million and $3.8 million , respectively. As of March 26, 2017 , approximately $ 2.0 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, 2019. 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 $5.0 million for tax year 2016 was accrued in 2016 and paid in February 2017. The net tax receivable of $3.7 million for tax year 2015 was accrued in 2015 and paid in January 2016. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 26, 2017 | |
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 . Pilgrim's entered into two Stipulations of Settled Issues agreements with the IRS (the “Stipulations”) on December 12, 2012 that accounted for approximately $29.3 million of the claims and should result in no additional tax due. The Company is currently working with the IRS to finalize the complete tax calculations associated with the Stipulations. Other Claims and Proceedings Between September 2, 2016 and October 13, 2016, a series of purported federal class action lawsuits were brought against Pilgrim's and 13 other producers by and on behalf of direct and indirect purchasers of broiler chickens alleging violations of federal and state antitrust and unfair competition laws. 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. Plaintiffs have filed three consolidated amended complaints: one on behalf of direct purchasers and two on behalf of distinct groups of indirect purchasers. Defendants (including the Company) moved to dismiss all complaints on January 27, 2017, which Plaintiffs opposed on March 15, 2017. Reply briefs are due on April 12, 2017. The Company believes we have strong defenses in response to plaintiffs’ allegations and intend to contest the action vigorously. On October 10, 2016, Patrick Hogan, acting on behalf of himself and putative class of persons who purchased shares of Pilgrim’s common stock between February 21, 2014 and October 4, 2016, filed a class action complaint in the U.S. District Court for the District of Colorado against the Company and its named executive officers. The complaint alleges, among other things, that the Company’s SEC filings contained statements that were rendered materially false and misleading by its failure to disclose that (i) Pilgrim's colluded with several of its industry peers to fix prices in the broiler chicken market as alleged in the In re Broiler Chicken Antitrust Litigation , (ii) the Company's conduct constituted a violation of federal antitrust laws, (iii) Pilgrim's revenues during the class period were the result of illegal conduct and (iv) the Company lacked effective internal control over financial reporting, as well as stating that Pilgrim's industry was anticompetitive. On April 4, 2017, the Court appointed another shareholder, George James Fuller, as lead plaintiff. Fuller has not yet filed a consolidated amended complaint, and the Court has not set a briefing schedule for defendants’ motion to dismiss. On January 27, 2017, a purported class action on behalf of broiler chicken farmers was brought against Pilgrim's and 4 other producers in the Eastern District of Oklahoma, alleging, among other things, a conspiracy to reduce competition for grower services and depress the price paid to growers. Plaintiffs allege violations of the Sherman Act and the Packers and Stockyards Act and seek, among other relief, treble damages. Answers or responses to the complaint are due on April 28, 2017. The Company believes they have strong defenses in response to plaintiffs' allegations and intend to contest these actions vigorously. On March 9, 2017, a shareholder derivative action styled DiSalvio v. Lovette, et al. , No. 2017 cv. 30207, was brought against all of Pilgrim’s directors and its Chief Financial Officer, Fabio Sandri, in the District Court for the County of Weld in Colorado. The complaint alleges, among other things, that the named defendants breached their fiduciary duties by failing to prevent the Company and its officers from engaging in an antitrust conspiracy as alleged in the In re Broiler Chicken Antitrust Litigation , and issuing false and misleading statements as alleged in the Hogan class action litigation. Plaintiff has agreed to stay the action pending the resolution of any motion to dismiss in the Hogan class action litigation. The Company cannot predict the outcome of these actions nor when they will be resolved. If the plaintiffs were to prevail in any of these litigations, Pilgrim's could be liable for damages, which could be material and could adversely affect its financial condition or results of operations. |
DESCRIPTION OF BUSINESS AND B24
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 26, 2017 | |
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 thirteen weeks ended March 26, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . 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 25, 2016 . 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, 2017 ) 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 are also identifying and implementing changes to the Company’s business processes, systems and controls to support adoption of the new standard. We 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 were effective as of the beginning of our 2017 fiscal year. The initial adoption of this guidance did not have a material impact 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 Company adopted this standard on December 26, 2016, the beginning of our 2017 fiscal year, and will prospectively present excess tax benefits or deficiencies in the income statement as a component of "Provision for income taxes" rather than in the "Equity" section of the Balance Sheet. As part of the adoption, the Company did not have a cumulative-effect adjustment, as there were no previous unrecognized excess tax benefits that would impact retained earnings. As a result, there was no retrospective adjustment to the prior period statement of cash flows of excess tax benefits as an operating activity rather than a financing activity. 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. In November 2016, the FASB issued new accounting guidance on the classification and presentation of restricted cash in the statement of cash flows in order to eliminate the diversity that currently exists in how companies present these changes. The new guidance requires restricted cash to be included with cash and cash equivalents when explaining the changes in cash in the statement of cash flows. We elected to early adopt this guidance as of December 26, 2016, the beginning of our 2017 fiscal year. An entity should apply the new guidance on a retrospective basis, wherein the statement of cash flow of each individual period presented should be adjusted to reflect the period-specific effects of applying the new guidance. Upon transition, an entity is required to comply with the applicable disclosures for a change in an accounting principle. These disclosures include the nature of and reason for the change in accounting principle, the transition method, a description of the prior-period information that has been retrospectively adjusted and the effect of the change on the financial statement line items. A description of the prior-period information that has been retrospectively adjusted and the effect of the change on the statement of cash flow line items is not disclosed as it is not material. In March 2017, the FASB issued new accounting guidance on the presentation of net periodic pension cost and net periodic postretirement benefit cost, which, in an effort to improve consistency and transparency, requires the service cost component of defined benefit pension cost and postretirement benefit cost (“net benefit cost”) to be reported in the same line of the income statement as other compensation costs earned by the employee and the other components of net benefit cost to be reported below income from operations. The new guidance will be effective as of the beginning of our 2019 fiscal year with early adoption permitted. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. |
DESCRIPTION OF BUSINESS AND B25
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table reconciles cash, cash equivalents and restricted cash as reported in the Condensed Consolidated Balance Sheets to the total of the same amounts shown in the Condensed Consolidated Statements of Cash Flows: March 26, 2017 December 25, 2016 (In thousands) Cash and cash equivalents $ 30,762 $ 120,328 Restricted cash 4,415 4,979 Total cash, cash equivalents and restricted cash shown in the $ 35,177 $ 125,307 |
Schedule of Restricted Cash and Cash Equivalents | The following table reconciles cash, cash equivalents and restricted cash as reported in the Condensed Consolidated Balance Sheets to the total of the same amounts shown in the Condensed Consolidated Statements of Cash Flows: March 26, 2017 December 25, 2016 (In thousands) Cash and cash equivalents $ 30,762 $ 120,328 Restricted cash 4,415 4,979 Total cash, cash equivalents and restricted cash shown in the $ 35,177 $ 125,307 |
BUSINESS ACQUISITION (Tables)
BUSINESS ACQUISITION (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, Consideration Paid | The following table summarizes the consideration paid for GNP (in thousands): Negotiated sales price $ 350,000 Working capital adjustment 7,252 Preliminary purchase price $ 357,252 |
Schedule of Business Acquisitions, Fair Values of Assets Acquired and Liabilities Assumed | The fair values recorded for the assets acquired and liabilities assumed for GNP are as follows (in thousands): Cash and cash equivalents $ 10 Trade accounts and other receivables 18,453 Inventories 56,459 Prepaid expenses and other current assets 3,414 Property, plant and equipment 135,259 Identifiable intangible assets 85,610 Other long-lived assets 829 Total assets acquired 300,034 Accounts payable 23,848 Other current liabilities 12,712 Long-term deferred tax liabilities — Other long-term liabilities 3,393 Total liabilities assumed 39,953 Total identifiable net assets 260,081 Goodwill 97,171 Total net assets $ 357,252 |
Fair Values and Useful Lives of Intangible Assets Acquired | The following table presents the fair values (in thousands) and useful lives (in years), where applicable, of these assets: Fair Value Useful Life Assets subject to amortization: Customer relationships $ 16,360 10.0 Non-compete agreement 510 3.0 Total fair value 16,870 Weighted average useful life 9.8 Assets not subject to amortization: Trade names 68,740 Total fair value $ 85,610 |
Schedule of Business Acquisitions, Goodwill | The Company recognized the following change in goodwill due to this acquisition during the thirteen weeks ended March 26, 2017 (in thousands): Balance, beginning of period $ 125,607 Preliminary purchase price attributed to goodwill 97,171 Balance, end of period $ 222,778 |
Schedule of Business Acquisitions, Pro Forma Information | The following unaudited pro forma information presents the combined financial results for the Company and GNP as if the acquisition had been completed at the beginning of the Company’s prior year, December 28, 2015. Thirteen Weeks Ended March 26, 2017 Thirteen Weeks Ended (In thousands, except per share amount) Net sales $ 2,026,290 $ 2,069,103 Net income attributable to Pilgrim's Pride Corporation 92,599 116,096 Net income attributable to Pilgrim's Pride Corporation 0.37 0.46 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 3,978 $ — $ — $ 3,978 Fair value liabilities: Commodity futures instruments (3,321 ) — — (3,321 ) Commodity options instruments (913 ) — — (913 ) Foreign currency instruments (605 ) — — (605 ) December 25, 2016 Level 1 Level 2 Level 3 Total (In thousands) Fair value assets: Commodity futures instruments $ 5,341 $ — $ — $ 5,341 Commodity options instruments 98 — — 98 Fair value liabilities: Commodity futures instruments (4,063 ) — — (4,063 ) Commodity option instruments (2,764 ) — — (2,764 ) |
Schedule of Fair Value and Carrying Value of Debt Obligations | Fair value and carrying value for our fixed-rate debt obligation is as follows: March 26, 2017 December 25, 2016 Carrying Fair Carrying Fair (In thousands) Fixed-rate senior notes payable at 5.75%, at Level 1 inputs $ (500,000 ) $ (510,250 ) $ (500,000 ) $ (503,395 ) |
TRADE ACCOUNTS AND OTHER RECE28
TRADE ACCOUNTS AND OTHER RECEIVABLES (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 December 25, 2016 (In thousands) Trade accounts receivable $ 353,103 $ 305,337 Notes receivable - current 630 630 Other receivables 18,451 15,766 Receivables, gross 372,184 321,733 Allowance for doubtful accounts (4,833 ) (4,563 ) Receivables, net $ 367,351 $ 317,170 Account receivable from related parties (a) $ 3,282 $ 3,913 (a) Additional information regarding accounts receivable from related parties is included in “Note 15. Related Party Transactions.” Activity in the allowance for doubtful accounts for the thirteen weeks ended March 26, 2017 was as follows (in thousands): Balance, beginning of period $ (4,563 ) Provision charged to operating results (55 ) Account write-offs and recoveries 24 GNP acquisition (17 ) Effect of exchange rate (222 ) Balance, end of period $ (4,833 ) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: March 26, 2017 December 25, 2016 (In thousands) Live chicken and hens $ 388,663 $ 362,054 Feed, eggs and other 315,265 250,680 Finished chicken products 215,138 182,918 Total chicken inventories 919,066 795,652 Commercial feed and other 5,103 17,610 Total inventories $ 924,169 $ 813,262 |
INVESTMENTS IN SECURITIES (Tabl
INVESTMENTS IN SECURITIES (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-For-Sale Securities | The following table summarizes our investments in available-for-sale securities: March 26, 2017 December 25, 2016 Amortized Cost Fair Amortized Cost Fair (In thousands) Cash equivalents: Fixed income securities $ — $ — $ 44,865 $ 44,865 Other 62 62 61 61 |
DERIVATIVE FINANCIAL INSTRUME31
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 December 25, 2016 (Fair values in thousands) Fair values: Commodity derivative assets $ 3,978 $ 5,439 Commodity derivative liabilities (4,234 ) (6,827 ) Foreign currency derivative liabilities (605 ) — Cash collateral posted with brokers 4,415 4,979 Derivatives coverage (a) : Corn 0.3 % 2.3 % Soybean meal 0.9 % 0.3 % Period through which stated percent of needs are covered: Corn September 2018 September 2018 Soybean meal December 2017 July 2017 (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) | 3 Months Ended |
Mar. 26, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment (“PP&E”), net consisted of the following: March 26, 2017 December 25, 2016 (In thousands) Land $ 162,010 $ 112,132 Buildings 1,247,579 1,169,984 Machinery and equipment 1,839,555 1,789,550 Autos and trucks 48,214 50,964 Construction-in-progress 301,451 231,874 PP&E, gross 3,598,809 3,354,504 Accumulated depreciation (1,888,966 ) (1,848,564 ) PP&E, net $ 1,709,843 $ 1,505,940 |
CURRENT LIABILITIES (Tables)
CURRENT LIABILITIES (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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: March 26, 2017 December 25, 2016 (In thousands) Accounts payable: Trade accounts $ 478,628 $ 487,214 Book overdrafts 78,490 63,577 Other payables 18,663 4,306 Total accounts payable 575,781 555,097 Accounts payable to related parties (a) 5,089 1,421 Accrued expenses and other current liabilities: Compensation and benefits 91,826 110,385 Interest and debt-related fees 2,578 8,685 Insurance and self-insured claims 83,705 82,544 Derivative liabilities: Futures 3,321 4,063 Options 913 2,764 Foreign currency 605 — Other accrued expenses 101,886 82,258 Total accrued expenses and other current liabilities 284,834 290,699 $ 865,704 $ 847,217 (a) Additional information regarding accounts payable from related parties is included in “Note 15. Related Party Transactions.” |
LONG-TERM DEBT AND OTHER BORR34
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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 March 26, 2017 December 25, 2016 (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 2.23% 2020 500,000 500,000 Revolving note payable at 2.17% 2020 314,559 — Mexico Credit Facility (defined below) with notes payable at 2019 42,949 23,304 Capital lease obligations Various 353 376 Long-term debt 1,357,861 1,023,680 Less: Current maturities of long-term debt (96 ) (94 ) Long-term debt, less current maturities 1,357,765 1,023,586 Less: Capitalized financing costs (10,775 ) (11,728 ) Long-term debt, less current maturities, net of capitalized financing costs: $ 1,346,990 $ 1,011,858 |
PENSION AND OTHER POSTRETIREM35
PENSION AND OTHER POSTRETIREMENT BENEFITS (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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: Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in projected benefit obligation: (In thousands) Projected benefit obligation, beginning of period $ 167,159 $ 1,648 $ 165,952 $ 1,672 Interest cost 1,393 13 1,396 12 Actuarial losses (gains) 785 (24 ) 4,417 51 Benefits paid (2,237 ) (37 ) (2,365 ) (35 ) Projected benefit obligation, end of period $ 167,100 $ 1,600 $ 169,400 $ 1,700 Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in plan assets: (In thousands) Fair value of plan assets, beginning of period $ 97,526 $ — $ 96,947 $ — Actual return on plan assets 3,965 — (5,446 ) — Contributions by employer 1,926 37 2,541 35 Benefits paid (2,237 ) (37 ) (2,365 ) (35 ) Fair value of plan assets, end of period $ 101,180 $ — $ 91,677 $ — March 26, 2017 December 25, 2016 Pension Benefits Other Benefits Pension Benefits Other Benefits Funded status: (In thousands) Unfunded benefit obligation, end of period $ (65,920 ) $ (1,600 ) $ (69,633 ) $ (1,648 ) March 26, 2017 December 25, 2016 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: (In thousands) Current liability $ (13,108 ) $ (147 ) $ (13,113 ) $ (147 ) Long-term liability (52,812 ) (1,453 ) (56,520 ) (1,501 ) Recognized liability $ (65,920 ) $ (1,600 ) $ (69,633 ) $ (1,648 ) March 26, 2017 December 25, 2016 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) $ 44,394 $ (55 ) $ 46,494 $ (31 ) |
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 Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Interest cost $ 1,393 $ 13 $ 1,396 $ 12 Estimated return on plan assets (1,313 ) — (1,314 ) — Amortization of net loss 233 — 165 — Net costs $ 313 $ 13 $ 247 $ 12 |
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 $ (4,617 ) $ 4,909 The weighted average assumptions used in determining pension and other postretirement plan information were as follows: March 26, 2017 December 25, 2016 Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure benefit obligation at end of period: Discount rate 4.29 % 3.78 % 4.31 % 3.81 % Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure net pension and other postretirement cost: Discount rate 4.31 % 3.81 % 4.47 % 4.47 % Expected return on plan assets 5.50 % NA 5.50 % NA |
Schedule of Plan Asset Allocations | The following table reflects the pension plans’ actual asset allocations: March 26, 2017 December 25, 2016 Cash and cash equivalents — % — % Pooled separate accounts (a) : Equity securities 5 % 5 % Fixed income securities 5 % 5 % Common collective trust funds (a) : Equity securities 60 % 60 % Fixed income securities 30 % 30 % 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 March 26, 2017 and December 25, 2016 : March 26, 2017 December 25, 2016 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 $ 140 $ — $ — $ 140 $ 119 $ — $ — $ 119 Pooled separate accounts: Large U.S. equity funds (d) — 3,456 — 3,456 — 3,302 — 3,302 Small/Mid U.S. equity funds (e) — 409 — 409 — 406 — 406 International equity funds (f) — 1,349 — 1,349 — 1,231 — 1,231 Fixed income funds (g) — 4,828 — 4,828 — 4,867 — 4,867 Common collective trusts funds: Large U.S. equity funds (d) — 24,785 — 24,785 — 24,547 — 24,547 Small U.S. equity funds (e) — 17,080 — 17,080 — 17,344 — 17,344 International equity funds (f) — 18,784 — 18,784 — 17,006 — 17,006 Fixed income funds (g) — 30,349 — 30,349 — 28,704 — 28,704 Total assets $ 140 $ 101,040 $ — $ 101,180 $ 119 $ 97,407 $ — $ 97,526 (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 March 26, 2017 expected to be paid through 2026 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) 2017 (remaining) $ 12,723 $ 110 2018 11,617 147 2019 11,088 146 2020 11,019 144 2021 10,790 142 2022-2026 49,927 640 Total $ 107,164 $ 1,329 |
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: Thirteen Weeks Ended Thirteen Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Net actuarial loss (gain), beginning of period $ 46,494 $ (31 ) $ 38,115 $ (79 ) Amortization (233 ) — (165 ) — Curtailment and settlement adjustments — — — — Actuarial loss (gain) 785 (24 ) 4,417 51 Asset loss (gain) (2,652 ) — 6,759 — Net actuarial loss (gain), end of period $ 44,394 $ (55 ) $ 49,126 $ (28 ) |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The following tables provide information regarding the changes in accumulated other comprehensive loss: Thirteen Weeks Ended March 26, 2017 (a) Thirteen Weeks Ended March 27, 2016 (a) Losses Related to Pension and Other Postretirement Benefits Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ (64,243 ) $ (58,997 ) $ 67 $ (58,930 ) Other comprehensive income (loss) before reclassifications 1,177 (6,988 ) 171 (6,817 ) Amounts reclassified from accumulated other comprehensive loss to net income 145 103 (141 ) (38 ) Net current period other comprehensive income (loss) 1,322 (6,885 ) 30 (6,855 ) Balance, end of period $ (62,921 ) $ (65,882 ) $ 97 $ (65,785 ) (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 | Amounts Reclassified from Accumulated Other Comprehensive Loss (a) Details about Accumulated Other Comprehensive Loss Components Thirteen Weeks Ended March 26, 2017 Thirteen Weeks Ended March 27, 2016 Affected Line Item in the Condensed Consolidated Statements of Operations (In thousands) Realized gain on sale of securities $ — $ 226 Interest income Amortization of defined benefit pension and other postretirement plan actuarial losses: Union employees pension plan (b)(d) (6 ) (5 ) Cost of sales Legacy Gold Kist plans (c)(d) (71 ) (50 ) Cost of sales Legacy Gold Kist plans (c)(d) (156 ) (110 ) Selling, general and administrative expense Total before tax (233 ) 61 Tax benefit (expense) 88 (23 ) Total reclassification for the period $ (145 ) $ 38 (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) | 3 Months Ended |
Mar. 26, 2017 | |
INCENTIVE COMPENSATION [Abstract] | |
Schedule of Awards | The following awards were outstanding during the thirteen weeks ended March 26, 2017 : Award Type Benefit Plan Awards Granted Grant Date Grant Date Fair Value per Award (a) Vesting Condition Vesting Date Vesting Date Fair Value per Award (a) Estimated Forfeiture Rate Awards Forfeited to Date Settlement Method RSU LTIP 449,217 02/19/2014 $ 16.70 Service 12/31/2016 $ 18.99 13.49 % 86,458 Stock RSU LTIP 223,701 03/03/2014 17.18 Performance / Service 12/31/2017 12.34 % 55,516 Stock RSU (b) LTIP 45,961 02/11/2015 25.87 Service 12/31/2017 18.99 12.34 % — Stock RSU LTIP 251,136 03/30/2016 25.36 Performance / Service 12/31/2019 18.99 (d) 251,136 Stock RSU (b) LTIP 74,536 10/13/2016 20.93 Service 12/31/2016 — % — Stock RSU LTIP 389,424 01/19/2017 18.39 Performance / Service (e) — % — Stock RSU (c) LTIP 48,586 02/13/2017 20.52 Service 2/13/2017 — % — Stock RSU (c) LTIP 23,469 02/13/2017 20.52 Service 12/31/2017 — % — Stock (a) The fair value of each 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 additional RSUs to LTIP participants that were equal to the amount of the dividend that would be awarded to them had their RSUs existing as of the dividend record date been vested. The additional RSUs that were granted to the LTIP participants are subject to the same vesting requirements as the underlying RSUs granted under the LTIP. (c) On May 18, 2016, the Company paid a special cash dividend to stockholders of record as of May 10, 2015 totaling $2.75 per share. On October 27, 2016, the Compensation Committee of the Company's Board of Directors agreed to grant additional RSUs to LTIP participants that were equal to the amount of the dividend that would be awarded to them had their RSUs existing as of the dividend record date been vested. The additional RSUs that were granted to the LTIP participants are subject to the same vesting requirements as the underlying RSUs granted under the LTIP. (d) Performance conditions associated with these awards were not satisfied. Therefore, 100% of the awards were forfeited during the thirteen weeks ended March 26, 2017 . (e) The subject RSUs will vest in ratable tranches on December 31, 2018, December 31, 2019, and December 31, 2020. |
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 March 26, 2017 March 27, 2016 (In thousands) Share-based compensation cost: Cost of sales $ 149 $ 99 Selling, general and administrative expense 1,311 781 Total $ 1,460 $ 880 Income tax benefit $ 417 $ 257 |
Schedule of Restricted Share and Restricted Stock Unit Activity | The Company’s RSU activity is included below: Thirteen Weeks Ended March 26, 2017 Thirteen Weeks Ended March 27, 2016 Number Weighted Average Grant Date Fair Value Number Weighted Average Grant Date Fair Value (In thousands, except weighted average fair values) Outstanding at beginning of period 906 $ 20.00 774 $ 18.78 Granted 462 18.72 — — Vested (486 ) 17.73 — — Forfeited (251 ) 25.36 (148 ) 26.82 Outstanding at end of period 631 $ 18.68 626 $ 16.88 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 26, 2017 | |
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 March 26, 2017 March 27, 2016 (In thousands) JBS USA Food Company Holdings : Letter of credit fees (a) $ — $ 202 JBS USA Food Company: Purchases from JBS USA Food Company (b) 27,289 20,511 Expenditures paid by JBS USA Food Company on behalf of Pilgrim’s Pride Corporation (c) 10,949 7,604 Sales to JBS USA Food Company (b) 4,563 3,302 Expenditures paid by Pilgrim’s Pride Corporation on behalf of JBS USA Food Company (c) 865 6,963 JBS Chile Ltda.: Sales to JBS Chile Ltda. — 205 JBS Global (UK) Ltd.: Sales to JBS Global (UK) Ltd. 19 122 JBS Five Rivers Sales to JBS Five Rivers 7,122 — J&F Investimentos Ltd.: Sales to J&F Investimentos Ltd. 104 — (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 thirteen weeks ended March 27, 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 March 26, 2017 and December 25, 2016, the outstanding payable to JBS USA was $5.1 million and $1.4 million , respectively. As of March 26, 2017 and December 25, 2016, the outstanding receivable from JBS USA was $3.3 million and $3.8 million , respectively. As of March 26, 2017 , approximately $ 2.0 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, 2019. |
DESCRIPTION OF BUSINESS AND B39
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION - Additional Information (Details) bird / WK in Millions, lb in Billions | 3 Months Ended |
Mar. 26, 2017employeebird / WKstategrowercountrysegmentlb | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of countries in which entity exports products | country | 80 |
Number of states in which entity operates | state | 14 |
Number of employees | employee | 41,900 |
Maximum processing capacity of employees per week (in birds per week) (more than) | bird / WK | 39.2 |
Maximum annual processing capacity of employees (in pounds) (more than) | lb | 11.5 |
Number of contract growers | grower | 4,575 |
Percentage of beneficial ownership by holding company | 78.60% |
Number of reportable segments | segment | 1 |
DESCRIPTION OF BUSINESS AND B40
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 | Mar. 27, 2016 | Dec. 27, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 30,762 | $ 120,328 | ||
Restricted cash | 4,415 | 4,979 | ||
Total cash, cash equivalents and restricted cash shown in the Condensed Consolidated Statements of Cash Flows | $ 35,177 | $ 125,307 | $ 582,519 | $ 439,638 |
BUSINESS ACQUISITION (Narrative
BUSINESS ACQUISITION (Narrative) (Details) bird / WK in Millions, $ in Millions | Jan. 06, 2017USD ($)employeebird / WKplant | Mar. 26, 2017USD ($)employeebird / WK |
Business Acquisition [Line Items] | ||
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 39.2 | |
Number of employees of acquiree | employee | 41,900 | |
GNP | ||
Business Acquisition [Line Items] | ||
Percentage of equity acquired | 100.00% | |
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 2.1 | |
Number of processing plants acquired | plant | 3 | |
Number of employees of acquiree | employee | 1,700 | |
Purchase price, amount payable | $ 2.5 | |
Transaction costs | $ 0.3 | |
Net sales of acquiree since acquisition date | $ 97.8 | |
Net income of acquiree since acquisition date | $ 4.6 |
BUSINESS ACQUISITION (Considera
BUSINESS ACQUISITION (Consideration Paid) (Details) - GNP $ in Thousands | Jan. 06, 2017USD ($) |
Business Acquisition [Line Items] | |
Negotiated sales price | $ 350,000 |
Working capital adjustment | 7,252 |
Preliminary purchase price | $ 357,252 |
BUSINESS ACQUISITION (Fair Valu
BUSINESS ACQUISITION (Fair Values of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Jan. 06, 2017 | Dec. 25, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 222,778 | $ 125,607 | |
GNP | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 10 | ||
Trade accounts and other receivables | 18,453 | ||
Inventories | 56,459 | ||
Prepaid expenses and other current assets | 3,414 | ||
Property, plant and equipment | 135,259 | ||
Identifiable intangible assets | 85,610 | ||
Other long-lived assets | 829 | ||
Total assets acquired | 300,034 | ||
Accounts payable | 23,848 | ||
Other current liabilities | 12,712 | ||
Long-term deferred tax liabilities | 0 | ||
Other long-term liabilities | 3,393 | ||
Total liabilities assumed | 39,953 | ||
Total identifiable net assets | 260,081 | ||
Goodwill | $ 222,778 | 97,171 | $ 125,607 |
Total net assets | $ 357,252 |
BUSINESS ACQUISITION (Fair Va44
BUSINESS ACQUISITION (Fair Values and Useful Lives of Intangible Assets Acquired) (Details) - GNP $ in Thousands | Jan. 06, 2017USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Assets subject to amortization, fair value | $ 16,870 |
Assets subject to amortization, weighted average useful life | 9 years 9 months 18 days |
Identifiable intangible assets | $ 85,610 |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Assets subject to amortization, fair value | $ 16,360 |
Assets subject to amortization, weighted average useful life | 10 years |
Non-compete agreement | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Assets subject to amortization, fair value | $ 510 |
Assets subject to amortization, weighted average useful life | 3 years |
Trade names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Assets not subject to amortization, fair value | $ 68,740 |
BUSINESS ACQUISITION (Changes i
BUSINESS ACQUISITION (Changes in Goodwill) (Details) $ in Thousands | 3 Months Ended |
Mar. 26, 2017USD ($) | |
Goodwill [Roll Forward] | |
Balance, beginning of period | $ 125,607 |
Balance, end of period | 222,778 |
GNP | |
Goodwill [Roll Forward] | |
Balance, beginning of period | 125,607 |
Preliminary purchase price attributed to goodwill | 97,171 |
Balance, end of period | $ 222,778 |
BUSINESS ACQUISITION (Pro Forma
BUSINESS ACQUISITION (Pro Forma Information) (Details) - GNP - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Business Acquisition [Line Items] | ||
Net sales | $ 2,026,290 | $ 2,069,103 |
Net income attributable to Pilgrim's Pride Corporation | $ 92,599 | $ 116,096 |
Net income attributable to Pilgrim's Pride Corporation per common share - diluted (in usd per share) | $ 0.37 | $ 0.46 |
FAIR VALUE MEASUREMENTS (Schedu
FAIR VALUE MEASUREMENTS (Schedule of Assets and Liabilities Measured on a Recurring Basis) (Details) - Recurring - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 |
Commodity futures instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 3,978 | $ 5,341 |
Derivative liabilities | (3,321) | (4,063) |
Commodity options instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 98 | |
Derivative liabilities | (913) | (2,764) |
Foreign currency instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | (605) | |
Level 1 | Commodity futures instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 3,978 | 5,341 |
Derivative liabilities | (3,321) | (4,063) |
Level 1 | Commodity options instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 98 | |
Derivative liabilities | (913) | (2,764) |
Level 1 | Foreign currency instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | (605) | |
Level 2 | Commodity futures instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 2 | Commodity options instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Derivative liabilities | 0 | 0 |
Level 2 | Foreign currency instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | |
Level 3 | Commodity futures instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 3 | Commodity options instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Derivative liabilities | 0 | $ 0 |
Level 3 | Foreign currency instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $ 0 |
FAIR VALUE MEASUREMENTS (Sche48
FAIR VALUE MEASUREMENTS (Schedule of Fair Value and Carrying Amount of Debt Obligations) (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 | Mar. 11, 2015 |
Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fixed-rate senior notes payable | $ (500,000) | $ (500,000) | |
Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fixed-rate senior notes payable | $ (510,250) | $ (503,395) | |
Senior notes | Senior notes payable at 5.75% | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Stated interest rate | 5.75% | 5.75% |
TRADE ACCOUNTS AND OTHER RECE49
TRADE ACCOUNTS AND OTHER RECEIVABLES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 26, 2017 | Mar. 26, 2017 | Dec. 25, 2016 | |
Accounts Receivable, Net [Abstract] | |||
Trade accounts receivable | $ 353,103 | $ 305,337 | |
Notes receivable - current | 630 | 630 | |
Other receivables | 18,451 | 15,766 | |
Receivables, gross | 372,184 | 321,733 | |
Allowance for doubtful accounts | $ (4,563) | (4,833) | (4,563) |
Receivables, net | 367,351 | 317,170 | |
Account receivable from related parties | $ 3,282 | $ 3,913 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of period | (4,563) | ||
Provision charged to operating results | (55) | ||
Account write-offs and recoveries | 24 | ||
GNP acquisition | (17) | ||
Effect of exchange rate | (222) | ||
Balance, end of period | $ (4,833) |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 |
Inventory [Line Items] | ||
Total inventories | $ 924,169 | $ 813,262 |
Live chicken and hens | ||
Inventory [Line Items] | ||
Total inventories | 388,663 | 362,054 |
Feed, eggs and other | ||
Inventory [Line Items] | ||
Total inventories | 315,265 | 250,680 |
Finished chicken products | ||
Inventory [Line Items] | ||
Total inventories | 215,138 | 182,918 |
Total chicken inventories | ||
Inventory [Line Items] | ||
Total inventories | 919,066 | 795,652 |
Commercial feed and other | ||
Inventory [Line Items] | ||
Total inventories | $ 5,103 | $ 17,610 |
INVESTMENTS IN SECURITIES (Deta
INVESTMENTS IN SECURITIES (Details) - USD ($) | 3 Months Ended | ||
Mar. 26, 2017 | Mar. 27, 2016 | Dec. 25, 2016 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Proceeds from sale or maturity of available-for-sale securities | $ 0 | $ 0 | |
Fixed income securities | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Amortized Cost | 0 | $ 44,865,000 | |
Fair Value | 0 | 44,865,000 | |
Other | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Amortized Cost | 62,000 | 61,000 | |
Fair Value | $ 62,000 | $ 61,000 |
DERIVATIVE FINANCIAL INSTRUME52
DERIVATIVE FINANCIAL INSTRUMENTS (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Net gains (losses) on derivative financial instruments | $ (2.9) | $ 4.1 |
DERIVATIVE FINANCIAL INSTRUME53
DERIVATIVE FINANCIAL INSTRUMENTS (Schedule of Outstanding Derivative Instruments and Cash Collateral) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 26, 2017 | Dec. 25, 2016 | |
Fair values: | ||
Cash collateral posted with brokers | $ 4,415 | $ 4,979 |
Corn | ||
Derivatives Coverage: | ||
Derivatives coverage (as a percentage) | 0.30% | 2.30% |
Period through which stated percent of needs are covered: | ||
Maturity date | Sep. 30, 2018 | Sep. 30, 2018 |
Soybean meal | ||
Derivatives Coverage: | ||
Derivatives coverage (as a percentage) | 0.90% | 0.30% |
Period through which stated percent of needs are covered: | ||
Maturity date | Dec. 31, 2017 | Jul. 31, 2017 |
Commodity | ||
Fair values: | ||
Derivative assets, gross | $ 3,978 | $ 5,439 |
Derivative liabilities, gross | (4,234) | (6,827) |
Foreign currency | ||
Fair values: | ||
Derivative liabilities, gross | $ (605) | $ 0 |
PROPERTY, PLANT AND EQUIPMENT54
PROPERTY, PLANT AND EQUIPMENT (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 26, 2017 | Mar. 27, 2016 | Dec. 25, 2016 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 45,800 | $ 38,500 | |
Payments for capital projects | 114,487 | 37,074 | |
Transfer of property, plant and equipment | 47,500 | 77,300 | |
Proceeds from property disposals | 181 | 610 | |
Net gain (loss) on property disposals | (118) | $ 129 | |
Assets held for sale | 5,015 | $ 5,259 | |
Idled assets, carrying amount | 59,000 | ||
Idled assets, depreciable value | 191,700 | ||
Idled assets, accumulated depreciation | $ 132,700 |
PROPERTY, PLANT AND EQUIPMENT55
PROPERTY, PLANT AND EQUIPMENT (Schedule of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 |
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | $ 3,598,809 | $ 3,354,504 |
Accumulated depreciation | (1,888,966) | (1,848,564) |
PP&E, net | 1,709,843 | 1,505,940 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 162,010 | 112,132 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 1,247,579 | 1,169,984 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 1,839,555 | 1,789,550 |
Autos and trucks | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 48,214 | 50,964 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | $ 301,451 | $ 231,874 |
CURRENT LIABILITIES (Details)
CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 |
Accounts payable: | ||
Trade accounts | $ 478,628 | $ 487,214 |
Book overdrafts | 78,490 | 63,577 |
Other payables | 18,663 | 4,306 |
Total accounts payable | 575,781 | 555,097 |
Accounts payable to related parties | 5,089 | 1,421 |
Accrued expenses and other current liabilities: | ||
Compensation and benefits | 91,826 | 110,385 |
Interest and debt-related fees | 2,578 | 8,685 |
Insurance and self-insured claims | 83,705 | 82,544 |
Derivative liabilities: | ||
Other accrued expenses | 101,886 | 82,258 |
Total accrued expenses and other current liabilities | 284,834 | 290,699 |
Total accounts payable, accrued expenses and other current liabilities | 865,704 | 847,217 |
Futures | ||
Derivative liabilities: | ||
Derivative liabilities | 3,321 | 4,063 |
Options | ||
Derivative liabilities: | ||
Derivative liabilities | 913 | 2,764 |
Foreign currency | ||
Derivative liabilities: | ||
Derivative liabilities | $ 605 | $ 0 |
LONG-TERM DEBT AND OTHER BORR57
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Narrative) (Details) | Sep. 27, 2016MXN | Apr. 22, 2015USD ($) | Mar. 12, 2015USD ($) | Feb. 11, 2015USD ($) | Mar. 26, 2017USD ($) | Dec. 25, 2016USD ($) | Mar. 11, 2015USD ($) |
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 1,357,861,000 | $ 1,023,680,000 | |||||
Revolving note payable at 2.17% | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 2.17% | ||||||
Long-term debt | $ 314,559,000 | 0 | |||||
Term note payable at 2.23% | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 2.23% | ||||||
Long-term debt | $ 500,000,000 | 500,000,000 | |||||
Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | MXN 1,500,000,000 | 79,900,000 | |||||
Long-term debt | 42,949,000 | 23,304,000 | |||||
Current borrowing capacity | 37,000,000 | ||||||
Outstanding borrowings | $ 42,900,000 | ||||||
Interest rate on short-term credit facility amounts outstanding | 7.56% | ||||||
Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | TIIE Rate | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.95% | 0.95% | |||||
Senior notes | Senior notes payable at 5.75% | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 500,000,000 | ||||||
Stated interest rate | 5.75% | 5.75% | |||||
Long-term debt | $ 500,000,000 | $ 500,000,000 | |||||
Radobank | 2015 US Credit Facility [Member] | Line of credit | |||||||
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 | 340,600,000 | ||||||
Letters of credit outstanding | 44,800,000 | ||||||
Credit facility, capital expenditures limit | $ 500,000,000 | ||||||
Radobank | 2015 US Credit Facility [Member] | Swingline Loans | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 75,000,000 | ||||||
Radobank | 2015 US Credit Facility [Member] | Letter of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 125,000,000 | ||||||
Radobank | 2015 US Credit Facility [Member] | U.S. and Puerto Rico Subsidiaries | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of equity interest guaranteed for debt | 100.00% | ||||||
Radobank | 2015 US Credit Facility [Member] | Foreign Subsidiaries | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of equity interest guaranteed for debt | 65.00% | ||||||
Radobank | 2015 US Credit Facility [Member] | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.50% | ||||||
Radobank | 2015 US Credit Facility [Member] | London Interbank Offered Rate (LIBOR) | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.25% | ||||||
Radobank | 2015 US Credit Facility [Member] | London Interbank Offered Rate (LIBOR) | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | ||||||
Radobank | 2015 US Credit Facility [Member] | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Radobank | 2015 US Credit Facility [Member] | Base Rate | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.25% | ||||||
Radobank | 2015 US Credit Facility [Member] | Base Rate | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.75% | ||||||
Radobank | Revolving note payable at 2.17% | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 700,000,000 | ||||||
Outstanding borrowings | 314,600,000 | ||||||
Radobank | Term note payable at 2.23% | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of lines of credit | $ 150,000,000 | ||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||
Long-term debt | $ 500,000,000 |
LONG-TERM DEBT AND OTHER BORR58
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Schedule of Long-term Debt and Other Borrowing Arrangements) (Details) - USD ($) $ in Thousands | Sep. 27, 2016 | Mar. 26, 2017 | Dec. 25, 2016 | Mar. 11, 2015 |
Debt Instrument [Line Items] | ||||
Long-term debt | $ 1,357,861 | $ 1,023,680 | ||
Less: Current maturities of long-term debt | (96) | (94) | ||
Long-term debt, less current maturities | 1,357,765 | 1,023,586 | ||
Less: Capitalized financing costs | (10,775) | (11,728) | ||
Long-term debt, less current maturities, net of capitalized financing costs: | $ 1,346,990 | 1,011,858 | ||
Line of credit | Term note payable at 2.23% | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 2.23% | |||
Long-term debt | $ 500,000 | 500,000 | ||
Line of credit | Revolving note payable at 2.17% | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 2.17% | |||
Long-term debt | $ 314,559 | 0 | ||
Line of credit | Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 42,949 | 23,304 | ||
Line of credit | Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | TIIE Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.95% | 0.95% | ||
Senior notes | Senior notes payable at 5.75% | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 5.75% | 5.75% | ||
Long-term debt | $ 500,000 | 500,000 | ||
Other long-term debt | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 353 | $ 376 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Operating Loss Carryforwards [Line Items] | ||
Income tax expense | $ 47,901,000 | $ 62,604,000 |
Effective income tax rate | 33.60% | 34.70% |
Other comprehensive income (loss), tax expense (benefit) | $ (800,000) | $ 4,200,000 |
Additional Paid-in Capital | ||
Operating Loss Carryforwards [Line Items] | ||
Tax benefit related to share-based compensation | $ 0 |
PENSION AND OTHER POSTRETIREM60
PENSION AND OTHER POSTRETIREMENT BENEFITS (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 26, 2017 | Mar. 27, 2016 | Dec. 25, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||
Retirement plan expenses | $ 1,600 | $ 1,600 | |
Accumulated benefit obligation, defined benefit pension plans | $ 167,100 | $ 167,200 | |
Weighted average duration of defined benefit obligation | 32 years 3 months 22 days | ||
Actuarial gain (loss) expected to be recognized in net pension cost, remainder of 2015 | $ (700) | ||
Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||
Expected contributions, remainder of 2016 (less than for other postretirement plans) | 8,700 | ||
Other Benefits | |||
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 | Pooled separate accounts | |||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||
Target plan asset allocations | 50.00% | ||
Fixed income securities | Common collective trusts funds | |||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||
Target plan asset allocations | 30.00% | ||
Equity securities | Common collective trusts funds | |||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||
Target plan asset allocations | 70.00% |
PENSION AND OTHER POSTRETIREM61
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Defined Benefit Plan Obligations and Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 26, 2017 | Mar. 27, 2016 | Dec. 25, 2016 | Dec. 27, 2015 | |
Change in plan assets: | ||||
Fair value of plan assets, beginning of period | $ 97,526 | |||
Fair value of plan assets, end of period | 101,180 | |||
Pension Benefits | ||||
Change in projected benefit obligation: | ||||
Projected benefit obligation, beginning of period | 167,159 | $ 165,952 | ||
Interest cost | 1,393 | 1,396 | ||
Actuarial losses (gains) | 785 | 4,417 | ||
Benefits paid | (2,237) | (2,365) | ||
Projected benefit obligation, end of period | 167,100 | 169,400 | ||
Change in plan assets: | ||||
Fair value of plan assets, beginning of period | 97,526 | 96,947 | ||
Actual return on plan assets | 3,965 | (5,446) | ||
Contributions by employer | 1,926 | 2,541 | ||
Benefits paid | (2,237) | (2,365) | ||
Fair value of plan assets, end of period | 101,180 | 91,677 | ||
Funded status: | ||||
Unfunded benefit obligation, end of period | (65,920) | $ (69,633) | ||
Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: | ||||
Current liability | (13,108) | (13,113) | ||
Long-term liability | (52,812) | (56,520) | ||
Recognized liability | (65,920) | (69,633) | ||
Amounts recognized in accumulated other comprehensive loss at end of period: | ||||
Net actuarial loss (gain) | 44,394 | 49,126 | 46,494 | $ 38,115 |
Other Benefits | ||||
Change in projected benefit obligation: | ||||
Projected benefit obligation, beginning of period | 1,648 | 1,672 | ||
Interest cost | 13 | 12 | ||
Actuarial losses (gains) | (24) | 51 | ||
Benefits paid | (37) | (35) | ||
Projected benefit obligation, end of period | 1,600 | 1,700 | ||
Change in plan assets: | ||||
Fair value of plan assets, beginning of period | 0 | 0 | ||
Actual return on plan assets | 0 | 0 | ||
Contributions by employer | 37 | 35 | ||
Benefits paid | (37) | (35) | ||
Fair value of plan assets, end of period | 0 | 0 | ||
Funded status: | ||||
Unfunded benefit obligation, end of period | (1,600) | (1,648) | ||
Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: | ||||
Current liability | (147) | (147) | ||
Long-term liability | (1,453) | (1,501) | ||
Recognized liability | (1,600) | (1,648) | ||
Amounts recognized in accumulated other comprehensive loss at end of period: | ||||
Net actuarial loss (gain) | $ (55) | $ (28) | $ (31) | $ (79) |
PENSION AND OTHER POSTRETIREM62
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Net Defined Benefit Pension and Other Postretirement Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Pension Benefits | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Interest cost | $ 1,393 | $ 1,396 |
Estimated return on plan assets | (1,313) | (1,314) |
Amortization of net loss | 233 | 165 |
Net costs | 313 | 247 |
Other Benefits | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Interest cost | 13 | 12 |
Estimated return on plan assets | 0 | 0 |
Amortization of net loss | 0 | 0 |
Net costs | $ 13 | $ 12 |
PENSION AND OTHER POSTRETIREM63
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Economic Assumptions and Impact of Change in Discount Rate on Benefit Obligation) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 26, 2017 | Mar. 27, 2016 | Dec. 25, 2016 | |
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 | $ (4,617) | ||
Decrease in Discount Rate of 0.25% - Impact on defined benefit obligation for pension benefits | $ 4,909 | ||
Pension Benefits | |||
Assumptions used to measure benefit obligation at end of period: | |||
Discount rate | 4.29% | 4.31% | |
Assumptions used to measure net pension and other postretirement cost: | |||
Discount rate | 4.31% | 4.47% | |
Expected return on plan assets | 5.50% | 5.50% | |
Other Benefits | |||
Assumptions used to measure benefit obligation at end of period: | |||
Discount rate | 3.78% | 3.81% | |
Assumptions used to measure net pension and other postretirement cost: | |||
Discount rate | 3.81% | 4.47% |
PENSION AND OTHER POSTRETIREM64
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Plan Asset Allocations) (Details) | Mar. 26, 2017 | Dec. 25, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 100.00% | 100.00% |
Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 0.00% | 0.00% |
Equity securities | Pooled separate accounts | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 5.00% | 5.00% |
Equity securities | Common collective trusts funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 60.00% | 60.00% |
Fixed income securities | Pooled separate accounts | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 5.00% | 5.00% |
Fixed income securities | Common collective trusts funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 30.00% | 30.00% |
PENSION AND OTHER POSTRETIREM65
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Fair Value Assumptions of Plan Assets) (Details) - USD ($) $ in Thousands | Mar. 26, 2017 | Dec. 25, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 101,180 | $ 97,526 |
Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 140 | 119 |
Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 101,040 | 97,407 |
Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Cash and cash equivalents | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 140 | 119 |
Cash and cash equivalents | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 140 | 119 |
Cash and cash equivalents | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Cash and cash equivalents | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds | Pooled separate accounts | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 3,456 | 3,302 |
Large U.S. equity funds | Pooled separate accounts | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds | Pooled separate accounts | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 3,456 | 3,302 |
Large U.S. equity funds | Pooled separate accounts | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds | Common collective trusts funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 24,785 | 24,547 |
Large U.S. equity funds | Common collective trusts funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Large U.S. equity funds | Common collective trusts funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 24,785 | 24,547 |
Large U.S. equity funds | Common collective trusts funds | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds | Pooled separate accounts | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 409 | 406 |
Small/Mid U.S. equity funds | Pooled separate accounts | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds | Pooled separate accounts | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 409 | 406 |
Small/Mid U.S. equity funds | Pooled separate accounts | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds | Common collective trusts funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 17,080 | 17,344 |
Small/Mid U.S. equity funds | Common collective trusts funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Small/Mid U.S. equity funds | Common collective trusts funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 17,080 | 17,344 |
Small/Mid U.S. equity funds | Common collective trusts funds | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds | Pooled separate accounts | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 1,349 | 1,231 |
International equity funds | Pooled separate accounts | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds | Pooled separate accounts | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 1,349 | 1,231 |
International equity funds | Pooled separate accounts | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds | Common collective trusts funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 18,784 | 17,006 |
International equity funds | Common collective trusts funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
International equity funds | Common collective trusts funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 18,784 | 17,006 |
International equity funds | Common collective trusts funds | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds | Pooled separate accounts | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 4,828 | 4,867 |
Fixed income funds | Pooled separate accounts | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds | Pooled separate accounts | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 4,828 | 4,867 |
Fixed income funds | Pooled separate accounts | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds | Common collective trusts funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 30,349 | 28,704 |
Fixed income funds | Common collective trusts funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Fixed income funds | Common collective trusts funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 30,349 | 28,704 |
Fixed income funds | Common collective trusts funds | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 0 | $ 0 |
PENSION AND OTHER POSTRETIREM66
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Benefit Payments) (Details) $ in Thousands | Mar. 26, 2017USD ($) |
Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |
2017 (remaining) | $ 12,723 |
2,018 | 11,617 |
2,019 | 11,088 |
2,020 | 11,019 |
2,021 | 10,790 |
2022-2026 | 49,927 |
Total | 107,164 |
Other Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |
2017 (remaining) | 110 |
2,018 | 147 |
2,019 | 146 |
2,020 | 144 |
2,021 | 142 |
2022-2026 | 640 |
Total | $ 1,329 |
PENSION AND OTHER POSTRETIREM67
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Unrecognized Benefit Amounts) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Actuarial loss (gain) | $ (1,322) | $ 6,885 |
Pension Benefits | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Net actuarial loss (gain), beginning of period | 46,494 | 38,115 |
Amortization | (233) | (165) |
Curtailment and settlement adjustments | 0 | 0 |
Actuarial loss (gain) | 785 | 4,417 |
Asset loss (gain) | (2,652) | 6,759 |
Net actuarial loss (gain), end of period | 44,394 | 49,126 |
Other Benefits | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Net actuarial loss (gain), beginning of period | (31) | (79) |
Amortization | 0 | 0 |
Curtailment and settlement adjustments | 0 | 0 |
Actuarial loss (gain) | (24) | 51 |
Asset loss (gain) | 0 | 0 |
Net actuarial loss (gain), end of period | $ (55) | $ (28) |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Changes in Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance | $ 896,747 | $ 1,261,810 |
Amounts reclassified from accumulated other comprehensive loss to net income | 145 | (38) |
Total other comprehensive income (loss), net of tax | 1,322 | (6,855) |
Balance | 979,351 | 1,371,189 |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance | (64,243) | (58,930) |
Other comprehensive income (loss) before reclassifications | (6,817) | |
Amounts reclassified from accumulated other comprehensive loss to net income | (38) | |
Total other comprehensive income (loss), net of tax | 1,322 | (6,855) |
Balance | (62,921) | (65,785) |
Losses Related to Pension and Other Postretirement Benefits | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance | (64,243) | (58,997) |
Other comprehensive income (loss) before reclassifications | 1,177 | (6,988) |
Amounts reclassified from accumulated other comprehensive loss to net income | 145 | 103 |
Total other comprehensive income (loss), net of tax | 1,322 | (6,885) |
Balance | $ (62,921) | (65,882) |
Unrealized Holding Gains on Available-for-Sale Securities | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance | 67 | |
Other comprehensive income (loss) before reclassifications | 171 | |
Amounts reclassified from accumulated other comprehensive loss to net income | (141) | |
Total other comprehensive income (loss), net of tax | 30 | |
Balance | $ 97 |
STOCKHOLDERS' EQUITY (Schedul69
STOCKHOLDERS' EQUITY (Schedule of Reclassification from Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||
Realized gain on sale of securities | $ 302 | $ 693 |
Amortization of defined benefit pension and other postretirement plan actuarial losses | (1,805,287) | (1,725,375) |
Amortization of defined benefit pension and other postretirement plan actuarial losses | (62,853) | (48,788) |
Total before tax | (233) | 61 |
Tax benefit (expense) | 88 | (23) |
Net income | (145) | 38 |
Amount Reclassified from Accumulated Other Comprehensive Loss | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||
Realized gain on sale of securities | 0 | 226 |
Amount Reclassified from Accumulated Other Comprehensive Loss | Union Plan | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses | (6) | (5) |
Amount Reclassified from Accumulated Other Comprehensive Loss | Legacy Gold Kist Plans | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses | (71) | (50) |
Amortization of defined benefit pension and other postretirement plan actuarial losses | $ (156) | $ (110) |
STOCKHOLDERS' EQUITY (Narrative
STOCKHOLDERS' EQUITY (Narrative) (Details) - USD ($) shares in Millions | Mar. 26, 2017 | Dec. 25, 2016 | Feb. 10, 2016 | Jul. 28, 2015 |
Equity [Abstract] | ||||
Share repurchase, authorized amount | $ 300,000,000 | $ 150,000,000 | ||
Shares repurchased under program (in shares) | 11.4 | |||
Market value of shares repurchased under program | $ 231,758,000 | $ 217,117,000 |
INCENTIVE COMPENSATION (Narrati
INCENTIVE COMPENSATION (Narrative) (Details) - USD ($) shares in Millions | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Fair value of awards vested | $ 9,200,000 | $ 0 |
Total unrecognized compensation cost related to all nonvested awards | $ 9,300,000 | |
Weighted average period unrecognized compensation cost is expected to be recognized | 2 years 4 months 21 days | |
STIP | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Accrued costs related to the STIP | $ 4,100,000 | |
Reserved shares of common stock for future issuance under the LTIP (in shares) | 4.8 | |
JFC LTIP | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Accrued costs related to the STIP | $ 3,400,000 |
INCENTIVE COMPENSATION (Schedul
INCENTIVE COMPENSATION (Schedule of Awards) (Details) - $ / shares | May 18, 2016 | Feb. 17, 2015 | Mar. 26, 2017 |
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 | |||
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 | ||
Vesting Date Fair Value per Award (in dollars per share) | $ 18.99 | ||
Estimated Forfeiture Rate | 13.49% | ||
Awards Forfeited to Date (in shares) | 86,458 | ||
RSU 2 | |||
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 | |||
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 | ||
Vesting Date Fair Value per Award (in dollars per share) | $ 18.99 | ||
Estimated Forfeiture Rate | 12.34% | ||
Awards Forfeited to Date (in shares) | 0 | ||
RSU 3 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of awards forfeited | 100.00% | ||
RSU 4 | |||
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 | ||
Vesting Date Fair Value per Award (in dollars per share) | $ 18.99 | ||
Awards Forfeited to Date (in shares) | 251,136 | ||
RSU 5 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 74,536 | ||
Grant Date | Oct. 13, 2016 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 20.93 | ||
Vesting Date | Dec. 31, 2016 | ||
Estimated Forfeiture Rate | 0.00% | ||
Awards Forfeited to Date (in shares) | 0 | ||
RSU 6 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 389,424 | ||
Grant Date | Jan. 19, 2017 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 18.39 | ||
Estimated Forfeiture Rate | 0.00% | ||
Awards Forfeited to Date (in shares) | 0 | ||
RSU 7 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 48,586 | ||
Grant Date | Feb. 13, 2017 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 20.52 | ||
Vesting Date | Feb. 13, 2017 | ||
Estimated Forfeiture Rate | 0.00% | ||
Awards Forfeited to Date (in shares) | 0 | ||
RSU 8 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards Granted (in shares) | 23,469 | ||
Grant Date | Feb. 13, 2017 | ||
Grant Date Fair Value per Award (in dollars per share) | $ 20.52 | ||
Vesting Date | Dec. 31, 2017 | ||
Estimated Forfeiture Rate | 0.00% | ||
Awards Forfeited to Date (in shares) | 0 |
INCENTIVE COMPENSATION (Sched73
INCENTIVE COMPENSATION (Schedule of Compensation Cost and Income Tax Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation costs | $ 1,460 | $ 880 |
Income tax benefit | 417 | 257 |
Cost of goods sold | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation costs | 149 | 99 |
Selling, general and administrative expenses | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation costs | $ 1,311 | $ 781 |
INCENTIVE COMPENSATION (Sched74
INCENTIVE COMPENSATION (Schedule of Restricted Share and Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSU) - $ / shares shares in Thousands | 3 Months Ended | |
Mar. 26, 2017 | Mar. 27, 2016 | |
Number | ||
Outstanding at beginning of period (in shares) | 906 | 774 |
Granted (in shares) | 462 | 0 |
Vested (in shares) | (486) | 0 |
Forfeited (in shares) | (251) | (148) |
Outstanding at end of period (in shares) | 631 | 626 |
Weighted-Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 20 | $ 18.78 |
Granted (in dollars per share) | 18.72 | 0 |
Vested (in dollars per share) | 17.73 | 0 |
Forfeited (in dollars per share) | 25.36 | 26.82 |
Outstanding at end of period (in dollars per share) | $ 18.68 | $ 16.88 |
RELATED PARTY TRANSACTIONS (Nar
RELATED PARTY TRANSACTIONS (Narrative) (Details) - USD ($) $ in Millions | Dec. 25, 2016 | Dec. 27, 2015 |
Related Party Transaction, Tax Sharing Agreement | JBS Food Company Holdings | ||
Related Party Transaction [Line Items] | ||
Net tax receivable | $ 5 | $ 3.7 |
RELATED PARTY TRANSACTIONS (Sch
RELATED PARTY TRANSACTIONS (Schedule of Related Party Transactions) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Mar. 26, 2017 | Mar. 27, 2016 | Dec. 25, 2016 | Apr. 01, 2016 | Mar. 07, 2016 | Oct. 26, 2011 | |
Related Party Transaction [Line Items] | ||||||
Accounts payable to related parties | $ 5,089 | $ 1,421 | ||||
JBS Food Company Holdings | ||||||
Related Party Transaction [Line Items] | ||||||
Letter of credit fees expensed | 0 | $ 202 | ||||
Letter of credit, terminated | $ 16,500 | $ 40,000 | ||||
Interest paid | 200 | |||||
JBS Food Company Holdings | Letter of Credit | ||||||
Related Party Transaction [Line Items] | ||||||
Agreed repayment of debt | $ 56,500 | |||||
JBS USA Food Company | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases from related parties | 27,289 | 20,511 | ||||
Expenditures paid | 10,949 | 7,604 | ||||
Sales to related party | 4,563 | 3,302 | ||||
Accounts payable to related parties | 5,100 | 1,400 | ||||
Account receivable from related parties | 3,300 | $ 3,800 | ||||
Goods in transit | 2,000 | |||||
JBS USA Food Company | Expenses Paid By Company On Behalf Of Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Expenditures paid | 865 | 6,963 | ||||
JBS Chile Ltda. | ||||||
Related Party Transaction [Line Items] | ||||||
Sales to related party | 0 | 205 | ||||
JBS Global (UK) Ltd. | ||||||
Related Party Transaction [Line Items] | ||||||
Sales to related party | 19 | 122 | ||||
JBS Five Rivers | ||||||
Related Party Transaction [Line Items] | ||||||
Sales to related party | 7,122 | 0 | ||||
J&F Investimentos Ltd. | ||||||
Related Party Transaction [Line Items] | ||||||
Sales to related party | $ 104 | $ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | Dec. 12, 2012USD ($)settlement_agreement | Oct. 13, 2016producerclaim | Dec. 27, 2009USD ($) |
Loss Contingencies [Line Items] | |||
New claims filed | 3 | ||
Number of other producers named in lawsuits | producer | 13 | ||
New claims filed on behalf of direct purchasers | 1 | ||
New claims filed on behalf of indirect purchasers | 2 | ||
Due to IRS | |||
Loss Contingencies [Line Items] | |||
Damages sought | $ | $ 29.3 | $ 74.7 | |
Number of Stipulations of Settled Issued | settlement_agreement | 2 |