Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jul. 01, 2018 | Aug. 01, 2018 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jul. 1, 2018 | |
Entity Registrant Name | PILGRIMS PRIDE CORP | |
Entity Central Index Key | 802,481 | |
Current Fiscal Year End Date | --12-30 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,018 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 248,980,659 |
CONSOLIDATED CONSOLIDATED BALAN
CONSOLIDATED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Cash and cash equivalents | $ 640,842 | $ 581,510 |
Restricted cash | 33,185 | 8,021 |
Trade accounts and other receivables, less allowance for doubtful accounts | 589,933 | 565,478 |
Accounts receivable from related parties | 1,179 | 2,951 |
Inventories | 1,190,017 | 1,255,070 |
Prepaid expenses and other current assets | 132,820 | 102,550 |
Assets held for sale | 2,904 | 708 |
Total current assets | 2,590,880 | 2,516,288 |
Deferred tax assets | 3,149 | 0 |
Other long-lived assets | 18,276 | 18,165 |
Identified intangible assets, net | 593,751 | 617,163 |
Goodwill | 982,560 | 1,001,889 |
Property, plant and equipment, net | 2,113,953 | 2,095,147 |
Total assets | 6,302,569 | 6,248,652 |
Accounts payable | 815,696 | 733,027 |
Accounts payable to related parties | 26,941 | 2,889 |
Revenue contract liability | 32,200 | 36,607 |
Accrued expenses and other current liabilities | 407,442 | 410,152 |
Income taxes payable | 60,174 | 222,073 |
Current maturities of long-term debt | 44,606 | 47,775 |
Total current liabilities | 1,387,059 | 1,452,523 |
Long-term debt, less current maturities | 2,584,486 | 2,635,617 |
Deferred tax liabilities | 196,561 | 208,492 |
Other long-term liabilities | 80,045 | 96,359 |
Total liabilities | 4,248,151 | 4,392,991 |
Common stock | 2,604 | 2,602 |
Treasury stock | (231,758) | (231,758) |
Additional paid-in capital | 1,938,140 | 1,932,509 |
Retained earnings | 399,902 | 173,943 |
Accumulated other comprehensive income (loss) | (63,584) | (31,140) |
Total Pilgrim’s Pride Corporation stockholders’ equity | 2,045,304 | 1,846,156 |
Noncontrolling interest | 9,114 | 9,505 |
Total stockholders’ equity | 2,054,418 | 1,855,661 |
Total liabilities and stockholders’ equity | $ 6,302,569 | $ 6,248,652 |
CONSOLIDATED CONSOLIDATED AND C
CONSOLIDATED CONSOLIDATED AND COMBINED STATEMENTS OF INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 2,836,713 | $ 2,752,286 | $ 5,583,391 | $ 5,231,626 |
Cost of sales | 2,562,491 | 2,277,454 | 5,021,504 | 4,500,410 |
Gross profit | 274,222 | 474,832 | 561,887 | 731,216 |
Selling, general and administrative expense | 87,975 | 92,148 | 173,258 | 181,808 |
Administrative restructuring charges | 1,135 | 4,349 | 1,924 | 4,349 |
Operating income | 185,112 | 378,335 | 386,705 | 545,059 |
Interest expense, net of capitalized interest | 40,267 | 22,567 | 90,567 | 41,679 |
Interest income | (4,834) | (1,104) | (6,424) | (1,472) |
Foreign currency transaction loss (gain) | 5,630 | (2,303) | 3,909 | (1,612) |
Miscellaneous, net | (817) | (1,272) | (2,434) | (4,115) |
Income before income taxes | 144,866 | 360,447 | 301,087 | 510,579 |
Income tax expense | 38,522 | 115,256 | 75,519 | 164,650 |
Net income | 106,344 | 245,191 | 225,568 | 345,929 |
Less: Net income from Granite Holdings Sàrl prior to acquisition by Pilgrim's Pride Corporation | 0 | 11,118 | 0 | 17,393 |
Less: Net income (loss) attributable to noncontrolling interests | (197) | 432 | (391) | 974 |
Net income attributable to Pilgrim’s Pride Corporation | $ 106,541 | $ 233,641 | $ 225,959 | $ 327,562 |
Weighted average shares of Pilgrim's Pride Corporation common stock outstanding: | ||||
Basic (in shares) | 248,981 | 248,753 | 248,909 | 248,722 |
Effect of dilutive common stock equivalents (in shares) | 76 | 220 | 116 | 228 |
Diluted (in shares) | 249,057 | 248,973 | 249,025 | 248,950 |
Net income attributable to Pilgrim’s Pride Corporation per share of common stock outstanding: | ||||
Basic (in dollars per share) | $ 0.43 | $ 0.94 | $ 0.91 | $ 1.32 |
Diluted (in dollars per share) | $ 0.43 | $ 0.94 | $ 0.91 | $ 1.32 |
CONDENSED CONSOLIDATED AND COMB
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 106,344 | $ 245,191 | $ 225,568 | $ 345,929 |
Foreign currency translation adjustment | ||||
Gains (losses) arising during the period | (92,696) | 53,269 | (40,131) | 67,096 |
Income tax effect | 1,661 | 0 | 1,624 | 0 |
Derivative financial instruments designated as cash flow hedges | ||||
Gains (losses) arising during the period | (88) | 640 | (103) | 718 |
Reclassification to net earnings for losses (gains) realized | 222 | (116) | 472 | (67) |
Available-for-sale securities | ||||
Gains arising during the period | 858 | 0 | 1,232 | 0 |
Income tax effect | (209) | 0 | (300) | 0 |
Reclassification to net earnings for gains realized | (727) | 0 | (899) | 0 |
Income tax effect | 177 | 0 | 219 | 0 |
Defined benefit plans | ||||
Gains (losses) arising during the period | 693 | (6,362) | 6,592 | (4,471) |
Income tax effect | (171) | 2,401 | (1,605) | 1,687 |
Reclassification to net earnings of losses realized | 300 | 233 | 601 | 466 |
Income tax effect | (73) | (88) | (146) | (176) |
Total other comprehensive income (loss), net of tax | (90,053) | 49,977 | (32,444) | 65,253 |
Comprehensive income | 16,291 | 295,168 | 193,124 | 411,182 |
Less: Comprehensive income for Granite Holdings Sàrl prior to acquisition by Pilgrim's Pride Corporation | 0 | 64,912 | 0 | 85,140 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | (197) | 432 | (391) | 974 |
Comprehensive income attributable to Pilgrim's Pride Corporation | $ 16,488 | $ 229,824 | $ 193,515 | $ 325,068 |
CONDENSED CONSOLIDATED AND COM5
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) - 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 | Pilgrim's Pride Corporation | Pilgrim's Pride CorporationCommon Stock | Pilgrim's Pride CorporationTreasury Stock | Pilgrim's Pride CorporationAdditional Paid-in Capital | Pilgrim's Pride CorporationRetained Earnings (Accumulated Deficit) | Pilgrim's Pride CorporationAccumulated Other Comprehensive Loss | Pilgrim's Pride CorporationNoncontrolling Interest | Granite Holdings Sarl | Granite Holdings SarlCommon Stock | Granite Holdings SarlTreasury Stock | Granite Holdings SarlAdditional Paid-in Capital | Granite Holdings SarlRetained Earnings (Accumulated Deficit) | Granite Holdings SarlAccumulated Other Comprehensive Loss | Granite Holdings SarlNoncontrolling Interest |
Balance (in shares) at Dec. 25, 2016 | 272,682 | 10,636 | 259,682 | 10,636 | 13,000 | 0 | |||||||||||||||
Balance, beginning of period at Dec. 25, 2016 | $ 2,086,132 | $ 307,288 | $ (217,117) | $ 3,100,332 | $ (782,785) | $ (329,858) | $ 8,272 | $ 896,747 | $ 2,597 | $ (217,117) | $ 1,686,742 | $ (520,635) | $ (64,243) | $ 9,403 | $ 1,189,385 | $ 304,691 | $ 0 | $ 1,413,590 | $ (262,150) | $ (265,615) | $ (1,131) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Net income | 345,929 | ||||||||||||||||||||
Net income including NCI and acquiree prior to acquisition | 345,929 | 344,955 | 974 | ||||||||||||||||||
Other comprehensive income, net of tax | 65,253 | 65,253 | |||||||||||||||||||
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 | 1,947 | 1,947 | |||||||||||||||||||
Common stock purchased under share repurchase program (in shares) | (780) | ||||||||||||||||||||
Common stock purchased under share repurchase program | (14,641) | $ (14,641) | |||||||||||||||||||
Balance (in shares) at Jun. 25, 2017 | 273,168 | 11,416 | |||||||||||||||||||
Balance, end of period at Jun. 25, 2017 | 2,484,620 | $ 307,293 | $ (231,758) | 3,102,274 | (437,830) | (264,605) | 9,246 | ||||||||||||||
Balance (in shares) at Dec. 31, 2017 | 260,168 | 11,416 | |||||||||||||||||||
Balance, beginning of period at Dec. 31, 2017 | 1,855,661 | $ 2,602 | $ (231,758) | 1,932,509 | 173,943 | (31,140) | 9,505 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Net income | 225,568 | 225,959 | (391) | ||||||||||||||||||
Other comprehensive income, net of tax | (32,444) | (32,444) | |||||||||||||||||||
Share-based compensation plans: | |||||||||||||||||||||
Common stock issued under compensation plans (in shares) | 228 | ||||||||||||||||||||
Common stock issued under compensation plans | 0 | $ 2 | (2) | ||||||||||||||||||
Requisite service period recognition | 5,633 | 5,633 | |||||||||||||||||||
Balance (in shares) at Jul. 01, 2018 | 260,396 | 11,416 | |||||||||||||||||||
Balance, end of period at Jul. 01, 2018 | $ 2,054,418 | $ 2,604 | $ (231,758) | $ 1,938,140 | $ 399,902 | $ (63,584) | $ 9,114 |
CONDENSED CONSOLIDATED AND COM6
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 01, 2018 | Jun. 25, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 225,568 | $ 345,929 |
Adjustments to reconcile net income to cash provided by operating activities: | ||
Depreciation and amortization | 139,479 | 132,613 |
Noncash loss on early extinguishment of debt | 4,918 | 0 |
Foreign currency transaction loss related to borrowing arrangements | 4,221 | 5,634 |
Amortization of premium related to Senior Notes | (334) | 0 |
Accretion of discount related to Senior Notes | 321 | 0 |
Asset impairment | 573 | 3,534 |
Loss (gain) on property disposals | 239 | (768) |
Gain on equity-method investments | (32) | (30) |
Share-based compensation | 5,633 | 1,947 |
Deferred income tax expense (benefit) | (11,927) | 25,857 |
Changes in operating assets and liabilities: | ||
Trade accounts and other receivables | (31,913) | (93,391) |
Inventories | 60,303 | (93,901) |
Prepaid expenses and other current assets | (31,099) | (15,323) |
Accounts payable, accrued expenses and other current liabilities | 103,991 | (46,506) |
Income taxes | (161,571) | 73,207 |
Long-term pension and other postretirement obligations | (5,323) | (3,916) |
Other operating assets and liabilities | 942 | (1,337) |
Cash provided by operating activities | 303,989 | 333,549 |
Cash flows from investing activities: | ||
Acquisitions of property, plant and equipment | (155,188) | (197,989) |
Purchase of acquired businesses, net of cash acquired | 0 | (359,698) |
Proceeds from property disposals | 1,205 | 1,466 |
Cash used in investing activities | (153,983) | (556,221) |
Cash flows from financing activities: | ||
Proceeds from revolving line of credit and long-term borrowings | 604,062 | 1,013,662 |
Payments on revolving line of credit, long-term borrowings and capital lease obligations | (673,452) | (591,904) |
Proceeds from equity contribution under Tax Sharing Agreement between JBS USA Food Company Holdings and Pilgrim’s Pride Corporation | 5,558 | 5,038 |
Payment of capitalized loan costs | (5,708) | (2,777) |
Purchase of common stock under share repurchase program | 0 | (14,641) |
Cash provided by (used in) financing activities | (69,540) | 409,378 |
Effect of exchange rate changes on cash and cash equivalents | 4,030 | 9,273 |
Increase in cash, cash equivalents and restricted cash | 84,496 | 195,979 |
Cash, cash equivalents and restricted cash, beginning of period | 589,531 | 297,524 |
Cash, cash equivalents and restricted cash, end of period | $ 674,027 | $ 493,503 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jul. 01, 2018 | |
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.”), the United Kingdom (“U.K.”), Mexico, France, Puerto Rico and the Netherlands. 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 countries listed above. Additionally, the Company exports chicken products to approximately 100 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. The Company’s other products include ready-to-eat meals, multi-protein frozen foods, vegetarian foods and desserts. 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, the U.K., Mexico, France, Puerto Rico and the Netherlands. As of July 1, 2018 , Pilgrim’s had approximately 51,600 employees and the capacity to process approximately 45.3 million birds per work week for a total of more than 12.8 billion pounds of live chicken annually. Approximately 5,200 contract growers supply poultry for the Company’s operations. As of July 1, 2018 , JBS S.A., through its indirect wholly-owned subsidiaries (together, “JBS”), beneficially owned 78.5% of the Company’s outstanding common stock. Condensed Consolidated and Combined Financial Statements The accompanying unaudited condensed consolidated and combined 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 and twenty-six weeks ended July 1, 2018 are not necessarily indicative of the results that may be expected for the year ending December 30, 2018 . For further information, refer to the consolidated and combined financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2017 . 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, 2018 ) in the notes to these Condensed Consolidated and Combined Financial Statements applies to our fiscal year and not the calendar year. On September 8, 2017, a subsidiary of the Company acquired 100% of the issued and outstanding shares of Granite Holdings Sàrl and its subsidiaries (together, “Moy Park”) from JBS in a common-control transaction. Moy Park was acquired by JBS from an unrelated third party on September 30, 2015. The Condensed Consolidated and Combined Financial Statements presented for the thirteen and twenty-six weeks ended June 25, 2017 include the accounts of the Company and its majority-owned subsidiaries combined with the accounts of Moy Park. The Condensed Consolidated and Combined Financial Statements presented for the thirteen and twenty-six weeks ended July 1, 2018 and the Condensed Consolidated Balance Sheet presented as of December 31, 2017 include the accounts of the Company and its majority-owned subsidiaries, including Moy Park. We eliminate all significant affiliate accounts and transactions upon consolidation. The Condensed Consolidated and Combined Financial Statements have been prepared in conformity with U.S. GAAP using management’s best estimates and judgments. These estimates and judgments affect the reported amounts of assets and liabilities and disclosure of the contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ materially from these estimates and judgments. Significant estimates made by the Company include the allowance for doubtful accounts, allowances for product claims and sales deductions, reserves related to inventory obsolescence or valuation, useful lives of long-lived assets, goodwill, valuation of deferred tax assets, insurance accruals, valuation of pension and other postretirement benefits obligations, income tax accruals, certain derivative positions and valuations of acquired businesses. The functional currency of the Company's U.S. and Mexico operations and certain holding-company subsidiaries in Luxembourg, the U.K. and Ireland is the U.S. dollar. The functional currency of its U.K. operations is the British pound. The functional currency of the Company's operations in France and the Netherlands is the euro. For foreign currency-denominated entities other than the Company's Mexico operations, translation from local currencies into U.S. dollars is performed for most assets and liabilities using the exchange rates in effect as of the balance sheet date. Income and expense accounts are remeasured using average exchange rates for the period. Adjustments resulting from translation of these financial records are reflected as a separate component of Accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets. For the Company's Mexico operations, remeasurement from the Mexican peso to U.S. dollars is performed for monetary assets and liabilities using the exchange rate in effect as of the balance sheet date. Remeasurement is performed for non-monetary assets using the historical exchange rate in effect on the date of each asset’s acquisition. Income and expense accounts are remeasured using average exchange rates for the period. Net adjustments resulting from remeasurement of these financial records are reflected in Foreign currency transaction losses (gains) in the Condensed Consolidated and Combined Statements of Income. The Company reported an adjustment resulting from the translation of a British pound-denominated note payable owed to JBS as a component of Accumulated other comprehensive loss in the Condensed Consolidated Balance Sheet as of July 1, 2018. The Company designated this note payable as a hedge of its net investment in Moy Park. The Company or its subsidiaries may use derivatives for the purpose of mitigating exposure to changes in foreign currency exchange rates. Foreign currency transaction gains or losses are reported in the Condensed Consolidated and Combined Statements of Income. We made the following reclassification to the Condensed Consolidated Balance Sheet presented as of December 31, 2017 in order to conform to the Condensed Consolidated Balance Sheet presented as of July 1, 2018 : December 31, 2017 As Presented in 2017 Annual Report on Form 10-K Adjustment Resulting from Adoption of FASB Guidance As Presented in the Condensed Consolidated (In thousands) Accounts payable $ 762,444 $ (29,417 ) $ 733,027 Accrued expense and other current liabilities 417,342 (7,190 ) 410,152 Revenue contract liability — 36,607 36,607 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 and Combined 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 and Combined Statements of Cash Flows: July 1, 2018 December 31, 2017 (In thousands) Cash and cash equivalents $ 640,842 $ 581,510 Restricted cash 33,185 8,021 Total cash, cash equivalents and restricted cash shown in the $ 674,027 $ 589,531 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. We adopted this standard as of January 1, 2018, the beginning of our 2018 fiscal year, using the cumulative effect adjustment, often referred to as modified retrospective approach. Under this method, we did not restate the prior financial statements presented, and would record any adjustments in the opening balance sheet for January 2018. There was no cumulative effect to be recorded as an adjustment to the opening balance of retained earnings. The comparative information was not restated and continues to be presented under the accounting standards in effect for those periods. Additional disclosures will include the amount by which each financial statement line item is affected in the current reporting period during 2018, as compared to the prior guidance. We expect minimal impact from the adoption of the new standard to the financial statements on a go forward basis, except for expanded disclosures. Revenue is currently recognized at destination and will continue to be recognized at point in time under the new guidance. Additional information regarding revenue recognition is included in “Note 13. Revenue Recognition.” 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 calendar year. We have elected to adopt the new standard as of the beginning of our 2019 fiscal year. We are currently assessing our leasing and other arrangements, and evaluating the impact of the new guidance on these arrangements and our financial statements. Implementation of a system solution to track, account for and provide required disclosures of leasing agreements is in process with completion expected prior to the required adoption date. In June 2016, the FASB issued new accounting guidance on the measurement of credit losses on financial instruments, which, in an effort to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. The provisions of the new guidance will be effective as of the beginning of our 2020 fiscal year. Early adoption is permitted after our 2018 fiscal year. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. 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 calender 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. In August 2017, the FASB issued an accounting standard update that simplifies the application of hedge accounting guidance in current GAAP and improves the reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements. Among the simplification updates, the standard eliminates the requirement in current GAAP to separately recognize periodic hedge ineffectiveness. Mismatches between the changes in value of the hedged item and hedging instrument may still occur but they will no longer be separately reported. The standard requires the presentation of the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. The standard is effective for annual and interim reporting periods beginning after December 15, 2018, but early adoption is permitted. We are currently evaluating the impact the adoption of this standard will have on our financial statements. In February 2018, the FASB issued an accounting standard update that allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act. The Company will need to decide whether to reclassify the stranded tax effects associated with the U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. If the Company chooses to reclassify we will need to calculate the amount of the reclassification and prepare the related disclosures The accounting standards is effective as of the beginning of our 2019 calendar 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. In July 2018, the FASB issued an accounting standard update to improve non-employee share-based payment accounting. The accounting standard update more closely aligns the accounting for employee and non-employee share based payments. The accounting standards update is effective as of the beginning of our 2019 calendar year with early adoption permitted. We are currently evaluating the impacts of the new guidance on our financial statements and have not yet selected an adoption date. |
BUSINESS ACQUISITION
BUSINESS ACQUISITION | 6 Months Ended |
Jul. 01, 2018 | |
Business Combinations [Abstract] | |
BUSINESS ACQUISITIONS | BUSINESS ACQUISITION On September 8, 2017, the Company purchased 100% of the issued and outstanding shares of Moy Park from JBS for cash of $301.3 million and a note payable to the seller in the amount of £562.5 million (the "JBS S.A. Promissory Note"). Moy Park is one of the top-ten food companies in the U.K., Northern Ireland's largest private sector business and one of Europe's leading poultry producers. With 4 fresh processing plants, 10 prepared foods cook plants, 3 feed mills, 6 hatcheries and 1 rendering facility currently operating in Northern Ireland, England, France and the Netherlands, Moy Park possesses the capacity to process approximately 6.1 million birds per seven-day work week, in addition to the capacity to produce approximately 460.0 million pounds of prepared foods per year. Its product portfolio comprises fresh and further processed poultry, ready-to-eat meals, breaded and multi-protein frozen foods, vegetarian foods and desserts, supplied to major food retailers and restaurant chains in Europe (including the U.K.). Moy Park has approximately 10,300 employees as of July 1, 2018 . The Moy Park operations comprise our U.K. and Europe segment. The acquisition was treated as a common-control transaction under U.S. GAAP. A common-control transaction is a transfer of net assets or an exchange of equity interests between entities under the control of the same parent. The accounting and reporting for a transaction between entities under common control is not to be considered a business combination under U.S. GAAP. Since there is no change in control over the net assets from the parent’s perspective, there is no change in basis in the assets or liabilities. Therefore, Pilgrim's, as the receiving entity, recognized the assets and liabilities received at their historical carrying amounts, as reflected in the parent’s financial statements. The difference between the proceeds transferred and the carrying amounts of the net assets on the date of the acquisition is recognized in equity. Transaction costs incurred in conjunction with the acquisition were approximately $19.9 million . These costs were expensed as incurred. Beginning September 8, 2017, the results of operations and financial position of Moy Park have been included in the consolidated results of operations and financial position of the Company. The results of operations and financial position of Moy Park have been combined with the results of operations and financial position of Pilgrim's from September 30, 2015, the common control date, through September 7, 2017. Net sales generated by Moy Park during the thirteen weeks ended July 1, 2018 and June 25, 2017 were $563.1 million and $500.7 million , respectively. Net sales generated by Moy Park during the twenty-six weeks ended July 1, 2018 and June 25, 2017 were $1,107.4 million and $959.5 million , respectively. Moy Park generated net income during the thirteen weeks ended July 1, 2018 and June 25, 2017 totaling $19.3 million and $11.1 million , respectively. Moy Park generated net income during the twenty-six weeks ended July 1, 2018 and June 25, 2017 totaling $21.8 million and $17.4 million , respectively. The following unaudited pro forma information presents the combined financial results for the Company and Moy Park as if the acquisition had been completed at the beginning of the Company’s prior year, December 25, 2016 . Twenty-Six Weeks Ended Twenty-Six Weeks Ended (In thousands, except per share amount) Net sales $ 5,583,391 $ 5,231,626 Net income attributable to Pilgrim's Pride Corporation 226,185 314,946 Net income attributable to Pilgrim's Pride Corporation 0.91 1.27 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 | 6 Months Ended |
Jul. 01, 2018 | |
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 July 1, 2018 and December 31, 2017 , 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, commodity options instruments and foreign currency instruments to manage translation and remeasurement risk. The following items were measured at fair value on a recurring basis: July 1, 2018 Level 1 Total (In thousands) Fair value assets: Commodity futures instruments $ 18,590 $ 18,590 Commodity options instruments 88 88 Foreign currency instruments 527 527 Fair value liabilities: Commodity futures instruments (25,920 ) (25,920 ) Commodity options instruments (16,641 ) (16,641 ) Foreign currency instruments (278 ) (278 ) December 31, 2017 Level 1 Total (In thousands) Fair value assets: Commodity futures instruments $ 301 $ 301 Commodity options instruments 421 421 Foreign currency instruments 45 45 Fair value liabilities: Commodity futures instruments (296 ) (296 ) Commodity option instruments (3,551 ) (3,551 ) Foreign currency instruments (211 ) (211 ) See “Note 7. Derivative Financial Instruments” 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. For each class of assets and liabilities not measured at fair value in the Condensed Consolidated Balance Sheet but for which fair value is disclosed, the Company is not required to provide the quantitative disclosure about significant unobservable inputs used in fair value measurements categorized within Level 3 of the fair value hierarchy. In addition to the fair value disclosure requirements related to financial instruments carried at fair value, accounting standards require interim 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. The carrying amounts and estimated fair values of our fixed-rate debt obligation recorded in the Condensed Consolidated Balance Sheets consisted of the following: July 1, 2018 December 31, 2017 Carrying Fair Carrying Fair (In thousands) Fixed-rate senior notes payable at 5.75%, at Level 1 inputs $ (1,002,698 ) $ (960,000 ) $ (750,000 ) $ (774,375 ) Fixed-rate senior notes payable at 5.875%, at Level 1 inputs (843,359 ) (791,716 ) (604,820 ) (619,080 ) Fixed-rate senior notes payable at 6.25%, at Level 1 inputs — — (403,444 ) (418,787 ) Secured loans, at Level 3 inputs (580 ) (576 ) (873 ) (855 ) See “Note 11. Long-Term Debt and Other Borrowing Arrangements” for additional information. The carrying amounts of our cash and cash equivalents, derivative trading accounts' margin cash, restricted cash and cash equivalents, accounts receivable, accounts payable and certain other liabilities approximate their fair values due to their relatively short maturities. 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 Sheet. 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 Sheet. The fair value of the Company’s Level 1 fixed-rate debt obligations was based on the quoted market price at July 1, 2018 or December 31, 2017 , as applicable. The fair value of the Company’s Level 3 fixed-rate debt obligation was based on discounted cash flows at July 1, 2018 or December 31, 2017 , 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 | 6 Months Ended |
Jul. 01, 2018 | |
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: July 1, 2018 December 31, 2017 (In thousands) Trade accounts receivable $ 559,778 $ 548,472 Notes receivable - current 5,130 5,130 Other receivables 33,403 20,021 Receivables, gross 598,311 573,623 Allowance for doubtful accounts (8,378 ) (8,145 ) Receivables, net $ 589,933 $ 565,478 Account receivable from related parties (a) $ 1,179 $ 2,951 (a) Additional information regarding accounts receivable from related parties is included in “Note 20. Related Party Transactions.” Activity in the allowance for doubtful accounts for the twenty-six weeks ended July 1, 2018 was as follows (in thousands): Balance, beginning of period $ (8,145 ) Provision charged to operating results (1,132 ) Account write-offs and recoveries 894 Effect of exchange rate 5 Balance, end of period $ (8,378 ) |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jul. 01, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: July 1, 2018 December 31, 2017 (In thousands) Raw materials and work-in-process $ 751,534 $ 722,083 Finished products (a) 345,158 444,796 Operating supplies 38,770 35,442 Maintenance materials and parts 54,555 52,749 Total inventories $ 1,190,017 $ 1,255,070 (a) Finished products contains a $54.4 million reclassification related to both in-transit and non-chicken finished products that were previously presented in Feed, eggs and other on our annual report on Form 10-K for the year ended December 31, 2017 to conform to the inventories presented as of July 1, 2018. |
INVESTMENTS IN SECURITIES
INVESTMENTS IN SECURITIES | 6 Months Ended |
Jul. 01, 2018 | |
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: July 1, 2018 December 31, 2017 Amortized Cost Fair Amortized Cost Fair (In thousands) Cash equivalents: Fixed income securities $ 524,806 $ 524,806 $ 330,456 $ 330,456 Other 1,323 1,323 942 942 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 during the thirteen and twenty-six weeks ended July 1, 2018 related to the Company’s available-for-sale securities totaled $1.8 million and $2.9 million while gross realized losses were immaterial. Gross realized gains during the thirteen and twenty-six weeks ended June 25, 2017 related to the Company’s available-for-sale securities totaled $1.0 million and $1.1 million while gross realized losses 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 and Combined Statements of Cash Flows. Net unrealized holding gains and losses on the Company’s available-for-sale securities recognized during the thirteen and twenty-six weeks ended July 1, 2018 and June 25, 2017 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 and twenty-six weeks ended July 1, 2018 and June 25, 2017 are disclosed in “Note 15. Stockholders’ Equity”. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 6 Months Ended |
Jul. 01, 2018 | |
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, 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 Europe (including the U.K.) and, therefore, has exposure to translational foreign exchange risk when the financial results of those operations are remeasured in 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 collateral for changes in the net fair value of the derivative contracts. We have not designated certain derivative financial instruments that we have purchased to mitigate commodity purchase or foreign currency transaction exposures on our Mexico operations as cash flow hedges. Items designated as cash flow hedges are disclosed and described further below. 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 and Combined Statements of Income. We have designated certain derivative financial instruments related to our U.K. and Europe segment that we have purchased to mitigate foreign currency transaction exposures as cash flow hedges. Before the settlement date of the financial derivative instruments, we recognize changes in the fair value of the effective portion of the cash flow hedge into accumulated other comprehensive income (“AOCI”) while we recognize changes in the fair value of the ineffective portion immediately in earnings. When the derivative financial instruments associated with the effective portion are settled, the amount in AOCI is then reclassified to earnings. Gains or losses related to these derivative financial instruments are included in the line item Cost of sales in the Condensed Consolidated and Combined Statements of Income. The Company recognized net losses of $24.0 million and net gains of $3.2 million related to changes in the fair value of its derivative financial instruments during the thirteen weeks ended July 1, 2018 and June 25, 2017 , respectively. The Company recognized net losses of $17.6 million and net gains of $0.3 million related to changes in the fair value of its derivative financial instruments during the twenty-six weeks ended July 1, 2018 and June 25, 2017 , respectively. Information regarding the Company’s outstanding derivative instruments and collateral posted with (owed to) brokers is included in the following table: July 1, 2018 December 31, 2017 (Fair values in thousands) Fair values: Commodity derivative assets $ 18,678 $ 722 Commodity derivative liabilities (42,561 ) (3,847 ) Foreign currency derivative assets 527 45 Foreign currency derivative liabilities (278 ) (211 ) Collateral posted with brokers (a) 33,185 8,021 Derivatives coverage (b) : Corn 24.7 % 3.1 % Soybean meal 18.4 % 1.7 % Period through which stated percent of needs are covered: Corn March 2019 March 2019 Soybean meal July 2019 December 2018 (a) Collateral posted with brokers consists primarily of cash, short term treasury bills, or other cash equivalents. (b) Derivatives coverage is the percent of anticipated commodity needs covered by outstanding derivative instruments through a specified date. The following tables present the components of the gain or loss on derivatives that qualify as cash flow hedges: Gain (Loss) Recognized in Other Comprehensive Income on Derivative (Effective Portion) Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Foreign currency derivatives $ (98 ) $ 622 $ (97 ) $ 698 Total $ (98 ) $ 622 $ (97 ) $ 698 Net Realized Gains (Losses) Recognized in Income on Derivative (Ineffective Portion) Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Foreign currency derivatives $ — $ — $ — $ — Total $ — $ — $ — $ — Gain (Loss) Reclassified from AOCI into Income (Effective Portion) Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Foreign currency derivatives $ 222 $ (116 ) $ 472 $ (67 ) Total $ 222 $ (116 ) $ 472 $ (67 ) At July 1, 2018 , the pre-tax deferred net gains on derivatives recorded in AOCI that are expected to be reclassified to the Condensed Consolidated and Combined Statements of Income during the next twelve months are $0.1 million . This expectation is based on the anticipated settlements on the hedged investments in foreign currencies that will occur over the next twelve months, at which time the Company will recognize the deferred gains (losses) to earnings. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jul. 01, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS The activity in goodwill by segment for the twenty-six weeks ended July 1, 2018 was as follows: December 31, 2017 Currency Translation July 1, 2018 (In thousands) U.S. $ 41,936 $ — $ 41,936 U.K. and Europe 834,346 (19,329 ) 815,017 Mexico 125,607 — 125,607 Total $ 1,001,889 $ (19,329 ) $ 982,560 Identified intangible assets consisted of the following: December 31, 2017 Amortization Currency Translation Reclassification July 1, 2018 (In thousands) Carrying amount: Trade names $ 79,686 $ — $ — $ (1,343 ) $ 78,343 Customer relationships 251,952 — (2,070 ) 1,343 251,225 Non-compete agreements 320 — — — 320 Trade names not subject to amortization 403,594 — (8,563 ) — 395,031 Accumulated amortization: Trade names (40,888 ) (1,864 ) — 623 (42,129 ) Customer relationships (77,194 ) (11,586 ) 675 (623 ) (88,728 ) Non-compete agreements (307 ) (4 ) — — (311 ) Total identified intangible assets $ 617,163 $ (13,454 ) $ (9,958 ) $ — $ 593,751 Intangible assets are amortized over the estimated useful lives of the assets as follows: Customer relationships 5-16 years Trade names 3-20 years Non-compete agreements 3 years At July 1, 2018 , the Company assessed if events or changes in circumstances indicated that the aggregate carrying amount of its identified intangible assets subject to amortization might not be recoverable. There were no indicators present that required the Company to test the recoverability of the aggregate carrying amount of its identified intangible assets subject to amortization at that date. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 6 Months Ended |
Jul. 01, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment (“PP&E”), net consisted of the following: July 1, 2018 December 31, 2017 (In thousands) Land $ 196,934 $ 205,087 Buildings 1,675,963 1,681,610 Machinery and equipment 2,622,713 2,533,522 Autos and trucks 60,731 58,159 Construction-in-progress 210,970 187,094 PP&E, gross 4,767,311 4,665,472 Accumulated depreciation (2,653,358 ) (2,570,325 ) PP&E, net $ 2,113,953 $ 2,095,147 The Company recognized depreciation expense of $61.9 million and $61.9 million during the thirteen weeks ended July 1, 2018 and June 25, 2017 , respectively. The Company recognized depreciation expense of $122.6 million and $117.3 million during the twenty-six weeks ended July 1, 2018 and June 25, 2017 , respectively. During the twenty-six weeks ended July 1, 2018 , Pilgrim's spent $155.2 million on capital projects and transferred $ 109.6 million of completed projects from construction-in-progress to depreciable assets. Capital expenditures were primarily incurred during the twenty-six weeks ended July 1, 2018 to improve efficiencies and reduce costs. During the twenty-six weeks ended June 25, 2017 , the Company spent $198.0 million on capital projects and transferred $ 159.1 million of completed projects from construction-in-progress to depreciable assets. During the thirteen and twenty-six weeks ended July 1, 2018 , the Company sold certain PP&E for $0.2 million and $1.2 million , respectively, in cash and recognized net loss on these sales of $0.1 million and $0.2 million , respectively. PP&E sold in twenty-six weeks ended July 1, 2018 included a processing plant in Alabama and miscellaneous equipment. During the thirteen and twenty-six weeks ended June 25, 2017 , the Company sold certain PP&E for cash of $1.3 million and $1.5 million , respectively and recognized net gain on these sales of $0.9 million and $0.8 million , respectively. PP&E sold in the twenty-six weeks ended June 25, 2017 included poultry farms in Alabama and Texas, vacant land in Texas and miscellaneous equipment. Management has committed to the sale of a processing complex in Minnesota and miscellaneous equipment that no longer fit into the operating plans of the Company. The Company is actively marketing these assets for immediate sale and believes a sale of each asset can be consummated within the next 12 months. At July 1, 2018 and December 31, 2017 , the Company reported properties and related assets totaling $2.9 million and $0.7 million , respectively, in the line item Assets held for sale on its Condensed Consolidated Balance Sheets. The fair values of the Minnesota processing complex and the miscellaneous equipment that were classified as assets held for sale as of July 1, 2018 were both based on quoted market prices. The Company tested the recoverability of its Minnesota processing complex held for sale as of April 1, 2018 and July 1, 2018. The Company determined that the aggregate carrying amount at April 1, 2018 of this asset group was not recoverable over the remaining life of the primary asset in the group and recognized impairment cost of $0.5 million within the U.S. segment, which it reported in the line item Administrative restructuring charges on its Condensed Consolidated and Combined Statements of Income. The Company determined that the aggregate carrying amount at July 1, 2018 of this asset group was recoverable over the remaining life of the primary asset in the group. The Company has closed or idled various facilities in the U.S. and in the U.K. 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 July 1, 2018 , the carrying amounts of these idled assets totaled $49.3 million based on depreciable value of $170.0 million and accumulated depreciation of $120.7 million . At July 1, 2018 , the Company assessed if events or changes in circumstances indicated that the aggregate carrying amount of its property, plant and equipment held for use might not be recoverable. There were no indicators present that required the Company to test the recoverability of the aggregate carrying amount of its property, plant and equipment held for use at that date. |
CURRENT LIABILITIES
CURRENT LIABILITIES | 6 Months Ended |
Jul. 01, 2018 | |
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: July 1, 2018 December 31, 2017 (In thousands) Accounts payable: Trade accounts $ 740,943 $ 661,759 Book overdrafts 60,857 56,022 Other payables 13,896 15,246 Total accounts payable 815,696 733,027 Accounts payable to related parties (a) 26,941 2,889 Revenue contract liability (b) 32,200 36,607 Accrued expenses and other current liabilities: Compensation and benefits 134,377 181,678 Interest and debt-related fees 36,142 29,750 Insurance and self-insured claims 82,590 79,911 Derivative liabilities: Commodity futures 25,920 296 Commodity options 16,641 3,551 Foreign currency derivatives 278 211 Other accrued expenses 111,494 114,755 Total accrued expenses and other current liabilities 407,442 410,152 $ 1,282,279 $ 1,182,675 (a) Additional information regarding accounts payable to related parties is included in “Note 20. Related Party Transactions.” (b) Additional information regarding revenue contract liabilities is included in “Note 13. Revenue Recognition.” |
LONG-TERM DEBT AND OTHER BORROW
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS | 6 Months Ended |
Jul. 01, 2018 | |
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 July 1, 2018 December 31, 2017 (In thousands) Long-term debt and other long-term borrowing arrangements: Senior notes payable, net of premium and discount at 5.75% 2025 $ 1,002,698 $ 754,820 Senior notes payable, net of discount at 5.875% 2027 843,359 600,000 Senior notes payable at 6.25% 2021 — 403,444 U.S. Credit Facility (defined below): Term note payable at 3.60% 2022 760,000 780,000 Revolving note payable at 5.25% 2022 — 73,262 Mexico Credit Facility (defined below) with notes payable at 2019 — 76,307 Moy Park Multicurrency Revolving Facility with notes payable at 2018 — 9,590 Moy Park France Invoice Discounting Revolver with payables at 2018 — 1,815 Moy Park Bank of Ireland Revolving Facility with notes payable at 2023 39,624 — Secured loans with payables at weighted average of 3.74% Various 580 873 Capital lease obligations Various 6,322 9,239 Long-term debt 2,652,583 2,709,350 Less: Current maturities of long-term debt (44,606 ) (47,775 ) Long-term debt, less current maturities 2,607,977 2,661,575 Less: Capitalized financing costs (23,491 ) (25,958 ) Long-term debt, less current maturities, net of capitalized financing costs: $ 2,584,486 $ 2,635,617 U.S. 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. On September 29, 2017, the Company completed an add-on offering of $250.0 million of these senior notes. The issuance price of this add-on offering was 102.0% , which created gross proceeds of $255.0 million . The additional $5.0 million will be amortized over the remaining life of the senior notes. On March 7, 2018, the Company completed another add-on offering of $250.0 million of these senior notes (together with the senior notes issued in March 2015 and September 2017, the “Senior Notes due 2025”). The issuance price of this add-on offering was 99.25% , which created gross proceeds of $248.1 million. The $ 1.9 million discount will be amortized over the remaining life of the senior notes. Each issuance of the Senior Notes due 2025 is treated as a single class for all purposes under the 2015 Indenture (defined below) and have the same terms. The Senior Notes due 2025 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 “2015 Indenture”). The 2015 Indenture provides, among other things, that the Senior Notes due 2025 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 for the Senior Notes due 2025 that were issued in March 2015 and beginning on March 15, 2018 for the Senior Notes due 2025 that were issued in September 2017 and March 2018. On September 29, 2017, the Company completed a sale of $600.0 million aggregate principal amount of its 5.875% senior notes due 2027. On March 7, 2018, the Company completed an add-on offering of $250.0 million of these senior notes (together with the senior notes issued in September 2017, the “Senior Notes due 2027”). The issuance price of this add-on offering was 97.25% , which created gross proceeds of $243.1 million. The $6.9 million discount will be amortized over the remaining life of the Senior Notes due 2027. Each issuance of the Senior Notes due 2027 is treated as a single class for all purposes under the 2017 Indenture (defined below) and have the same terms. The Senior Notes due 2027 are governed by, and were issued pursuant to, an indenture dated as of September 29, 2017 by and among the Company, its guarantor subsidiary and U.S. Bank National Association, as trustee (the “2017 Indenture”). The 2017 Indenture provides, among other things, that the Senior Notes due 2027 bear interest at a rate of 5.875% per annum from the date of issuance until maturity, payable semi-annually in cash in arrears, beginning on March 30, 2018 for the Senior Notes due 2027 that were issued in September 2017 and beginning on March 15, 2018 for the Senior Notes due 2027 that were issued in March 2018. The Senior Notes due 2025 and the Senior Notes due 2027 are each 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 due 2025 and the Senior Notes due 2027. The Senior Notes due 2025 and the Senior Notes due 2027 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 due 2025, the 2015 Indenture, the Senior Notes due 2027 and the 2017 Indenture also contain customary covenants and events of default, including failure to pay principal or interest on the Senior Notes due 2025 and the Senior Notes due 2027 when due, among others. The Company used the net proceeds from the sale of the Senior Notes due 2025 and the Senior Notes due 2027 that were issued in September 2017 to repay in full the JBS S.A. Promissory Note issued as part of the Moy Park acquisition and for general corporate purposes. The Company used the net proceeds from the sale of the Senior Notes due 2025 and the Senior Notes due 2027 that were issued in March 2018 to pay the second tender price of Moy Park Notes (as described below), repay a portion of outstanding secured debt, and for general corporate purposes. The Senior Notes due 2025 and the Senior Notes due 2027 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. Moy Park Senior Notes Between May 29, 2014 and April 17, 2015, Moy Park (Bondco) plc completed the sale of £300.0 million aggregate principal amount of its 6.25% senior notes due 2021 (the “Moy Park Senior Notes”). Between November 3, 2017 and March 8, 2018, Moy Park (Bondco) plc completed the purchase for cash of the Moy Park Senior Notes through a tender offer. As of March 8, 2018, £234.3 million principal amount of Moy Park Senior Notes had been validly tendered and purchased by Moy Park (Bondco) plc. On May 29, 2018, Moy Park (Bondco) plc redeemed all remaining Moy Park Senior Notes outstanding at the redemption price equal to 101.56% of the principal amount, plus accrued and unpaid interest. The principal value of the Moy Park Senior Notes redeemed on May 29, 2018 was £65.7 million . As of July 1, 2018 , there are no Moy Park Senior Notes outstanding. U.S. Credit Facility On May 8, 2017, the Company and certain of its subsidiaries entered into a Third Amended and Restated Credit Agreement (the “U.S. Credit Facility”) with Coöperatieve Rabobank U.A., New York Branch (“Rabobank”), as administrative agent and collateral agent, and the other lenders party thereto. The U.S. Credit Facility provides for a revolving loan commitment of up to $750.0 million and a term loan commitment of up to $800.0 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 May 6, 2022. All principal on the Term Loans is due at maturity on May 6, 2022. Installments of principal are required to be made, in an amount equal to 1.25% of the original principal amount of the Term Loans, on a quarterly basis 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. As of July 1, 2018 , the Company had Term Loans outstanding totaling $760.0 million and the amount available for borrowing under the revolving loan commitment was $705.1 million . The Company had letters of credit of $44.9 million and no borrowings outstanding under the revolving loan commitment as of July 1, 2018 . 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. 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 the Company's 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. On July 20, 2018, the Company, and certain of the Company's subsidiaries entered into a Fourth Amended and Restated Credit Agreement with CoBank, ACB, as administrative agent and collateral agent, and the other lenders party thereto. See “Note 22. Subsequent Events” for additional information. Mexico Credit Facility On September 27, 2016, certain of the Company's 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. Outstanding borrowings under the Mexico Credit Facility bear interest at a per annum rate of 8.81% . As of July 1, 2018 , the U.S. dollar-equivalent loan commitment and the U.S. dollar-equivalent borrowing availability under the Mexico Credit Facility were $75.4 million and $75.4 million , respectively. As of July 1, 2018 , there were no outstanding borrowings under the Mexico Credit Facility. Moy Park Bank of Ireland Revolving Facility Agreement On June 2, 2018, Moy Park Holdings (Europe) Ltd. and its subsidiaries entered into an unsecured multicurrency revolving facility agreement (the “Bank of Ireland Facility Agreement”) with the Governor and Company of the Bank of Ireland, as agent, and the other lenders party thereto. The Bank of Ireland Facility Agreement provides for a multicurrency revolving loan commitment of up to £100.0 million . The multicurrency revolving loan commitments under the Bank of Ireland Facility Agreement matures on June 2, 2023. Outstanding borrowings under the Bank of Ireland Facility Agreement bear interest at a rate per annum equal to the sum of (i) LIBOR or, in relation to any loan in euros, EURIBOR, plus (ii) a margin, ranging from 1.25% to 2.00% based on Leverage (as defined in the Bank of Ireland Facility Agreement). All obligations under the Bank of Ireland Facility Agreement are guaranteed by certain of Moy Park's subsidiaries. As of July 1, 2018 , the U.S. dollar-equivalent loan commitment, borrowing availability and outstanding borrowings under the Bank of Ireland Facility Agreement were $132.1 million , $92.5 million , and $39.6 million , respectively. The Bank of Ireland Facility Agreement contains representations and warranties, covenants, indemnities and conditions that the Company believes are customary for transactions of this type. Pursuant to the terms of the Bank of Ireland Facility Agreement, Moy Park is required to meet certain financial and other restrictive covenants. Additionally, Moy Park is prohibited from taking certain actions without consent of the lenders, including, without limitation, incurring additional indebtedness, entering into certain mergers or other business combination transactions, permitting liens or other encumbrances on its assets and making restricted payments, including dividends, in each case except as expressly permitted under the Bank of Ireland Facility Agreement. The Bank of Ireland Facility Agreement contains events of default that the Company believes are customary for transactions of this type. If a default occurs, any outstanding obligations under the Bank of Ireland Facility Agreement may be accelerated. Moy Park Multicurrency Revolving Facility Agreement On March 19, 2015, Moy Park Holdings (Europe) Ltd. and its subsidiaries, entered into an agreement with Barclays Bank plc, which expired on March 19, 2018. The agreement provided for a multicurrency revolving loan commitment of up to £20.0 million . Moy Park Receivables Finance Agreement Moy Park Ltd., entered into a £45.0 million receivables finance agreement on January 29, 2016 (the “Receivables Finance Agreement”), with Barclays Bank plc. Moy Park Holdings (Europe) Ltd. repaid the Receivables Finance Agreement in full using available cash and proceeds from the Bank of Ireland Facility Agreement and terminated the Receivables Finance Agreement with Barclays Bank plc on June 4, 2018. Moy Park France Invoice Discounting Facility In June 2009, Moy Park France Sàrl entered into a €20.0 million invoice discounting facility with GE De Facto (the “Invoice Discounting Facility”). The facility limit was decreased €10.0 million in June 2018 to €10.0 million . The Invoice Discounting Facility is payable on demand and the term is extended on an annual basis. The agreement can be terminated by either party with three months’ notice. Outstanding borrowings under the Invoice Discounting Facility bear interest at a per annum rate equal to EURIBOR plus a margin of 0.80% . As of July 1, 2018 , the U.S. dollar-equivalent loan commitment and borrowing availability under the Invoice Discounting Facility were $11.7 million and $11.7 million , respectively. As of July 1, 2018 , there were no outstanding borrowings under the Invoice Discounting Facility. The Invoice Discounting Facility contains financial covenants and various other covenants that may adversely affect Moy Park's ability to, among other things, incur additional indebtedness, consummate certain asset 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 Moy Park's assets. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jul. 01, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company recorded income tax expense of $75.5 million , a 25.1% effective tax rate, for the twenty-six weeks ended July 1, 2018 compared to income tax expense of $164.7 million , a 32.2% effective tax rate, for the twenty-six weeks ended June 25, 2017 . The decrease in income tax expense in 2018 resulted primarily from a reduction in pre-tax income as well as a reduction in the U.S. corporate income tax rate as a result of the recently enacted comprehensive tax legislation. On December 22, 2017, the U.S. government enacted comprehensive tax legislation (the “Tax Act”), which significantly revises the ongoing U.S. corporate income tax law by lowering the U.S. federal corporate income tax rate from 35.0% to 21.0% , implementing a territorial tax system, imposing a one-time tax on foreign unremitted earnings and setting limitations on deductibility of certain costs (e.g., interest expense), among other things. The Company is applying the guidance in Staff Accounting Bulletin (“SAB”) 118 when accounting for the enactment-date effects of the Tax Act. As of July 1, 2018, the Company has not completed its accounting for all of the tax effects of the Tax Act. In certain cases, as described below, the Company has made a reasonable estimate of certain effects of the Tax Act. In other cases, the Company has not been able to make a reasonable estimate and continues to account for those items based on existing accounting under Accounting Standards Codification (“ASC”) Topic 740, Income Taxes , and the provisions of the tax laws that were in effect immediately prior to enactment. For example, the Company has yet to make a reasonable estimate for the effect of the various federal income tax elements of the Tax Act on its state tax rate. In all cases, the Company will continue to make and refine its calculations as additional analysis is completed. Estimates may also be affected as the Company gains a more thorough understanding of the Tax Act. These changes could be material to income tax expense. As of December 31, 2017, the Company estimated no tax liability on foreign unremitted earnings due to a net earnings and profits (“E&P”) deficit on accumulated post-1986 deferred foreign income. Therefore, the Company did not accrue any amount of tax expense for the Tax Act’s one-time transition tax on the foreign subsidiaries’ accumulated, unremitted earnings going back to 1986 for the year ended December 31, 2017. As of July 1, 2018, the Company continues to estimate no tax liability for the one-time transition tax. As the Company continues to refine its E&P analysis, the Company will adjust its calculations of the one-time transition tax, which could affect the measurement of this liability. The Tax Act subjects a U.S. shareholder to tax on global intangible low-taxed income (“GILTI”) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for GILTI , states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. Given the complexity of the GILTI provisions, the Company is still evaluating the effects of the GILTI provisions and has not yet determined the accounting policy it will elect. As of July 1, 2018, the Company estimates a $6.9 million federal GILTI tax liability, which is reflected in the Company's estimated annual effective tax rate. The Tax Act provides for a foreign-derived intangible income (“FDII”) deduction, which is available to domestic C corporations that derive income from the export of property and services. As of July 1, 2018, the Company estimated a federal FDII benefit of $0.7 million , which is reflected in the Company’s estimated annual effective tax rate. The Company will continue to refine its FDII calculations, which may result in changes to this estimated benefit. 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 July 1, 2018 , the Company did not believe it had sufficient positive evidence to conclude that realization of a portion of its foreign net deferred tax assets are more likely than not to be realized. For the twenty-six weeks ended July 1, 2018 and June 25, 2017 , there is a tax effect of ($0.2) million and $1.5 million , respectively, reflected in other comprehensive income. For the twenty-six weeks ended July 1, 2018 and June 25, 2017 , there are immaterial tax effects reflected in income tax expense due to excess tax benefits related to share-based compensation. The Company and its subsidiaries file a variety of consolidated and standalone income tax returns in various jurisdictions. In the normal course of business, our income tax filings are subject to review by various taxing authorities. In general, tax returns filed by our Company and our subsidiaries for years prior to 2011 are no longer subject to examination by tax authorities. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 6 Months Ended |
Jul. 01, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION The vast majority of the Company's revenue is derived from contracts which are based upon a customer ordering our products. While there may be master agreements, the contract is only established when the customer’s order is accepted by the Company. The Company accounts for a contract, which may be verbal or written, when it is approved and committed by both parties, the rights of the parties are identified along with payment terms, the contract has commercial substance and collectability is probable. The Company evaluates the transaction for distinct performance obligations, which are the sale of its products to customers. Since its products are commodity market-priced, the sales price is representative of the observable, standalone selling price. Each performance obligation is recognized based upon a pattern of recognition that reflects the transfer of control to the customer at a point in time, which is upon destination (customer location or port of destination), which faithfully depicts the transfer of control and recognition of revenue. There are instances of customer pick-up at the Company's facility, in which case control transfers to the customer at that point and the Company recognizes revenue. The Company's performance obligations are typically fulfilled within days to weeks of the acceptance of the order. The Company makes judgments regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from revenue and cash flows with customers. Determination of a contract requires evaluation and judgment along with the estimation of the total contract value and if any of the contract value is constrained. Due to the nature of our business, there is minimal variable consideration, as the contract is established at the acceptance of the order from the customer. When applicable, variable consideration is estimated at contract inception and updated on a regular basis until the contract is completed. Allocating the transaction price to a specific performance obligation based upon the relative standalone selling prices includes estimating the standalone selling prices including discounts and variable consideration. Disaggregated Revenue Revenue has been disaggregated into the categories below to show how economic factors affect the nature, amount, timing and uncertainty of revenue and cash flows. Thirteen Weeks Ended July 1, 2018 Twenty-Six Weeks Ended July 1, 2018 Domestic Export Net Sales Domestic Export Net Sales (In thousands) (In thousands) U.S. $ 1,844,662 $ 54,773 $ 1,899,435 $ 3,610,602 $ 129,938 $ 3,740,540 U.K. and Europe 477,939 85,163 563,102 942,306 165,096 1,107,402 Mexico 374,176 — 374,176 735,449 — 735,449 Net Sales $ 2,696,777 $ 139,936 $ 2,836,713 $ 5,288,357 $ 295,034 $ 5,583,391 Shipping and Handling Costs In the rare case when shipping and handling activities are performed after a customer obtains control of the good, the Company has elected to account for shipping and handling as activities to fulfill the promise to transfer the good. When revenue is recognized for the related good before the shipping and handling activities occur, the related costs of those shipping and handling activities are accrued. Shipping and handling costs are recorded within cost of sales. Contract Costs The Company can incur incremental costs to obtain or fulfill a contract such as broker expenses that are not expected to be recovered. The amortization period for such expenses is less than one year; therefore, the costs are expensed as incurred. Taxes There is no change in accounting for taxes due to the adoption of the new revenue standard, as there is no material change to the timing of revenue recognition. We exclude all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer (for example, sales, use, value added, and some excise taxes) from the transaction price. Contract Balances The Company receives payment from customers based on terms established with the customer. Payments are typically due within two weeks of delivery. There are rarely contract assets related to costs incurred to perform in advance of scheduled billings. Revenue contract liabilities relate to payments received in advance of satisfying the performance under the customer contract. The revenue contract liability relates to customer prepayments and the advanced consideration received from governmental agency contracts for which performance obligations to the end customer have not been satisfied. Changes in the revenue contract liability balances during the twenty-six weeks ended July 1, 2018 are as follows (in thousands): Balance, beginning of period $ 36,607 Revenue recognized that was included in revenue contract liability at the beginning of the period (19,201 ) Cash received, excluding amounts recognized as revenue during the period 14,794 Balance, end of period $ 32,200 Accounts Receivable The Company records accounts receivable when revenue is recognized. The Company records an allowance for doubtful accounts to reduce the receivables balance to an amount it estimates is collectible from customers. Estimates used in determining the allowance for doubtful accounts are based on historical collection experience, current trends, aging of accounts receivable and periodic credit evaluations of customers’ financial condition. The Company writes off accounts receivable when it becomes apparent, based upon age or customer circumstances, that such amounts will not be collected. Generally, the Company does not require collateral for its accounts receivable |
PENSION AND OTHER POSTRETIREMEN
PENSION AND OTHER POSTRETIREMENT BENEFITS | 6 Months Ended |
Jul. 01, 2018 | |
Defined Benefit Plan [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 plan. Expenses recognized under all these retirement plans totaled $3.1 million and $2.5 million in the thirteen weeks ended July 1, 2018 and June 25, 2017 , respectively, and $6.2 million and $5.2 million in the twenty-six weeks ended July 1, 2018 and June 25, 2017 , respectively. Defined Benefit Plans Obligations and Assets The change in benefit obligation, change in fair value of plan assets, funded status and amounts recognized in the Condensed Consolidated Balance Sheets for the defined benefit plans were as follows: Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in projected benefit obligation: (In thousands) Projected benefit obligation, beginning of period $ 178,247 $ 1,603 $ 167,159 $ 1,648 Interest cost 2,731 23 2,786 25 Actuarial losses (gains) (9,465 ) (62 ) 8,885 101 Benefits paid (4,473 ) (74 ) (4,430 ) (74 ) Projected benefit obligation, end of period $ 167,040 $ 1,490 $ 174,400 $ 1,700 Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in plan assets: (In thousands) Fair value of plan assets, beginning of period $ 112,570 $ — $ 97,526 $ — Actual return on plan assets 97 — 7,142 — Contributions by employer 5,581 74 4,502 74 Benefits paid (4,473 ) (74 ) (4,430 ) (74 ) Fair value of plan assets, end of period $ 113,775 $ — $ 104,740 $ — July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Funded status: (In thousands) Unfunded benefit obligation, end of period $ (53,265 ) $ (1,490 ) $ (65,677 ) $ (1,603 ) July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: (In thousands) Current liability $ (12,159 ) $ (148 ) $ (12,168 ) $ (149 ) Long-term liability (41,106 ) (1,342 ) (53,509 ) (1,454 ) Recognized liability $ (53,265 ) $ (1,490 ) $ (65,677 ) $ (1,603 ) July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in accumulated other comprehensive income (loss) at end of period: (In thousands) Net actuarial loss (gain) $ 47,104 $ (27 ) $ 54,235 $ 35 The accumulated benefit obligation for the Company's defined benefit pension plans was $167.0 million and $178.2 million at July 1, 2018 and December 31, 2017 , respectively. Each of the Company's defined benefit pension plans had accumulated benefit obligations that exceeded the fair value of plan assets at July 1, 2018 and December 31, 2017 . As of July 1, 2018 , the weighted average duration of the Company's defined benefit pension obligation is 30.91 years. Net Periodic Benefit Costs Net defined benefit pension and other postretirement costs included the following components: Thirteen Weeks Ended July 1, 2018 Thirteen Weeks Ended June 25, 2017 Twenty-Six Weeks Ended July 1, 2018 Twenty-Six Weeks Ended June 25, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Interest cost $ 1,365 $ 11 $ 1,393 $ 12 $ 2,731 $ 23 $ 2,786 $ 25 Estimated return on plan assets (1,516 ) — (1,313 ) — (3,033 ) — (2,626 ) — Amortization of net loss 301 — 233 — 602 — 466 — Net costs $ 150 $ 11 $ 313 $ 12 $ 300 $ 23 $ 626 $ 25 Economic Assumptions The weighted average assumptions used in determining pension and other postretirement plan information were as follows: July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure benefit obligation at end of period: Discount rate 4.24 % 4.02 % 3.69 % 3.39 % Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure net pension and other postretirement cost: Discount rate 3.69 % 3.39 % 4.31 % 3.81 % Expected return on plan assets 5.50 % N/A 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 July 1, 2018 and December 31, 2017 , 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 Sheets. Increase in Discount Rate of 0.25% Decrease in Discount Rate of 0.25% (In thousands) Impact on projected benefit obligation for pension benefits $ (4,767 ) $ 4,525 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: July 1, 2018 December 31, 2017 Cash and cash equivalents — % 5 % Pooled separate accounts (a) : Equity securities 5 % 5 % Fixed income securities 4 % 4 % Common collective trust funds (a) : Equity securities 46 % 56 % Fixed income securities 41 % 30 % Real estate 4 % — % 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, real estate trusts 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. The Company develops its 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 its plans invest. The fair value measurements of plan assets fell into the following levels of the fair value hierarchy as of July 1, 2018 and December 31, 2017 : July 1, 2018 December 31, 2017 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 $ 831 $ — $ — $ 831 $ 6,128 $ — $ — $ 6,128 Pooled separate accounts: Large U.S. equity funds (d) — 3,025 — 3,025 — 3,483 — 3,483 Small/Mid U.S. equity funds (e) — 386 — 386 — 420 — 420 International equity funds (f) — 1,717 — 1,717 — 1,665 — 1,665 Fixed income funds (g) — 4,904 — 4,904 — 4,799 — 4,799 Common collective trusts funds: Large U.S. equity funds (d) — 20,443 — 20,443 — 22,695 — 22,695 Small U.S. equity funds (e) — 8,013 — 8,013 — 20,592 — 20,592 International equity funds (f) — 24,393 — 24,393 — 19,923 — 19,923 Fixed income funds (g) — 44,889 — 44,889 — 32,865 — 32,865 Real estate (h) — 5,174 — 5,174 — — — — Total assets $ 831 $ 112,944 $ — $ 113,775 $ 6,128 $ 106,442 $ — $ 112,570 (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). These investment options typically carry more risk than short-term fixed income investment options, but less overall risk than equities. (h) This category is comprised of investment options that invest in real estate investment trusts or private equity pools that own real estate. These long-term investments are primarily in office buildings, industrial parks, apartments or retail complexes. These investment options typically carry more risk, including liquidity risk, than fixed income investment options. 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 July 1, 2018 expected to be paid through 2027 from the Company's pension and other postretirement plans. Because its 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 the Company's other postretirement plans are unfunded, the anticipated benefits with respect to these plans will come from its own assets. Pension Benefits Other Benefits (In thousands) 2018 $ 9,184 $ 74 2019 11,889 148 2020 11,687 146 2021 11,337 143 2022 11,160 139 2023-2027 50,628 611 Total $ 105,885 $ 1,261 The Company anticipates contributing $6.6 million and less than $0.1 million , as required by funding regulations or laws, to its pension plans and other postretirement plans, respectively, during the remainder of 2018 . 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: Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Net actuarial loss (gain), beginning of period $ 54,235 $ 35 $ 46,494 $ (31 ) Amortization (602 ) — (466 ) — Actuarial loss (gain) (9,465 ) (62 ) 8,885 101 Asset loss (gain) 2,936 — (4,515 ) — Net actuarial loss (gain), end of period $ 47,104 $ (27 ) $ 50,398 $ 70 The Company expects to recognize in net pension cost throughout the remainder of 2018 an actuarial loss of $0.6 million that was recorded in accumulated other comprehensive loss at July 1, 2018 . 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 | 6 Months Ended |
Jul. 01, 2018 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Accumulated Other Comprehensive Income (Loss) The following tables provide information regarding the changes in accumulated other comprehensive income (loss): Twenty-Six Weeks Ended July 1, 2018 (a) Gains Related to Foreign Currency Translation Unrealized Losses on Derivative Financial Instruments Classified as Cash Flow Hedges Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ 42,081 $ (1,848 ) $ (71,434 ) $ 61 $ (31,140 ) Other comprehensive income (loss): Other comprehensive income (loss) before (38,507 ) (97 ) 4,987 932 (32,685 ) Amounts reclassified from accumulated other — 472 455 (680 ) 247 Impact of currency translation — (6 ) — — (6 ) Net other comprehensive income (loss) (38,507 ) 369 5,442 252 (32,444 ) Balance, end of period $ 3,574 $ (1,479 ) $ (65,992 ) $ 313 $ (63,584 ) Twenty-Six Weeks Ended June 25, 2017 (a) Losses Related to Foreign Currency Translation Unrealized Gains on Derivative Financial Instruments Classified as Cash Flow Hedges Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ (265,714 ) $ 99 $ (64,243 ) $ — $ (329,858 ) Comprehensive income (loss): Other comprehensive income (loss) before 67,096 698 (2,784 ) — 65,010 Amounts reclassified from accumulated other — (67 ) 290 — 223 Impact of currency translation — 20 — — 20 Net other comprehensive income (loss) 67,096 651 (2,494 ) — 65,253 Balance, end of period $ (198,618 ) $ 750 $ (66,737 ) $ — $ (264,605 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits to accumulated other comprehensive income (loss). Amounts Reclassified from Accumulated Other Comprehensive Loss (a) Details about Accumulated Other Comprehensive Loss Components Twenty-Six Weeks Ended Twenty-Six Weeks Ended Affected Line Item in the Condensed Consolidated and Combined Statements of Income (In thousands) Realized loss on settlement of derivative financial instruments classified as cash flow hedges $ (472 ) $ 67 Cost of sales Realized gain on sale of securities 899 — Interest income Amortization of defined benefit pension and other postretirement plan actuarial losses: Union employees pension plan (b)(d) (24 ) (12 ) Cost of sales Legacy Gold Kist plans (c)(d) (180 ) (142 ) Cost of sales Legacy Gold Kist plans (c)(d) (397 ) (312 ) Selling, general and administrative expense Total before tax (174 ) (399 ) Tax benefit (73 ) 176 Total reclassification for the period $ (247 ) $ (223 ) (a) Amounts in parentheses represent debits to results of operations. (b) The Company sponsors the Union Plan, a qualified defined benefit pension plan covering certain locations or work groups with collective bargaining agreements. (c) The Company sponsors the GK Pension Plan, 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 SERP Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist executives, the Directors’ Emeriti Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist directors and the Retiree Life Plan, a defined benefit postretirement life insurance plan covering certain retired Gold Kist employees (collectively, the “Legacy Gold Kist Plans”). (d) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See “Note 14. Pension and Other Postretirement Benefits” to the Condensed Consolidated and Combined Financial Statements. Restrictions on Dividends The U.S. Credit Facility, the 2015 Indenture governing the Senior Notes due 2025 and the 2017 Indenture governing the Senior Notes due 2027 restrict, but do not prohibit, the Company from declaring dividends. |
INCENTIVE COMPENSATION
INCENTIVE COMPENSATION | 6 Months Ended |
Jul. 01, 2018 | |
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. At July 1, 2018 , the Company has accrued $ 0.8 million related to cash bonus awards that could potentially be awarded under the STIP during the remainder of 2018 and 2019 . The Company assumed responsibility for the JFC LLC Long-Term Equity Incentive Plan dated January 1, 2014, as amended (the “JFC LTIP”) through its acquisition of JFC LLC and its subsidiaries (together, “GNP”) on January 6, 2017. The Company has accrued $2.2 million in costs related to the JFC LTIP at July 1, 2018 . The Company assumed responsibility for the Moy Park Incentive Plan dated January 1, 2013, as amended (the “MPIP”) through its acquisition of Moy Park on September 8, 2017. The Company has accrued $0.6 million in costs related to the MPIP at July 1, 2018 . 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 IRC, nonqualified stock options, stock appreciation rights, restricted stock awards and restricted stock units (“RSUs”). At July 1, 2018 , we have reserved approximately 4.4 million shares of common stock for future issuance under the LTIP. The following awards were outstanding during the twenty-six weeks ended July 1, 2018 : Award Type Benefit Plan Awards Granted Grant Date Grant Date Fair Value per Award Vesting Condition Vesting Date Awards Forfeited to Date Settlement Method RSU LTIP 389,424 01/19/2017 18.38 Performance / Service (a) 389,424 (a) Stock RSU LTIP 410,000 02/14/2018 25.59 Service 01/01/2019 — Stock RSU LTIP 161,215 03/01/2018 24.93 Service (b) 5,097 Stock RSU LTIP 266,478 03/01/2018 24.93 Performance / Service (c) 22,548 Stock RSU LTIP 11,144 05/10/2018 21.54 (d) (d) — Stock (a) Performance conditions associated with these awards were not satisfied. Therefore, 100% of the awards were forfeited during the twenty-six weeks ended July 1, 2018 . (b) These restricted stock units vest in ratable tranches on December 31, 2018, December 31, 2019 and December 31, 2020. Expected compensation cost related to these units totals $4.0 million based on a closing stock price for the Company’s common stock of $24.93 per share on March 1, 2018. Compensation cost will be amortized to profit/loss over the remaining vesting period. (c) If performance conditions related to the Company's 2018 operating results are satisfied, these restricted stock units vest in ratable tranches on December 31, 2019, December 31, 2020 and December 31, 2021. Expected compensation cost related to these units totals $6.6 million based on a closing stock price for the Company's common stock of $24.93 per share on March 1, 2018. Compensation cost will be amortized to profit/loss upon satisfaction of the performance conditions over the remaining vesting period. (d) These restricted stock units were granted to the four non-employees who currently serve on the Company's Board of Directors. Each participating director's units will vest upon his departure from the Company's Board of Directors. Compensation cost was recognized in profit/loss upon the grant date. Compensation costs and the income tax benefit recognized for our share-based compensation arrangements are included below: Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Share-based compensation cost: Cost of sales $ 117 $ 38 $ 169 $ 187 Selling, general and administrative expense 4,243 449 5,464 1,760 Total $ 4,360 $ 487 $ 5,633 $ 1,947 Income tax benefit $ 1,061 $ 184 $ 1,371 $ 601 The Company’s RSU activity is included below: Twenty-Six Weeks Ended July 1, 2018 Twenty-Six Weeks Ended June 25, 2017 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 389 $ 18.39 906 $ 20.00 Granted 849 25.20 462 18.72 Vested — — (486 ) 17.73 Forfeited (417 ) 18.82 (251 ) 25.36 Outstanding at end of period 821 $ 25.21 631 $ 18.68 No awards vested during the twenty-six weeks ended July 1, 2018 . The total fair value of awards vested during the twenty-six weeks ended June 25, 2017 was $9.2 million . At July 1, 2018 , the total unrecognized compensation cost related to all nonvested awards was $15.7 million . That cost is expected to be recognized over a weighted average period of 1.57 years. Historically, we have issued new shares to satisfy award conversions. |
RESTRUCTURING-RELATED ACTIVITIE
RESTRUCTURING-RELATED ACTIVITIES | 6 Months Ended |
Jul. 01, 2018 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING-RELATED ACTIVITIES | RESTRUCTURING-RELATED ACTIVITIES During 2017, the Company initiated a restructuring initiative to capitalize on cost-saving opportunities within its GNP operations located in Luverne, Minnesota and St. Cloud, Minnesota. Implementation of the initiative is expected to result in total pre-tax charges of approximately $ 7.0 million , and approximately $ 5.4 million of these charges are estimated to result in cash outlays. These activities were initiated in the first quarter of 2017 and are expected to be substantially completed by the second quarter of 2020. During 2018, the Company elected to close its 40 North Foods product incubator operation located in Boulder, Colorado. Implementation of this restructuring initiative is expected to result in total pre-tax charges of approximately $0.7 million , and approximately $0.6 million of these charges are estimated to result in cash outlays. These activities were initiated in the second quarter of 2018 and are expected to be substantially completed by the third quarter of 2019. The following table provides a summary of our estimates of costs associated with these restructuring initiatives by major type of cost: GNP 40 North Foods Total Estimated Amount Expected to be Incurred (In thousands) Employee termination benefits $ 4,074 $ 449 $ 4,523 Inventory adjustments 472 — 472 Asset impairments 470 103 573 Other charges (a) 1,983 150 2,133 Total estimated cost $ 6,999 $ 702 $ 7,701 (a) Comprised of other costs directly related to the restructuring initiatives, including prepaid software impairment, St. Cloud, Minnesota office lease costs, Luverne, Minnesota plant closure costs, and Boulder, Colorado office lease costs. During the thirteen and twenty-six weeks ended July 1, 2018, the Company recognized the following costs and incurred the following cash outlays related to these restructuring initiatives: Thirteen Weeks Ended July 1, 2018 Twenty-Six Weeks Ended July 1, 2018 Expenses Cash Outlays Expenses Cash Outlays (In thousands) GNP initiative: Employee termination benefits $ 433 $ 524 $ 979 $ 1,165 Inventory adjustments — — (227 ) — Asset impairments — — 470 — Other charges — 5 — 65 433 529 1,222 1,230 40 North Foods initiative: Employee termination benefits 449 405 449 405 Asset impairments 103 — 103 — Other 150 9 150 9 702 414 702 414 Total $ 1,135 $ 943 $ 1,924 $ 1,644 These expenses are reported in the line item Administrative restructuring charges on the Condensed Consolidated and Combined Statements of Income and are recognized in the U.S. segment. The following table reconciles liabilities and reserves associated with this restructuring initiative from the beginning to the end of the twenty-six weeks ended ended July 1, 2018 . Ending liability balances for employee termination benefits and other charges are reported in the line item Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets. The ending reserve balance for inventory adjustments is reported in the line item Inventories in the Condensed Consolidated Balance Sheets. GNP Initiative 40 North Foods Initiative Employee Termination Benefits Inventory Other Total Employee Termination Benefits Other Total (In thousands) Beginning liability or reserve $ 800 $ 699 $ 752 $ 2,251 $ — $ — $ — Restructuring charges 979 (227 ) — 752 449 150 599 Payments and disposals (1,165 ) (472 ) (65 ) (1,702 ) (405 ) (9 ) (414 ) Ending liability or reserve $ 614 $ — $ 687 $ 1,301 $ 44 $ 141 $ 185 |
PUERTO RICO HURRICANE IMPACT
PUERTO RICO HURRICANE IMPACT | 6 Months Ended |
Jul. 01, 2018 | |
Unusual or Infrequent Items, or Both [Abstract] | |
PUERTO RICO HURRICANE IMPACT | PUERTO RICO HURRICANE IMPACT Hurricane Maria became the strongest storm to make landfall in Puerto Rico in 85 years when it came ashore on September 20, 2017. The Company suffered significant damage because of the storm. Pilgrim’s lost 2.1 million birds on the island, many of the Company’s contract growers lost their poultry houses, and the Company incurred damage at its processing plant, feed mill and hatchery. PPC does not expect that its operations on the island will be fully functional until the third quarter of 2018. Estimated damages incurred by the Company through July 1, 2018 included property and casualty losses totaling $5.2 million and a business interruption claim totaling $14.8 million . Pilgrim’s expects to receive insurance proceeds related to these damages in the amount of $11.5 million and has recorded a receivable from its insurance provider for that amount. The amount of insurance recovery related to both the property and casualty losses and the business interruption claim are included in Cost of sales in the Condensed Consolidated and Combined Statements of Income and are recognized in the U.S. segment. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jul. 01, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES General The Company is a party to many routine contracts in which it provides general indemnities in the normal course of business to third parties for various risks. Among other considerations, the Company has not recorded a liability for any of these indemnities because, based upon the likelihood of payment, the fair value of such indemnities would not have a material impact on its financial condition, results of operations and cash flows. Financial Instruments The Company’s loan agreements generally obligate the Company to reimburse the applicable lender for incremental increased costs due to a change in law that imposes (i) any reserve or special deposit requirement against assets of, deposits with or credit extended by such lender related to the loan, (ii) any tax, duty or other charge with respect to the loan (except standard income tax) or (iii) capital adequacy requirements. In addition, some of the Company’s loan agreements contain a withholding tax provision that requires the Company to pay additional amounts to the applicable lender or other financing party, generally if withholding taxes are imposed on such lender or other financing party as a result of a change in the applicable tax law. These increased costs and withholding tax provisions continue for the entire term of the applicable transaction, and there is no limitation on the maximum additional amounts the Company could be obligated to pay under such provisions. Any failure to pay amounts due under such provisions generally would trigger an event of default, and, in a secured financing transaction, would entitle the lender to foreclose upon the collateral to realize the amount due. Litigation The Company is a party to many routine contracts in which it provides general indemnities in the normal course of business to third parties for various risks. Among other considerations, the Company has not recorded a liability for any of these indemnities because, based upon the likelihood of payment, the fair value of such indemnities would not have a material impact on its 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 A Mexico subsidiary of the Company is currently appealing an unfavorable tax adjustment proposed by Mexican Tax Authorities due to an examination of a specific transaction undertaken by the Mexico subsidiary during tax years 2009 and 2010. Amounts under appeal are $24.3 million and $16.1 million for tax years 2009 and 2010, respectively. No loss has been recorded for these amounts at this time. Other Claims and Proceedings Between September 2, 2016 and October 13, 2016, a series of purported federal class action lawsuits styled as In re Broiler Chicken Antitrust Litigation , No. 1:16-cv-08637 were brought against PPC 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. The class plaintiffs have filed three consolidated amended complaints: one on behalf of direct purchasers and two on behalf of distinct groups of indirect purchasers. The defendants, including PPC, filed motions to dismiss these actions. On November 20, 2017, the court denied all pending motions to dismiss with the exception of certain state-law claims by indirect purchasers that were dismissed or narrowed in scope. Discovery is proceeding and is currently scheduled to be complete by June 13, 2019. Between December 2017 and July 2018 eight individual direct action complaints ( Affiliated Foods, Inc., et al., v. Claxton Poultry Farms, Inc., et al., No. 1:17-cv-08850; Winn Dixie Stores, Inc. v. Koch Foods, Inc. , No. 1:18-cv-00245; Sysco Corp. v. Tyson Foods Inc., et al ; No. 1:18-cv-00700; US Foods Inc. v. Tyson Foods Inc., et al ; No. 1:18-cv-00702 ; Action Meat Distributors, Inc., et al., v. Claxton Poultry Farms, Inc., et al., No. 1:18-cv-03471 ; Jetro Holdings, LLC, v. Tyson Foods, Inc., et al., No. 1:18-cv-04000; Associated Grocers of the South, Inc., et al., v. Tyson Foods, Inc., et al., No. 1:18-cv-4616; and The Kroger Co., et al., v. Tyson Foods, Inc., et al., No. 1:18-cv-04534) were filed with the U.S. District Court for the Northern District of Illinois by individual direct purchaser entities, the allegations of which largely mirror those in the class action complaints. The Court’s scheduling order currently requires the substantial completion of document discovery for the class cases by July 18, 2018, with fact discovery ending on June 13, 2019, class certification briefing and expert reports proceeding from July 15, 2019 to March 16, 2020 and summary judgment to proceed 60 days after the Court rules on motions for class certification. The Court has ordered the parties to coordinate scheduling of the direct action complaints with the class complaints with any necessary modifications to reflect time of filing. Discovery will be consolidated. In May 2018, an individual direct action complaint was filed with the U.S. District Court for the District of Kansas ( Associated Wholesale Grocers, Inc. v. Koch Foods, Inc., et al., No. 2:18-cv-02258), the allegations of which largely mirror those in the class action complaints. The defendants, including PPC, filed a motion to transfer this action to the U.S. District Court for the Northern District of Illinois. This motion was fully briefed on July 27, 2018. On October 10, 2016, Patrick Hogan, acting on behalf of himself and a putative class of persons who purchased shares of PPC’s stock between February 21, 2014 and October 6, 2016, filed a class action complaint in the U.S. District Court for the District of Colorado against PPC and its named executive officers. The complaint alleges, among other things, that PPC’s SEC filings contained statements that were rendered materially false and misleading by PPC’s failure to disclose that (i) the Company 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) its conduct constituted a violation of federal antitrust laws, (iii) PPC’s revenues during the class period were the result of illegal conduct and (iv) that PPC lacked effective internal control over financial reporting. The complaint also states that PPC’s industry was anticompetitive. On April 4, 2017, the Court appointed another stockholder, George James Fuller, as lead plaintiff. On May 11, 2017, the plaintiff filed an amended complaint, which extended the end date of the putative class period to November 17, 2017. PPC and the other defendants moved to dismiss on June 12, 2017, and the plaintiff filed its opposition on July 12, 2017. PPC and the other defendants filed their reply on August 1, 2017. On March 14, 2018, the Court dismissed the plaintiff’s complaint without prejudice and issued final judgment in favor of PPC and the other defendants. On April 11, 2018, the plaintiff moved for reconsideration of the Court’s decision and for permission to file a Second Amended Complaint. PPC and the other defendants filed a response to the plaintiff’s motion on April 25, 2018. The plaintiff's motion for reconsideration is currently pending. On January 27, 2017, a purported class action on behalf of broiler chicken farmers was brought against PPC and four 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. The plaintiffs allege violations of the Sherman Act and the Packers and Stockyards Act and seek, among other relief, treble damages. The complaint was consolidated with a subsequently filed consolidated amended class action complaint styled as In re Broiler Chicken Grower Litigation , Case No. CIV-17-033-RJS (the “ Grower Litigation ”). The defendants (including PPC) jointly moved to dismiss the consolidated amended complaint on September 9, 2017. The Court initially held oral argument on January 19, 2018, during which it considered and granted only motions from certain other defendants. challenging jurisdiction. Oral argument on the remaining pending motions in the Oklahoma court occurred on April 20, 2018. Rulings on the motion are pending. Following the Oklahoma court’s dismissal of certain defendants in January 2018, the plaintiffs filed a separate complaint in the U.S. District Court for the District of North Carolina, consisting of the same allegations but strictly against those defendants previously dismissed by the Oklahoma court (the “North Carolina Action”). The plaintiffs sought transfer and consolidation of the North Carolina Action with the Grower Litigation in Oklahoma from the Judicial Panel on Multi-District Litigation (“JPML”). The JPML has scheduled oral argument on the motion for May 31, 2018. In addition, on March 12, 2018, the Northern District of Texas, Fort Worth Division (“Bankruptcy Court”) enjoined the plaintiffs from litigating the Grower Litigation complaint as pled against the Company because allegations in the consolidated complaint violate the confirmation order relating to the Company’s bankruptcy proceedings in 2008 and 2009. Specifically, the 2009 bankruptcy confirmation order bars any claims against the Company based on conduct occurring before December 28, 2009. On March 13, 2018, Pilgrim’s notified the trial court of the Bankruptcy Court’s injunction. To date, the plaintiffs have not amended the consolidated complaint to comply with the Bankruptcy Court’s injunction order or the confirmation order. On March 9, 2017, a stockholder derivative action styled as DiSalvio v. Lovette, et al. , No. 2017 cv. 30207, was brought against all of PPC’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 PPC 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. On April 17, 2017, a related stockholder derivative action styled Brima v. Lovette, et al. , No. 2017 cv. 30308, was brought against all of PPC’s directors and its Chief Financial Officer in the District Court for the County of Weld in Colorado. The Brima complaint contains largely the same allegations as the DiSalvio complaint. On May 4, 2017, the plaintiffs in both the DiSalvio and Brima actions moved to (i) consolidate the two stockholder derivative cases, (ii) stay the consolidated action until the resolution of the motion to dismiss in the Hogan putative securities class action, and (iii) appoint co-lead counsel. The Court granted the motion on May 8, 2017, staying the proceedings pending resolution of the motion to dismiss in the Hogan action. In January 2018, a stockholder derivative action entitled Raul v. Nogueira de Souza, et al. , was filed in the U.S. District Court for the District of Colorado against the Company, as nominal defendant, as well as the Company’s directors, its Chief Financial Officer, and majority shareholder, JBS S.A. The complaint alleges, among other things, that (i) defendants permitted the Company to omit material information from its proxy statements filed in 2014 through 2017 related to the conduct of Wesley Mendonça Batista and Joesley Mendonça Batista, (ii) the individual defendants and JBS breached their fiduciary duties by failing to prevent the Company and its officers from engaging in an antitrust conspiracy as alleged in the Broiler Litigation and (iii) issuing false and misleading statements as alleged in the Hogan class action litigation. The defendants are currently in discussions with counsel for the Raul plaintiffs regarding the possibility of consolidating the Raul action with the consolidated state court derivative action, which is currently stayed, or in the alternative, determining a motion to dismiss briefing schedule. On May 17, 2018, the plaintiffs filed an unopposed motion to stay proceedings pending a final resolution of the Hogan class action litigation. To date, the Court has not ruled on this motion to stay proceedings. The court-ordered deadline for the defendants to file an answer or otherwise respond to the complaint is July 30, 2018. On January 25, 2018, a stockholder derivative action styled as Sciabacucchi v. JBS S.A., et al. , was brought against all of PPC’s directors, JBS S.A., JBS USA Holding Lux S.à r.l. (“JBS Holding Lux”) and several members of the Batista family, in the Court of Chancery of the State of Delaware. The complaint alleges, among other things, that the named defendants breached their fiduciary duties arising out of the Company’s acquisition of Moy Park. On March 15, 2018, the members of the Batista family were dismissed from the action without prejudice by stipulation. On March 20, 2018, nominal defendant PPC filed its answer. On March 20, 2018, the remaining defendants, including PPC’s directors, JBS S.A., and JBS Holding Lux moved to dismiss the complaint. On April 19, 2018, director defendants Bell, Macaluso, and Cooper filed their opening brief in support of their motion to dismiss. On April 19, 2018, defendants JBS S.A., JBS Holding Lux, and director defendants Lovette, Nogueira de Souza, Tomazoni, Farahat, Molina, and de Vasconcellos, Jr. filed their opening brief in support of their motion to dismiss. The Company believes it has strong defenses in each of the above litigations and intends to contest them vigorously. 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, the Company could be liable for damages, which could be material and could adversely affect its financial condition or results of operations. J&F Investigation On May 3, 2017, certain officers of J&F Investimentos S.A. (“J&F,” and the companies controlled by J&F, the “J&F Group”), a company organized in Brazil and an indirect controlling stockholder of the Company, including a former senior executive and former board members of the Company, entered into plea bargain agreements (collectively, the “Plea Bargain Agreements”) with the Brazilian Federal Prosecutor’s Office (Ministério Público Federal) (the “MPF”), in connection with certain illicit conduct involving improper payments made to Brazilian politicians, government officials and other individuals in Brazil committed by or on behalf of J&F and certain J&F Group companies. The details of such illicit conduct are set forth in separate annexes to the Plea Bargain Agreements, and include admissions of improper payments to politicians and political parties in Brazil during a ten-year period in exchange for receiving, or attempting to receive, favorable treatment for certain J&F Group companies in Brazil. Pursuant to the terms of the Plea Bargain Agreements, the MPF agreed to grant immunity to the individuals in exchange for such individuals agreeing, among other considerations, to: (1) pay fines totaling 225.0 million Brazilian reais; and (2) cooperate with the MPF, including providing supporting evidence of the illicit conduct identified in the annexes to the Plea Bargain Agreements. On June 5, 2017, J&F, for itself and in its role as the controlling shareholder of the J&F Group, entered into a leniency agreement (the “Leniency Agreement”) with the MPF, whereby J&F assumed responsibility for the conduct that was described in the annexes to the Plea Bargain Agreements. In connection with the Leniency Agreement, J&F has agreed to pay a fine of 10.3 billion Brazilian reais, adjusted for inflation, over a 25 -year period. On November 14, 2017, J&F made the initial payment of 50.0 million Brazilian reais on the total fine, which payment was accepted by the MPF. In exchange, the MPF agreed not to initiate or propose any criminal, civil or administrative actions against J&F, the J&F Group and the officers of J&F that ratify or adhere to the Leniency Agreement with respect to such conduct. In August and September 2017, the Fifth Chamber of Coordination and Reviews of the MPF and the 10th Federal Court of the Federal District in Brasília, respectively, ratified the Leniency Agreement. Revocation or non-compliance with certain provisions of the (i) Plea Bargain Agreements by the individuals party thereto and (ii) the Leniency Agreement by J&F, may result in the applicable Plea Bargain Agreement or the Leniency Agreement, as the case may be, being terminated. In September 2017 and February 2018, the MPF requested that the Supreme Court of Brazil (Supremo Tribunal Federal or “STF”) terminate the Plea Bargain Agreements of (i) Joesley Mendonça Batista and a former director of J&F and (ii) Wesley Mendonça Batista and a former executive of J&F, respectively, in both cases, on grounds that they failed to disclose certain conduct to the authorities, as required by their Plea Bargain Agreements, including certain alleged dealings with a prosecutor (the “Prosecutor”) in connection with the preparation of the Plea Bargain Agreements and the Leniency Agreement. The MPF’s termination requests as to all four individuals are currently pending before the STF. On June 25, 2018, the MPF announced criminal corruption charges against Joesley Mendonça Batista and the former executive of J&F with respect to the alleged dealings with the Prosecutor described above. The termination of the Plea Bargain Agreements or the Leniency Agreement may cause the termination of certain stabilization agreements entered into by JBS and certain of its subsidiaries, which would permit the lenders of the debt that is subject to the terms of such stabilization agreements to accelerate such debt. A default by JBS or acceleration of JBS' indebtedness could have a material adverse effect on JBS and its subsidiaries (including the Company). J&F is conducting an internal investigation in accordance with the terms of the Leniency Agreement, and has engaged outside advisors to assist in conducting this investigation, which is ongoing, and with which we are fully cooperating. JBS and the Company have engaged outside U.S. legal counsel to: (i) conduct an independent investigation in connection with matters disclosed in the Leniency Agreement and the Plea Bargain Agreements; and (ii) communicate with relevant U.S. authorities, including the Department of Justice, regarding the factual findings of that investigation. Additionally, JBS and the Company have taken, and are continuing to take, measures to enhance their compliance programs, including to prevent and detect bribery and corruption. We cannot predict when the investigations mentioned above will be completed or the results of such investigations, including whether any litigation will be brought against us or the outcome or impact of any resulting litigation. We will monitor the results of the investigations. Any proceedings that require us to make substantial payments, affect our reputation or otherwise interfere with our business operations could have a material adverse effect on our business, financial condition and operating results. Separately, Joesley Mendonça Batista and Wesley Mendonça Batista are both under investigation by the Securities and Exchange Commission of Brazil (Comissão de Valores Mobiliários or “CVM”) for possible violations of insider trading law involving shares of JBS and foreign exchange futures contracts prior to the announcement of the Plea Bargain Agreements. Joesley Mendonça Batista and Wesley Mendonça Batista are also facing criminal prosecution by the MPF based on similar allegations. In addition, on April 26, 2018, the CVM opened an investigation into a potential breach by Joesley Mendonça Batista and Wesley Mendonça Batista of certain Brazilian corporate law, which, among other things, prohibits stockholders from voting in certain corporate matters in which they have a conflict of interest. Any further developments in these matters involving Joesley Mendonça Batista and/or Wesley Mendonça Batista may materially adversely affect the public perception or reputation of JBS and its subsidiaries (including the Company) and could have a material adverse effect on JBS and its subsidiaries (including the Company). |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jul. 01, 2018 | |
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 Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Sales to related parties: JBS USA Food Company (a) $ 4,479 $ 4,833 $ 6,008 $ 9,396 JBS Five Rivers Cattle Feeding, LLC — 9,394 7,096 16,516 JBS Chile Ltda — — 60 — J&F Investimentos Ltd. — — — 104 JBS Global (U.K.) Ltd. — — — 19 Total sales to related parties $ 4,479 $ 14,227 $ 13,164 $ 26,035 Cost of goods purchased from related parties: JBS USA Food Company (a) $ 34,003 $ 24,994 $ 61,827 $ 52,283 Seara Meats B.V. 13,437 3,014 17,677 6,375 JBS Aves Ltda 380 — 1,083 — JBS Toledo NV 125 45 290 45 JBS Global (UK) Ltd. 21 — 21 — Total cost of goods purchased from related parties $ 47,966 $ 28,053 $ 80,898 $ 58,703 Expenditures paid by related parties: JBS USA Food Company (b) $ 28,763 $ 7,349 $ 39,262 $ 18,298 JBS S.A. — 1,918 — 3,777 Seara Alimentos — 64 — 64 JBS Chile Ltda 3 — 3 — Total expenditures paid by related parties $ 28,766 $ 9,331 $ 39,265 $ 22,139 Expenditures paid on behalf of related parties: JBS USA Food Company (b) $ 2,625 $ 1,623 $ 4,913 $ 2,488 Seara Meats B.V. — 4 — 4 JBS S.A. 164 5 164 5 Seara International Ltd. 11 80 31 80 Total expenditures paid on behalf of related parties $ 2,800 $ 1,712 $ 5,108 $ 2,577 July 1, 2018 December 31, 2017 (In thousands) Accounts receivable from related parties: JBS USA Food Company (a) $ 1,130 $ 2,826 JBS Chile Ltda. 37 108 Seara International Ltd. 12 15 Seara Meats B.V. — 2 Total accounts receivable from related parties $ 1,179 $ 2,951 Accounts payable to related parties: JBS USA Food Company (a) $ 23,379 $ 440 Seara Meats B.V. 3,483 2,410 JBS Toledo NV 59 39 JBS Global (UK) Ltd. 20 — Total accounts payable to related parties $ 26,941 $ 2,889 (a) The Company routinely executes transactions to both purchase products from JBS USA Food Company (“JBS USA”) and sell products to them. As of July 1, 2018 , approximately $0.6 million of goods purchased from JBS USA were in transit and not reflected on our Condensed Consolidated Balance Sheet. (b) 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. |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jul. 01, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING The Company operates in three reportable segments: U.S., U.K. and Europe, and Mexico. The Company measures segment profit as operating income. Corporate expenses are allocated to Mexico based upon various apportionment methods for specific expenditures incurred related thereto with the remaining amounts allocated to the U.S. On September 8, 2017, the Company acquired Moy Park, one of the top food companies in the U.K., Northern Ireland's largest private sector business and one of Europe's leading poultry producers, from JBS S.A. in a common-control transaction. Moy Park's results from operations subsequent to the common-control date of September 30, 2015 comprise the U.K. and Europe segment. On January 6, 2017, the Company acquired GNP, a vertically integrated poultry business with locations in Minnesota and Wisconsin. GNP's results from operations subsequent to the acquisition date are included in the U.S. segment. Information on segments and a reconciliation to income before income taxes are as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) U.S. $ 1,899,435 $ 1,882,142 $ 3,740,540 $ 3,618,547 U.K. and Europe 563,102 500,681 1,107,402 959,530 Mexico 374,176 369,463 735,449 653,549 Total net sales $ 2,836,713 $ 2,752,286 $ 5,583,391 $ 5,231,626 Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) U.S. $ 99,469 $ 277,602 $ 226,755 $ 411,159 U.K. and Europe 23,662 18,932 45,075 33,305 Mexico 61,997 81,778 114,867 100,549 Elimination (16 ) 23 8 46 Total operating income 185,112 378,335 386,705 545,059 Interest expense, net of capitalized interest 40,267 22,567 90,567 41,679 Interest income (4,834 ) (1,104 ) (6,424 ) (1,472 ) Foreign currency transaction losses (gains) 5,630 (2,303 ) 3,909 (1,612 ) Miscellaneous, net (817 ) (1,272 ) (2,434 ) (4,115 ) Income before income taxes $ 144,866 $ 360,447 $ 301,087 $ 510,579 In addition to the net sales reported above, the U.S. segment also generated intersegment net sales of $45.6 million and $25.3 million in the thirteen weeks ended July 1, 2018 and June 25, 2017 , respectively, from transactions with the Mexico segment and intersegment net sales of $72.1 million and $45.8 million in the twenty-six weeks ended July 1, 2018 and June 25, 2017 , respectively, from transactions with the Mexico segment. These intersegment net sales were transacted at market prices. Information on segments for goodwill and total assets are as follows: July 1, 2018 December 31, 2017 (In thousands) U.S. $ 41,936 $ 41,936 U.K. and Europe 815,017 834,346 Mexico 125,607 125,607 Total goodwill $ 982,560 $ 1,001,889 July 1, 2018 December 31, 2017 (In thousands) U.S. $ 4,850,511 $ 4,444,918 U.K. and Europe 2,049,592 2,226,895 Mexico 963,869 934,511 Eliminations (a) (1,561,403 ) (1,357,672 ) Total assets $ 6,302,569 $ 6,248,652 (a) Eliminations for the period ended July 1, 2018 include the elimination of the U.S. segment's $191.7 million investment in the Mexico segment, the elimination of $111.0 million in intersegment receivables and payables between the U.S. and Mexico segments and the elimination of the U.S. segment's $1.3 billion investment in the U.K. and Europe segment. Eliminations for the period ended December 31, 2017 include the elimination of the U.S. segment's $191.7 million investment in the Mexico segment and the elimination of $111.1 million in intersegment receivables and payables between the U.S. and Mexico segments and the elimination of the U.S. segment's $1.1 billion investment in the U.K. and Europe segment. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jul. 01, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On July 20, 2018, the Company, and certain of the Company’s subsidiaries entered into a Fourth Amended and Restated Credit Agreement (the “New Credit Agreement”) with CoBank, ACB, as administrative agent and collateral agent, and the other lenders party thereto. The New Credit Agreement provides for a $750.0 million revolving credit commitment and a $500.0 million term loan commitment. The Company used the proceeds from the term loan commitment under the New Credit Agreement, together with cash on hand, to repay the outstanding loans under the Company’s previous credit agreement with Coöperatieve Rabobank U.A., New York Branch, as administrative agent, and the other lenders and financial institutions party thereto. Under the New Credit Agreement, the maturity date of the revolving loan commitment and the term loans was extended from May 6, 2022 to July 20, 2023. The New Credit Agreement includes an accordion feature that provides the Company, at any time, to increase the aggregate revolving loan and term loan commitments by up to an additional $1.25 billion , subject to the satisfaction of certain conditions, including obtaining the lenders’ agreement to participate in the increase. The New Credit Agreement continues to contain customary financial and other various covenants for transactions of this type, including restrictions on the Company's ability to incur additional indebtedness, incur liens, pay dividends, make certain restricted payments, consummate certain asset sales, enter into certain transactions with the Company’s affiliates, or merge, consolidate and/or sell or dispose of all or substantially all of our assets. The New Credit Agreement requires the Company to comply with a minimum level of tangible net worth covenant. The New Credit Agreement also provides that the Company may not incur capital expenditures in excess of $500.0 million in any fiscal year. All obligations under the New Credit Agreement continue to be unconditionally guaranteed and secured in the same manner as the U.S. Credit Facility. |
DESCRIPTION OF BUSINESS AND B29
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jul. 01, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidated and Combined Financial Statements | Condensed Consolidated and Combined Financial Statements The accompanying unaudited condensed consolidated and combined 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 and twenty-six weeks ended July 1, 2018 are not necessarily indicative of the results that may be expected for the year ending December 30, 2018 . For further information, refer to the consolidated and combined financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2017 . 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, 2018 ) in the notes to these Condensed Consolidated and Combined Financial Statements applies to our fiscal year and not the calendar year. On September 8, 2017, a subsidiary of the Company acquired 100% of the issued and outstanding shares of Granite Holdings Sàrl and its subsidiaries (together, “Moy Park”) from JBS in a common-control transaction. Moy Park was acquired by JBS from an unrelated third party on September 30, 2015. The Condensed Consolidated and Combined Financial Statements presented for the thirteen and twenty-six weeks ended June 25, 2017 include the accounts of the Company and its majority-owned subsidiaries combined with the accounts of Moy Park. The Condensed Consolidated and Combined Financial Statements presented for the thirteen and twenty-six weeks ended July 1, 2018 and the Condensed Consolidated Balance Sheet presented as of December 31, 2017 include the accounts of the Company and its majority-owned subsidiaries, including Moy Park. We eliminate all significant affiliate accounts and transactions upon consolidation. The Condensed Consolidated and Combined Financial Statements have been prepared in conformity with U.S. GAAP using management’s best estimates and judgments. These estimates and judgments affect the reported amounts of assets and liabilities and disclosure of the contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ materially from these estimates and judgments. Significant estimates made by the Company include the allowance for doubtful accounts, allowances for product claims and sales deductions, reserves related to inventory obsolescence or valuation, useful lives of long-lived assets, goodwill, valuation of deferred tax assets, insurance accruals, valuation of pension and other postretirement benefits obligations, income tax accruals, certain derivative positions and valuations of acquired businesses. |
Foreign Currency Transactions and Translations | The functional currency of the Company's U.S. and Mexico operations and certain holding-company subsidiaries in Luxembourg, the U.K. and Ireland is the U.S. dollar. The functional currency of its U.K. operations is the British pound. The functional currency of the Company's operations in France and the Netherlands is the euro. For foreign currency-denominated entities other than the Company's Mexico operations, translation from local currencies into U.S. dollars is performed for most assets and liabilities using the exchange rates in effect as of the balance sheet date. Income and expense accounts are remeasured using average exchange rates for the period. Adjustments resulting from translation of these financial records are reflected as a separate component of Accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets. For the Company's Mexico operations, remeasurement from the Mexican peso to U.S. dollars is performed for monetary assets and liabilities using the exchange rate in effect as of the balance sheet date. Remeasurement is performed for non-monetary assets using the historical exchange rate in effect on the date of each asset’s acquisition. Income and expense accounts are remeasured using average exchange rates for the period. Net adjustments resulting from remeasurement of these financial records are reflected in Foreign currency transaction losses (gains) in the Condensed Consolidated and Combined Statements of Income. The Company reported an adjustment resulting from the translation of a British pound-denominated note payable owed to JBS as a component of Accumulated other comprehensive loss in the Condensed Consolidated Balance Sheet as of July 1, 2018. The Company designated this note payable as a hedge of its net investment in Moy Park. The Company or its subsidiaries may use derivatives for the purpose of mitigating exposure to changes in foreign currency exchange rates. Foreign currency transaction gains or losses are reported in the Condensed Consolidated and Combined Statements of Income. |
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 and Combined Statements of Cash Flows. |
Restricted Cash | 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. |
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. We adopted this standard as of January 1, 2018, the beginning of our 2018 fiscal year, using the cumulative effect adjustment, often referred to as modified retrospective approach. Under this method, we did not restate the prior financial statements presented, and would record any adjustments in the opening balance sheet for January 2018. There was no cumulative effect to be recorded as an adjustment to the opening balance of retained earnings. The comparative information was not restated and continues to be presented under the accounting standards in effect for those periods. Additional disclosures will include the amount by which each financial statement line item is affected in the current reporting period during 2018, as compared to the prior guidance. We expect minimal impact from the adoption of the new standard to the financial statements on a go forward basis, except for expanded disclosures. Revenue is currently recognized at destination and will continue to be recognized at point in time under the new guidance. Additional information regarding revenue recognition is included in “Note 13. Revenue Recognition.” 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 calendar year. We have elected to adopt the new standard as of the beginning of our 2019 fiscal year. We are currently assessing our leasing and other arrangements, and evaluating the impact of the new guidance on these arrangements and our financial statements. Implementation of a system solution to track, account for and provide required disclosures of leasing agreements is in process with completion expected prior to the required adoption date. In June 2016, the FASB issued new accounting guidance on the measurement of credit losses on financial instruments, which, in an effort to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. The provisions of the new guidance will be effective as of the beginning of our 2020 fiscal year. Early adoption is permitted after our 2018 fiscal year. We are currently evaluating the impact of the new guidance on our financial statements and have not yet selected an adoption date. 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 calender 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. In August 2017, the FASB issued an accounting standard update that simplifies the application of hedge accounting guidance in current GAAP and improves the reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements. Among the simplification updates, the standard eliminates the requirement in current GAAP to separately recognize periodic hedge ineffectiveness. Mismatches between the changes in value of the hedged item and hedging instrument may still occur but they will no longer be separately reported. The standard requires the presentation of the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. The standard is effective for annual and interim reporting periods beginning after December 15, 2018, but early adoption is permitted. We are currently evaluating the impact the adoption of this standard will have on our financial statements. In February 2018, the FASB issued an accounting standard update that allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act. The Company will need to decide whether to reclassify the stranded tax effects associated with the U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. If the Company chooses to reclassify we will need to calculate the amount of the reclassification and prepare the related disclosures The accounting standards is effective as of the beginning of our 2019 calendar 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. In July 2018, the FASB issued an accounting standard update to improve non-employee share-based payment accounting. The accounting standard update more closely aligns the accounting for employee and non-employee share based payments. The accounting standards update is effective as of the beginning of our 2019 calendar year with early adoption permitted. We are currently evaluating the impacts of the new guidance on our financial statements and have not yet selected an adoption date. |
DESCRIPTION OF BUSINESS AND B30
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reclassification to Balance Sheet | We made the following reclassification to the Condensed Consolidated Balance Sheet presented as of December 31, 2017 in order to conform to the Condensed Consolidated Balance Sheet presented as of July 1, 2018 : December 31, 2017 As Presented in 2017 Annual Report on Form 10-K Adjustment Resulting from Adoption of FASB Guidance As Presented in the Condensed Consolidated (In thousands) Accounts payable $ 762,444 $ (29,417 ) $ 733,027 Accrued expense and other current liabilities 417,342 (7,190 ) 410,152 Revenue contract liability — 36,607 36,607 |
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 and Combined Statements of Cash Flows: July 1, 2018 December 31, 2017 (In thousands) Cash and cash equivalents $ 640,842 $ 581,510 Restricted cash 33,185 8,021 Total cash, cash equivalents and restricted cash shown in the $ 674,027 $ 589,531 |
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 and Combined Statements of Cash Flows: July 1, 2018 December 31, 2017 (In thousands) Cash and cash equivalents $ 640,842 $ 581,510 Restricted cash 33,185 8,021 Total cash, cash equivalents and restricted cash shown in the $ 674,027 $ 589,531 |
BUSINESS ACQUISITION (Tables)
BUSINESS ACQUISITION (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Business Combinations [Abstract] | |
Pro Forma Information | The following unaudited pro forma information presents the combined financial results for the Company and Moy Park as if the acquisition had been completed at the beginning of the Company’s prior year, December 25, 2016 . Twenty-Six Weeks Ended Twenty-Six Weeks Ended (In thousands, except per share amount) Net sales $ 5,583,391 $ 5,231,626 Net income attributable to Pilgrim's Pride Corporation 226,185 314,946 Net income attributable to Pilgrim's Pride Corporation 0.91 1.27 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
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: July 1, 2018 Level 1 Total (In thousands) Fair value assets: Commodity futures instruments $ 18,590 $ 18,590 Commodity options instruments 88 88 Foreign currency instruments 527 527 Fair value liabilities: Commodity futures instruments (25,920 ) (25,920 ) Commodity options instruments (16,641 ) (16,641 ) Foreign currency instruments (278 ) (278 ) December 31, 2017 Level 1 Total (In thousands) Fair value assets: Commodity futures instruments $ 301 $ 301 Commodity options instruments 421 421 Foreign currency instruments 45 45 Fair value liabilities: Commodity futures instruments (296 ) (296 ) Commodity option instruments (3,551 ) (3,551 ) Foreign currency instruments (211 ) (211 ) |
Schedule of Fair Value and Carrying Value of Debt Obligations | The carrying amounts and estimated fair values of our fixed-rate debt obligation recorded in the Condensed Consolidated Balance Sheets consisted of the following: July 1, 2018 December 31, 2017 Carrying Fair Carrying Fair (In thousands) Fixed-rate senior notes payable at 5.75%, at Level 1 inputs $ (1,002,698 ) $ (960,000 ) $ (750,000 ) $ (774,375 ) Fixed-rate senior notes payable at 5.875%, at Level 1 inputs (843,359 ) (791,716 ) (604,820 ) (619,080 ) Fixed-rate senior notes payable at 6.25%, at Level 1 inputs — — (403,444 ) (418,787 ) Secured loans, at Level 3 inputs (580 ) (576 ) (873 ) (855 ) |
TRADE ACCOUNTS AND OTHER RECE33
TRADE ACCOUNTS AND OTHER RECEIVABLES (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
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: July 1, 2018 December 31, 2017 (In thousands) Trade accounts receivable $ 559,778 $ 548,472 Notes receivable - current 5,130 5,130 Other receivables 33,403 20,021 Receivables, gross 598,311 573,623 Allowance for doubtful accounts (8,378 ) (8,145 ) Receivables, net $ 589,933 $ 565,478 Account receivable from related parties (a) $ 1,179 $ 2,951 (a) Additional information regarding accounts receivable from related parties is included in “Note 20. Related Party Transactions.” Activity in the allowance for doubtful accounts for the twenty-six weeks ended July 1, 2018 was as follows (in thousands): Balance, beginning of period $ (8,145 ) Provision charged to operating results (1,132 ) Account write-offs and recoveries 894 Effect of exchange rate 5 Balance, end of period $ (8,378 ) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: July 1, 2018 December 31, 2017 (In thousands) Raw materials and work-in-process $ 751,534 $ 722,083 Finished products (a) 345,158 444,796 Operating supplies 38,770 35,442 Maintenance materials and parts 54,555 52,749 Total inventories $ 1,190,017 $ 1,255,070 (a) Finished products contains a $54.4 million reclassification related to both in-transit and non-chicken finished products that were previously presented in Feed, eggs and other on our annual report on Form 10-K for the year ended December 31, 2017 to conform to the inventories presented as of July 1, 2018. |
INVESTMENTS IN SECURITIES (Tabl
INVESTMENTS IN SECURITIES (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-For-Sale Securities | The following table summarizes our investments in available-for-sale securities: July 1, 2018 December 31, 2017 Amortized Cost Fair Amortized Cost Fair (In thousands) Cash equivalents: Fixed income securities $ 524,806 $ 524,806 $ 330,456 $ 330,456 Other 1,323 1,323 942 942 |
DERIVATIVE FINANCIAL INSTRUME36
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Derivative Instruments and Cash Collateral | Information regarding the Company’s outstanding derivative instruments and collateral posted with (owed to) brokers is included in the following table: July 1, 2018 December 31, 2017 (Fair values in thousands) Fair values: Commodity derivative assets $ 18,678 $ 722 Commodity derivative liabilities (42,561 ) (3,847 ) Foreign currency derivative assets 527 45 Foreign currency derivative liabilities (278 ) (211 ) Collateral posted with brokers (a) 33,185 8,021 Derivatives coverage (b) : Corn 24.7 % 3.1 % Soybean meal 18.4 % 1.7 % Period through which stated percent of needs are covered: Corn March 2019 March 2019 Soybean meal July 2019 December 2018 (a) Collateral posted with brokers consists primarily of cash, short term treasury bills, or other cash equivalents. (b) Derivatives coverage is the percent of anticipated commodity needs covered by outstanding derivative instruments through a specified date. |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The following tables present the components of the gain or loss on derivatives that qualify as cash flow hedges: Gain (Loss) Recognized in Other Comprehensive Income on Derivative (Effective Portion) Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Foreign currency derivatives $ (98 ) $ 622 $ (97 ) $ 698 Total $ (98 ) $ 622 $ (97 ) $ 698 Net Realized Gains (Losses) Recognized in Income on Derivative (Ineffective Portion) Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Foreign currency derivatives $ — $ — $ — $ — Total $ — $ — $ — $ — Gain (Loss) Reclassified from AOCI into Income (Effective Portion) Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Foreign currency derivatives $ 222 $ (116 ) $ 472 $ (67 ) Total $ 222 $ (116 ) $ 472 $ (67 ) |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The activity in goodwill by segment for the twenty-six weeks ended July 1, 2018 was as follows: December 31, 2017 Currency Translation July 1, 2018 (In thousands) U.S. $ 41,936 $ — $ 41,936 U.K. and Europe 834,346 (19,329 ) 815,017 Mexico 125,607 — 125,607 Total $ 1,001,889 $ (19,329 ) $ 982,560 |
Finite-Lived Intangible Assets | Identified intangible assets consisted of the following: December 31, 2017 Amortization Currency Translation Reclassification July 1, 2018 (In thousands) Carrying amount: Trade names $ 79,686 $ — $ — $ (1,343 ) $ 78,343 Customer relationships 251,952 — (2,070 ) 1,343 251,225 Non-compete agreements 320 — — — 320 Trade names not subject to amortization 403,594 — (8,563 ) — 395,031 Accumulated amortization: Trade names (40,888 ) (1,864 ) — 623 (42,129 ) Customer relationships (77,194 ) (11,586 ) 675 (623 ) (88,728 ) Non-compete agreements (307 ) (4 ) — — (311 ) Total identified intangible assets $ 617,163 $ (13,454 ) $ (9,958 ) $ — $ 593,751 Intangible assets are amortized over the estimated useful lives of the assets as follows: Customer relationships 5-16 years Trade names 3-20 years Non-compete agreements 3 years |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment (“PP&E”), net consisted of the following: July 1, 2018 December 31, 2017 (In thousands) Land $ 196,934 $ 205,087 Buildings 1,675,963 1,681,610 Machinery and equipment 2,622,713 2,533,522 Autos and trucks 60,731 58,159 Construction-in-progress 210,970 187,094 PP&E, gross 4,767,311 4,665,472 Accumulated depreciation (2,653,358 ) (2,570,325 ) PP&E, net $ 2,113,953 $ 2,095,147 |
CURRENT LIABILITIES (Tables)
CURRENT LIABILITIES (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
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: July 1, 2018 December 31, 2017 (In thousands) Accounts payable: Trade accounts $ 740,943 $ 661,759 Book overdrafts 60,857 56,022 Other payables 13,896 15,246 Total accounts payable 815,696 733,027 Accounts payable to related parties (a) 26,941 2,889 Revenue contract liability (b) 32,200 36,607 Accrued expenses and other current liabilities: Compensation and benefits 134,377 181,678 Interest and debt-related fees 36,142 29,750 Insurance and self-insured claims 82,590 79,911 Derivative liabilities: Commodity futures 25,920 296 Commodity options 16,641 3,551 Foreign currency derivatives 278 211 Other accrued expenses 111,494 114,755 Total accrued expenses and other current liabilities 407,442 410,152 $ 1,282,279 $ 1,182,675 (a) Additional information regarding accounts payable to related parties is included in “Note 20. Related Party Transactions.” (b) Additional information regarding revenue contract liabilities is included in “Note 13. Revenue Recognition.” |
LONG-TERM DEBT AND OTHER BORR40
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
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 July 1, 2018 December 31, 2017 (In thousands) Long-term debt and other long-term borrowing arrangements: Senior notes payable, net of premium and discount at 5.75% 2025 $ 1,002,698 $ 754,820 Senior notes payable, net of discount at 5.875% 2027 843,359 600,000 Senior notes payable at 6.25% 2021 — 403,444 U.S. Credit Facility (defined below): Term note payable at 3.60% 2022 760,000 780,000 Revolving note payable at 5.25% 2022 — 73,262 Mexico Credit Facility (defined below) with notes payable at 2019 — 76,307 Moy Park Multicurrency Revolving Facility with notes payable at 2018 — 9,590 Moy Park France Invoice Discounting Revolver with payables at 2018 — 1,815 Moy Park Bank of Ireland Revolving Facility with notes payable at 2023 39,624 — Secured loans with payables at weighted average of 3.74% Various 580 873 Capital lease obligations Various 6,322 9,239 Long-term debt 2,652,583 2,709,350 Less: Current maturities of long-term debt (44,606 ) (47,775 ) Long-term debt, less current maturities 2,607,977 2,661,575 Less: Capitalized financing costs (23,491 ) (25,958 ) Long-term debt, less current maturities, net of capitalized financing costs: $ 2,584,486 $ 2,635,617 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregated Revenue | Disaggregated Revenue Revenue has been disaggregated into the categories below to show how economic factors affect the nature, amount, timing and uncertainty of revenue and cash flows. Thirteen Weeks Ended July 1, 2018 Twenty-Six Weeks Ended July 1, 2018 Domestic Export Net Sales Domestic Export Net Sales (In thousands) (In thousands) U.S. $ 1,844,662 $ 54,773 $ 1,899,435 $ 3,610,602 $ 129,938 $ 3,740,540 U.K. and Europe 477,939 85,163 563,102 942,306 165,096 1,107,402 Mexico 374,176 — 374,176 735,449 — 735,449 Net Sales $ 2,696,777 $ 139,936 $ 2,836,713 $ 5,288,357 $ 295,034 $ 5,583,391 |
Contract Balances | Changes in the revenue contract liability balances during the twenty-six weeks ended July 1, 2018 are as follows (in thousands): Balance, beginning of period $ 36,607 Revenue recognized that was included in revenue contract liability at the beginning of the period (19,201 ) Cash received, excluding amounts recognized as revenue during the period 14,794 Balance, end of period $ 32,200 |
PENSION AND OTHER POSTRETIREM42
PENSION AND OTHER POSTRETIREMENT BENEFITS (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Defined Benefit Plan [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 the defined benefit plans were as follows: Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in projected benefit obligation: (In thousands) Projected benefit obligation, beginning of period $ 178,247 $ 1,603 $ 167,159 $ 1,648 Interest cost 2,731 23 2,786 25 Actuarial losses (gains) (9,465 ) (62 ) 8,885 101 Benefits paid (4,473 ) (74 ) (4,430 ) (74 ) Projected benefit obligation, end of period $ 167,040 $ 1,490 $ 174,400 $ 1,700 Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Change in plan assets: (In thousands) Fair value of plan assets, beginning of period $ 112,570 $ — $ 97,526 $ — Actual return on plan assets 97 — 7,142 — Contributions by employer 5,581 74 4,502 74 Benefits paid (4,473 ) (74 ) (4,430 ) (74 ) Fair value of plan assets, end of period $ 113,775 $ — $ 104,740 $ — July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Funded status: (In thousands) Unfunded benefit obligation, end of period $ (53,265 ) $ (1,490 ) $ (65,677 ) $ (1,603 ) July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: (In thousands) Current liability $ (12,159 ) $ (148 ) $ (12,168 ) $ (149 ) Long-term liability (41,106 ) (1,342 ) (53,509 ) (1,454 ) Recognized liability $ (53,265 ) $ (1,490 ) $ (65,677 ) $ (1,603 ) July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Amounts recognized in accumulated other comprehensive income (loss) at end of period: (In thousands) Net actuarial loss (gain) $ 47,104 $ (27 ) $ 54,235 $ 35 |
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 July 1, 2018 Thirteen Weeks Ended June 25, 2017 Twenty-Six Weeks Ended July 1, 2018 Twenty-Six Weeks Ended June 25, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Interest cost $ 1,365 $ 11 $ 1,393 $ 12 $ 2,731 $ 23 $ 2,786 $ 25 Estimated return on plan assets (1,516 ) — (1,313 ) — (3,033 ) — (2,626 ) — Amortization of net loss 301 — 233 — 602 — 466 — Net costs $ 150 $ 11 $ 313 $ 12 $ 300 $ 23 $ 626 $ 25 |
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 Sheets. Increase in Discount Rate of 0.25% Decrease in Discount Rate of 0.25% (In thousands) Impact on projected benefit obligation for pension benefits $ (4,767 ) $ 4,525 The weighted average assumptions used in determining pension and other postretirement plan information were as follows: July 1, 2018 December 31, 2017 Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure benefit obligation at end of period: Discount rate 4.24 % 4.02 % 3.69 % 3.39 % Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits Assumptions used to measure net pension and other postretirement cost: Discount rate 3.69 % 3.39 % 4.31 % 3.81 % Expected return on plan assets 5.50 % N/A 5.50 % NA |
Schedule of Plan Asset Allocations | The following table reflects the pension plans’ actual asset allocations: July 1, 2018 December 31, 2017 Cash and cash equivalents — % 5 % Pooled separate accounts (a) : Equity securities 5 % 5 % Fixed income securities 4 % 4 % Common collective trust funds (a) : Equity securities 46 % 56 % Fixed income securities 41 % 30 % Real estate 4 % — % 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, real estate trusts 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 July 1, 2018 and December 31, 2017 : July 1, 2018 December 31, 2017 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 $ 831 $ — $ — $ 831 $ 6,128 $ — $ — $ 6,128 Pooled separate accounts: Large U.S. equity funds (d) — 3,025 — 3,025 — 3,483 — 3,483 Small/Mid U.S. equity funds (e) — 386 — 386 — 420 — 420 International equity funds (f) — 1,717 — 1,717 — 1,665 — 1,665 Fixed income funds (g) — 4,904 — 4,904 — 4,799 — 4,799 Common collective trusts funds: Large U.S. equity funds (d) — 20,443 — 20,443 — 22,695 — 22,695 Small U.S. equity funds (e) — 8,013 — 8,013 — 20,592 — 20,592 International equity funds (f) — 24,393 — 24,393 — 19,923 — 19,923 Fixed income funds (g) — 44,889 — 44,889 — 32,865 — 32,865 Real estate (h) — 5,174 — 5,174 — — — — Total assets $ 831 $ 112,944 $ — $ 113,775 $ 6,128 $ 106,442 $ — $ 112,570 (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). These investment options typically carry more risk than short-term fixed income investment options, but less overall risk than equities. (h) This category is comprised of investment options that invest in real estate investment trusts or private equity pools that own real estate. These long-term investments are primarily in office buildings, industrial parks, apartments or retail complexes. These investment options typically carry more risk, including liquidity risk, than fixed income investment options. |
Schedule of Benefit Payments | The following table reflects the benefits as of July 1, 2018 expected to be paid through 2027 from the Company's pension and other postretirement plans. Because its 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 the Company's other postretirement plans are unfunded, the anticipated benefits with respect to these plans will come from its own assets. Pension Benefits Other Benefits (In thousands) 2018 $ 9,184 $ 74 2019 11,889 148 2020 11,687 146 2021 11,337 143 2022 11,160 139 2023-2027 50,628 611 Total $ 105,885 $ 1,261 |
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: Twenty-Six Weeks Ended Twenty-Six Weeks Ended Pension Benefits Other Benefits Pension Benefits Other Benefits (In thousands) Net actuarial loss (gain), beginning of period $ 54,235 $ 35 $ 46,494 $ (31 ) Amortization (602 ) — (466 ) — Actuarial loss (gain) (9,465 ) (62 ) 8,885 101 Asset loss (gain) 2,936 — (4,515 ) — Net actuarial loss (gain), end of period $ 47,104 $ (27 ) $ 50,398 $ 70 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The following tables provide information regarding the changes in accumulated other comprehensive income (loss): Twenty-Six Weeks Ended July 1, 2018 (a) Gains Related to Foreign Currency Translation Unrealized Losses on Derivative Financial Instruments Classified as Cash Flow Hedges Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ 42,081 $ (1,848 ) $ (71,434 ) $ 61 $ (31,140 ) Other comprehensive income (loss): Other comprehensive income (loss) before (38,507 ) (97 ) 4,987 932 (32,685 ) Amounts reclassified from accumulated other — 472 455 (680 ) 247 Impact of currency translation — (6 ) — — (6 ) Net other comprehensive income (loss) (38,507 ) 369 5,442 252 (32,444 ) Balance, end of period $ 3,574 $ (1,479 ) $ (65,992 ) $ 313 $ (63,584 ) Twenty-Six Weeks Ended June 25, 2017 (a) Losses Related to Foreign Currency Translation Unrealized Gains on Derivative Financial Instruments Classified as Cash Flow Hedges Losses Related to Pension and Other Postretirement Benefits Unrealized Holding Gains on Available-for-Sale Securities Total (In thousands) Balance, beginning of period $ (265,714 ) $ 99 $ (64,243 ) $ — $ (329,858 ) Comprehensive income (loss): Other comprehensive income (loss) before 67,096 698 (2,784 ) — 65,010 Amounts reclassified from accumulated other — (67 ) 290 — 223 Impact of currency translation — 20 — — 20 Net other comprehensive income (loss) 67,096 651 (2,494 ) — 65,253 Balance, end of period $ (198,618 ) $ 750 $ (66,737 ) $ — $ (264,605 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits to accumulated other comprehensive income (loss). |
Schedule of Reclassification from Accumulated Other Comprehensive Loss | Amounts Reclassified from Accumulated Other Comprehensive Loss (a) Details about Accumulated Other Comprehensive Loss Components Twenty-Six Weeks Ended Twenty-Six Weeks Ended Affected Line Item in the Condensed Consolidated and Combined Statements of Income (In thousands) Realized loss on settlement of derivative financial instruments classified as cash flow hedges $ (472 ) $ 67 Cost of sales Realized gain on sale of securities 899 — Interest income Amortization of defined benefit pension and other postretirement plan actuarial losses: Union employees pension plan (b)(d) (24 ) (12 ) Cost of sales Legacy Gold Kist plans (c)(d) (180 ) (142 ) Cost of sales Legacy Gold Kist plans (c)(d) (397 ) (312 ) Selling, general and administrative expense Total before tax (174 ) (399 ) Tax benefit (73 ) 176 Total reclassification for the period $ (247 ) $ (223 ) (a) Amounts in parentheses represent debits to results of operations. (b) The Company sponsors the Union Plan, a qualified defined benefit pension plan covering certain locations or work groups with collective bargaining agreements. (c) The Company sponsors the GK Pension Plan, 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 SERP Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist executives, the Directors’ Emeriti Plan, a nonqualified defined benefit retirement plan covering certain former Gold Kist directors and the Retiree Life Plan, a defined benefit postretirement life insurance plan covering certain retired Gold Kist employees (collectively, the “Legacy Gold Kist Plans”). (d) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See “Note 14. Pension and Other Postretirement Benefits” to the Condensed Consolidated and Combined Financial Statements. |
INCENTIVE COMPENSATION (Tables)
INCENTIVE COMPENSATION (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
INCENTIVE COMPENSATION [Abstract] | |
Schedule of Awards | The following awards were outstanding during the twenty-six weeks ended July 1, 2018 : Award Type Benefit Plan Awards Granted Grant Date Grant Date Fair Value per Award Vesting Condition Vesting Date Awards Forfeited to Date Settlement Method RSU LTIP 389,424 01/19/2017 18.38 Performance / Service (a) 389,424 (a) Stock RSU LTIP 410,000 02/14/2018 25.59 Service 01/01/2019 — Stock RSU LTIP 161,215 03/01/2018 24.93 Service (b) 5,097 Stock RSU LTIP 266,478 03/01/2018 24.93 Performance / Service (c) 22,548 Stock RSU LTIP 11,144 05/10/2018 21.54 (d) (d) — Stock (a) Performance conditions associated with these awards were not satisfied. Therefore, 100% of the awards were forfeited during the twenty-six weeks ended July 1, 2018 . (b) These restricted stock units vest in ratable tranches on December 31, 2018, December 31, 2019 and December 31, 2020. Expected compensation cost related to these units totals $4.0 million based on a closing stock price for the Company’s common stock of $24.93 per share on March 1, 2018. Compensation cost will be amortized to profit/loss over the remaining vesting period. (c) If performance conditions related to the Company's 2018 operating results are satisfied, these restricted stock units vest in ratable tranches on December 31, 2019, December 31, 2020 and December 31, 2021. Expected compensation cost related to these units totals $6.6 million based on a closing stock price for the Company's common stock of $24.93 per share on March 1, 2018. Compensation cost will be amortized to profit/loss upon satisfaction of the performance conditions over the remaining vesting period. (d) These restricted stock units were granted to the four non-employees who currently serve on the Company's Board of Directors. Each participating director's units will vest upon his departure from the Company's Board of Directors. Compensation cost was recognized in profit/loss upon the grant date. |
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 Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Share-based compensation cost: Cost of sales $ 117 $ 38 $ 169 $ 187 Selling, general and administrative expense 4,243 449 5,464 1,760 Total $ 4,360 $ 487 $ 5,633 $ 1,947 Income tax benefit $ 1,061 $ 184 $ 1,371 $ 601 |
Schedule of Restricted Share and Restricted Stock Unit Activity | The Company’s RSU activity is included below: Twenty-Six Weeks Ended July 1, 2018 Twenty-Six Weeks Ended June 25, 2017 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 389 $ 18.39 906 $ 20.00 Granted 849 25.20 462 18.72 Vested — — (486 ) 17.73 Forfeited (417 ) 18.82 (251 ) 25.36 Outstanding at end of period 821 $ 25.21 631 $ 18.68 |
RESTRUCTURING-RELATED ACTIVIT45
RESTRUCTURING-RELATED ACTIVITIES (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table provides a summary of our estimates of costs associated with these restructuring initiatives by major type of cost: GNP 40 North Foods Total Estimated Amount Expected to be Incurred (In thousands) Employee termination benefits $ 4,074 $ 449 $ 4,523 Inventory adjustments 472 — 472 Asset impairments 470 103 573 Other charges (a) 1,983 150 2,133 Total estimated cost $ 6,999 $ 702 $ 7,701 (a) Comprised of other costs directly related to the restructuring initiatives, including prepaid software impairment, St. Cloud, Minnesota office lease costs, Luverne, Minnesota plant closure costs, and Boulder, Colorado office lease costs. During the thirteen and twenty-six weeks ended July 1, 2018, the Company recognized the following costs and incurred the following cash outlays related to these restructuring initiatives: Thirteen Weeks Ended July 1, 2018 Twenty-Six Weeks Ended July 1, 2018 Expenses Cash Outlays Expenses Cash Outlays (In thousands) GNP initiative: Employee termination benefits $ 433 $ 524 $ 979 $ 1,165 Inventory adjustments — — (227 ) — Asset impairments — — 470 — Other charges — 5 — 65 433 529 1,222 1,230 40 North Foods initiative: Employee termination benefits 449 405 449 405 Asset impairments 103 — 103 — Other 150 9 150 9 702 414 702 414 Total $ 1,135 $ 943 $ 1,924 $ 1,644 |
Schedule of Restructuring Reserve | The following table reconciles liabilities and reserves associated with this restructuring initiative from the beginning to the end of the twenty-six weeks ended ended July 1, 2018 . Ending liability balances for employee termination benefits and other charges are reported in the line item Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets. The ending reserve balance for inventory adjustments is reported in the line item Inventories in the Condensed Consolidated Balance Sheets. GNP Initiative 40 North Foods Initiative Employee Termination Benefits Inventory Other Total Employee Termination Benefits Other Total (In thousands) Beginning liability or reserve $ 800 $ 699 $ 752 $ 2,251 $ — $ — $ — Restructuring charges 979 (227 ) — 752 449 150 599 Payments and disposals (1,165 ) (472 ) (65 ) (1,702 ) (405 ) (9 ) (414 ) Ending liability or reserve $ 614 $ — $ 687 $ 1,301 $ 44 $ 141 $ 185 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
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 Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) Sales to related parties: JBS USA Food Company (a) $ 4,479 $ 4,833 $ 6,008 $ 9,396 JBS Five Rivers Cattle Feeding, LLC — 9,394 7,096 16,516 JBS Chile Ltda — — 60 — J&F Investimentos Ltd. — — — 104 JBS Global (U.K.) Ltd. — — — 19 Total sales to related parties $ 4,479 $ 14,227 $ 13,164 $ 26,035 Cost of goods purchased from related parties: JBS USA Food Company (a) $ 34,003 $ 24,994 $ 61,827 $ 52,283 Seara Meats B.V. 13,437 3,014 17,677 6,375 JBS Aves Ltda 380 — 1,083 — JBS Toledo NV 125 45 290 45 JBS Global (UK) Ltd. 21 — 21 — Total cost of goods purchased from related parties $ 47,966 $ 28,053 $ 80,898 $ 58,703 Expenditures paid by related parties: JBS USA Food Company (b) $ 28,763 $ 7,349 $ 39,262 $ 18,298 JBS S.A. — 1,918 — 3,777 Seara Alimentos — 64 — 64 JBS Chile Ltda 3 — 3 — Total expenditures paid by related parties $ 28,766 $ 9,331 $ 39,265 $ 22,139 Expenditures paid on behalf of related parties: JBS USA Food Company (b) $ 2,625 $ 1,623 $ 4,913 $ 2,488 Seara Meats B.V. — 4 — 4 JBS S.A. 164 5 164 5 Seara International Ltd. 11 80 31 80 Total expenditures paid on behalf of related parties $ 2,800 $ 1,712 $ 5,108 $ 2,577 July 1, 2018 December 31, 2017 (In thousands) Accounts receivable from related parties: JBS USA Food Company (a) $ 1,130 $ 2,826 JBS Chile Ltda. 37 108 Seara International Ltd. 12 15 Seara Meats B.V. — 2 Total accounts receivable from related parties $ 1,179 $ 2,951 Accounts payable to related parties: JBS USA Food Company (a) $ 23,379 $ 440 Seara Meats B.V. 3,483 2,410 JBS Toledo NV 59 39 JBS Global (UK) Ltd. 20 — Total accounts payable to related parties $ 26,941 $ 2,889 (a) The Company routinely executes transactions to both purchase products from JBS USA Food Company (“JBS USA”) and sell products to them. As of July 1, 2018 , approximately $0.6 million of goods purchased from JBS USA were in transit and not reflected on our Condensed Consolidated Balance Sheet. (b) 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. |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Information on segments and a reconciliation to income before income taxes are as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) U.S. $ 1,899,435 $ 1,882,142 $ 3,740,540 $ 3,618,547 U.K. and Europe 563,102 500,681 1,107,402 959,530 Mexico 374,176 369,463 735,449 653,549 Total net sales $ 2,836,713 $ 2,752,286 $ 5,583,391 $ 5,231,626 Thirteen Weeks Ended Twenty-Six Weeks Ended July 1, 2018 June 25, 2017 July 1, 2018 June 25, 2017 (In thousands) U.S. $ 99,469 $ 277,602 $ 226,755 $ 411,159 U.K. and Europe 23,662 18,932 45,075 33,305 Mexico 61,997 81,778 114,867 100,549 Elimination (16 ) 23 8 46 Total operating income 185,112 378,335 386,705 545,059 Interest expense, net of capitalized interest 40,267 22,567 90,567 41,679 Interest income (4,834 ) (1,104 ) (6,424 ) (1,472 ) Foreign currency transaction losses (gains) 5,630 (2,303 ) 3,909 (1,612 ) Miscellaneous, net (817 ) (1,272 ) (2,434 ) (4,115 ) Income before income taxes $ 144,866 $ 360,447 $ 301,087 $ 510,579 Information on segments for goodwill and total assets are as follows: July 1, 2018 December 31, 2017 (In thousands) U.S. $ 41,936 $ 41,936 U.K. and Europe 815,017 834,346 Mexico 125,607 125,607 Total goodwill $ 982,560 $ 1,001,889 July 1, 2018 December 31, 2017 (In thousands) U.S. $ 4,850,511 $ 4,444,918 U.K. and Europe 2,049,592 2,226,895 Mexico 963,869 934,511 Eliminations (a) (1,561,403 ) (1,357,672 ) Total assets $ 6,302,569 $ 6,248,652 (a) Eliminations for the period ended July 1, 2018 include the elimination of the U.S. segment's $191.7 million investment in the Mexico segment, the elimination of $111.0 million in intersegment receivables and payables between the U.S. and Mexico segments and the elimination of the U.S. segment's $1.3 billion investment in the U.K. and Europe segment. Eliminations for the period ended December 31, 2017 include the elimination of the U.S. segment's $191.7 million investment in the Mexico segment and the elimination of $111.1 million in intersegment receivables and payables between the U.S. and Mexico segments and the elimination of the U.S. segment's $1.1 billion investment in the U.K. and Europe segment. |
DESCRIPTION OF BUSINESS AND B48
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Additional Information) (Details) bird / WK in Millions, lb in Billions | 6 Months Ended | |
Jul. 01, 2018employeebird / WKstategrowercountrylb | Sep. 08, 2017bird / WK | |
Business Acquisition [Line Items] | ||
Number of countries in which entity exports products | country | 100 | |
Number of states in which entity operates | state | 14 | |
Number of employees | employee | 51,600 | |
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 45.3 | |
Maximum annual processing capacity of employees (in pounds) (more than) | lb | 12.8 | |
Number of contract growers | grower | 5,200 | |
Percentage of beneficial ownership by holding company | 78.50% | |
Moy Park | ||
Business Acquisition [Line Items] | ||
Number of employees | employee | 10,300 | |
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 6.1 | |
Percentage of equity acquired | 100.00% |
DESCRIPTION OF BUSINESS AND B49
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Reclassification to Balance Sheet) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Accounts payable | $ 815,696 | $ 733,027 |
Accrued expenses and other current liabilities | 407,442 | 410,152 |
Revenue contract liability | $ 32,200 | 36,607 |
As Presented in 2017 Annual Report on Form 10-K | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Accounts payable | 762,444 | |
Accrued expenses and other current liabilities | 417,342 | |
Revenue contract liability | 0 | |
Accounting Standards Update 2014-09 | Adjustment Resulting from Adoption of FASB Guidance | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Accounts payable | (29,417) | |
Accrued expenses and other current liabilities | (7,190) | |
Revenue contract liability | $ 36,607 |
DESCRIPTION OF BUSINESS AND B50
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Cash, Cash Equivalents and Restricted Cash) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 | Jun. 25, 2017 | Dec. 25, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 640,842 | $ 581,510 | ||
Restricted cash | 33,185 | 8,021 | ||
Total cash, cash equivalents and restricted cash shown in the Condensed Consolidated and Combined Statements of Cash Flows | $ 674,027 | $ 589,531 | $ 493,503 | $ 297,524 |
BUSINESS ACQUISITION (Narrative
BUSINESS ACQUISITION (Narrative) (Details) $ in Thousands, £ in Millions, lb in Millions, bird / WK in Millions | Sep. 08, 2017USD ($)bird / WKlbhatcherymillplant | Sep. 08, 2017GBP (£) | Jul. 01, 2018USD ($)employeebird / WK | Jun. 25, 2017USD ($) | Jul. 01, 2018USD ($)employeebird / WK | Jun. 25, 2017USD ($) |
Business Acquisition [Line Items] | ||||||
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 45.3 | 45.3 | ||||
Number of employees of acquiree | employee | 51,600 | 51,600 | ||||
Net sales | $ 2,836,713 | $ 2,752,286 | $ 5,583,391 | $ 5,231,626 | ||
Net income attributable to Pilgrim’s Pride Corporation | $ 106,541 | 233,641 | $ 225,959 | 327,562 | ||
Moy Park | ||||||
Business Acquisition [Line Items] | ||||||
Percentage of equity acquired | 100.00% | |||||
Cash consideration | $ 301,300 | |||||
Note payable for consideration transferred | £ | £ 562.5 | |||||
Number of processing plants | plant | 4 | |||||
Prepared foods cook plants | plant | 10 | |||||
Feed mills | mill | 3 | |||||
Hatcheries | hatchery | 6 | |||||
Rendering facilities | plant | 1 | |||||
Maximum processing capacity of employees per week (in birds per week) | bird / WK | 6.1 | |||||
Food prepared, annual amount | lb | 460 | |||||
Number of employees of acquiree | employee | 10,300 | 10,300 | ||||
Transaction costs | $ 19,900 | |||||
Net sales | $ 563,100 | 500,700 | $ 1,107,400 | 959,500 | ||
Net income attributable to Pilgrim’s Pride Corporation | $ 19,300 | $ 11,100 | $ 21,800 | $ 17,400 |
BUSINESS ACQUISITION (Pro Forma
BUSINESS ACQUISITION (Pro Forma Information) (Details) - Moy Park - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jul. 01, 2018 | Jun. 25, 2017 | |
Business Acquisition [Line Items] | ||
Net sales | $ 5,583,391 | $ 5,231,626 |
Net income attributable to Pilgrim's Pride Corporation | $ 226,185 | $ 314,946 |
Net income attributable to Pilgrim's Pride Corporation per common share - diluted (in dollars per share) | $ 0.91 | $ 1.27 |
FAIR VALUE MEASUREMENTS (Schedu
FAIR VALUE MEASUREMENTS (Schedule of Assets and Liabilities Measured on a Recurring Basis) (Details) - Recurring - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Commodity futures instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 18,590 | $ 301 |
Derivative liabilities | (25,920) | (296) |
Commodity futures instruments | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 18,590 | 301 |
Derivative liabilities | (25,920) | (296) |
Commodity options instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 88 | 421 |
Derivative liabilities | (16,641) | (3,551) |
Commodity options instruments | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 88 | 421 |
Derivative liabilities | (16,641) | (3,551) |
Foreign currency instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 527 | 45 |
Derivative liabilities | (278) | (211) |
Foreign currency instruments | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 527 | 45 |
Derivative liabilities | $ (278) | $ (211) |
FAIR VALUE MEASUREMENTS (Sche54
FAIR VALUE MEASUREMENTS (Schedule of Fair Value and Carrying Amount of Debt Obligations) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 | Sep. 29, 2017 | Apr. 17, 2015 | Mar. 11, 2015 |
Senior notes | Fixed-rate senior notes payable at 5.75% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate | 5.75% | 5.75% | |||
Senior notes | Fixed-rate senior notes payable at 5.875% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate | 5.875% | 5.875% | |||
Senior notes | Fixed-rate senior notes payable at 6.25% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate | 6.25% | 6.25% | |||
Senior notes | Level 1 | Carrying Amount | Fixed-rate senior notes payable at 5.75% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | $ (1,002,698) | $ (750,000) | |||
Senior notes | Level 1 | Carrying Amount | Fixed-rate senior notes payable at 5.875% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | (843,359) | (604,820) | |||
Senior notes | Level 1 | Carrying Amount | Fixed-rate senior notes payable at 6.25% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | 0 | (403,444) | |||
Senior notes | Level 1 | Fair Value | Fixed-rate senior notes payable at 5.75% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | (960,000) | (774,375) | |||
Senior notes | Level 1 | Fair Value | Fixed-rate senior notes payable at 5.875% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | (791,716) | (619,080) | |||
Senior notes | Level 1 | Fair Value | Fixed-rate senior notes payable at 6.25% | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | 0 | (418,787) | |||
Secured loans | Level 3 | Carrying Amount | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | (580) | (873) | |||
Secured loans | Level 3 | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Fixed-rate senior notes payable | $ (576) | $ (855) |
TRADE ACCOUNTS AND OTHER RECE55
TRADE ACCOUNTS AND OTHER RECEIVABLES (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 01, 2018 | Dec. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |||
Trade accounts receivable | $ 559,778 | $ 548,472 | |
Notes receivable - current | 5,130 | 5,130 | |
Other receivables | 33,403 | 20,021 | |
Receivables, gross | 598,311 | 573,623 | |
Allowance for doubtful accounts | $ (8,145) | (8,378) | (8,145) |
Receivables, net | 589,933 | 565,478 | |
Account receivable from related parties | $ 1,179 | $ 2,951 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of period | (8,145) | ||
Provision charged to operating results | (1,132) | ||
Account write-offs and recoveries | 894 | ||
Effect of exchange rate | 5 | ||
Balance, end of period | $ (8,378) |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Inventory [Line Items] | ||
Raw materials and work-in-process | $ 751,534 | $ 722,083 |
Finished products | 345,158 | 444,796 |
Operating supplies | 38,770 | 35,442 |
Maintenance materials and parts | 54,555 | 52,749 |
Total inventories | $ 1,190,017 | 1,255,070 |
Change In Inventory Measurement | Finished Chicken Products | ||
Inventory [Line Items] | ||
Total inventories | 54,400 | |
Change In Inventory Measurement | Feed, Eggs and Other | ||
Inventory [Line Items] | ||
Total inventories | $ (54,400) |
INVESTMENTS IN SECURITIES (Deta
INVESTMENTS IN SECURITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 | |
Debt Securities, Available-for-sale [Line Items] | |||||
Gross realized gains | $ 1,800 | $ 1,000 | $ 2,900 | $ 1,100 | |
Fixed income securities | |||||
Debt Securities, Available-for-sale [Line Items] | |||||
Amortized Cost | 524,806 | 524,806 | $ 330,456 | ||
Fair Value | 524,806 | 524,806 | 330,456 | ||
Other | |||||
Debt Securities, Available-for-sale [Line Items] | |||||
Amortized Cost | 1,323 | 1,323 | 942 | ||
Fair Value | $ 1,323 | $ 1,323 | $ 942 |
DERIVATIVE FINANCIAL INSTRUME58
DERIVATIVE FINANCIAL INSTRUMENTS (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Net gains (losses) on derivative financial instruments | $ (24) | $ 3.2 | $ (17.6) | $ 0.3 |
Cash flow hedge gain (loss) to be reclassified within twelve months | $ 0.1 |
DERIVATIVE FINANCIAL INSTRUME59
DERIVATIVE FINANCIAL INSTRUMENTS (Schedule of Outstanding Derivative Instruments and Cash Collateral) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jul. 01, 2018 | Dec. 25, 2016 | Dec. 31, 2017 | |
Fair values: | |||
Collateral posted with brokers | $ 33,185 | $ 8,021 | |
Corn | |||
Derivatives Coverage: | |||
Derivatives coverage (as a percentage) | 24.70% | 3.10% | |
Period through which stated percent of needs are covered: | |||
Maturity date | Mar. 31, 2019 | Mar. 31, 2019 | |
Soybean meal | |||
Derivatives Coverage: | |||
Derivatives coverage (as a percentage) | 18.40% | 1.70% | |
Period through which stated percent of needs are covered: | |||
Maturity date | Jul. 30, 2019 | Dec. 31, 2018 | |
Commodity | |||
Fair values: | |||
Derivative assets, gross | $ 18,678 | 722 | |
Derivative liabilities, gross | (42,561) | (3,847) | |
Foreign currency | |||
Fair values: | |||
Derivative assets, gross | 527 | 45 | |
Derivative liabilities, gross | $ (278) | $ (211) |
DERIVATIVE FINANCIAL INSTRUME60
DERIVATIVE FINANCIAL INSTRUMENTS (Schedule of Cash Flow Hedges Included in AOCI (Details) - Cash Flow Hedging - Designated as Hedging Instrument - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Derivative [Line Items] | ||||
Gain (Loss) Recognized in Other Comprehensive Income on Derivative (Effective Portion) | $ (98) | $ 622 | $ (97) | $ 698 |
Net Realized Gains (Losses) Recognized in Income on Derivative (Ineffective Portion) | 0 | 0 | 0 | 0 |
Gain (Loss) Reclassified from AOCI into Income (Effective Portion) | 222 | (116) | 472 | (67) |
Foreign currency derivatives | ||||
Derivative [Line Items] | ||||
Gain (Loss) Recognized in Other Comprehensive Income on Derivative (Effective Portion) | (98) | 622 | (97) | 698 |
Net Realized Gains (Losses) Recognized in Income on Derivative (Ineffective Portion) | 0 | 0 | 0 | 0 |
Gain (Loss) Reclassified from AOCI into Income (Effective Portion) | $ 222 | $ (116) | $ 472 | $ (67) |
GOODWILL AND INTANGIBLE ASSET61
GOODWILL AND INTANGIBLE ASSETS (Schedule of Goodwill) (Details) $ in Thousands | 6 Months Ended |
Jul. 01, 2018USD ($) | |
Goodwill [Roll Forward] | |
Balance, beginning of period | $ 1,001,889 |
Currency Translation | (19,329) |
Balance, end of period | 982,560 |
U.S. | |
Goodwill [Roll Forward] | |
Balance, beginning of period | 41,936 |
Currency Translation | 0 |
Balance, end of period | 41,936 |
U.K. and Europe | |
Goodwill [Roll Forward] | |
Balance, beginning of period | 834,346 |
Currency Translation | (19,329) |
Balance, end of period | 815,017 |
Mexico | |
Goodwill [Roll Forward] | |
Balance, beginning of period | 125,607 |
Currency Translation | 0 |
Balance, end of period | $ 125,607 |
GOODWILL AND INTANGIBLE ASSET62
GOODWILL AND INTANGIBLE ASSETS (Schedule of Intangible Assets) (Details) $ in Thousands | 6 Months Ended |
Jul. 01, 2018USD ($) | |
Finite-lived Intangible Assets [Rollforward] | |
Reclassification | $ 0 |
Accumulated Amortization Rollforward [Roll Forward] | |
Amortization | (13,454) |
Intangible Assets (Excluding Goodwill) Rollforward [Rollforward] | |
December 31, 2017 | 617,163 |
Currency Translation | (9,958) |
July 1, 2018 | 593,751 |
Trade names | |
Indefinite-lived Intangible Assets [Rollforward] | |
December 31, 2017 | 403,594 |
Currency Translation | (8,563) |
Reclassification | 0 |
July 1, 2018 | 395,031 |
Trade names | |
Finite-lived Intangible Assets [Rollforward] | |
December 31, 2017 | 79,686 |
Currency Translation | 0 |
Reclassification | (1,343) |
July 1, 2018 | 78,343 |
Accumulated Amortization Rollforward [Roll Forward] | |
December 31, 2017 | (40,888) |
Amortization | (1,864) |
Currency Translation | 0 |
Reclassification | 623 |
July 1, 2018 | (42,129) |
Customer relationships | |
Finite-lived Intangible Assets [Rollforward] | |
December 31, 2017 | 251,952 |
Currency Translation | (2,070) |
Reclassification | 1,343 |
July 1, 2018 | 251,225 |
Accumulated Amortization Rollforward [Roll Forward] | |
December 31, 2017 | (77,194) |
Amortization | (11,586) |
Currency Translation | 675 |
Reclassification | (623) |
July 1, 2018 | (88,728) |
Non-compete agreements | |
Finite-lived Intangible Assets [Rollforward] | |
December 31, 2017 | 320 |
Currency Translation | 0 |
Reclassification | 0 |
July 1, 2018 | 320 |
Accumulated Amortization Rollforward [Roll Forward] | |
December 31, 2017 | (307) |
Amortization | (4) |
Currency Translation | 0 |
Reclassification | 0 |
July 1, 2018 | $ (311) |
GOODWILL AND INTANGIBLE ASSET63
GOODWILL AND INTANGIBLE ASSETS (Estimated Useful Lives of Finite-Lived Intangible Assets) (Details) | 6 Months Ended |
Jul. 01, 2018 | |
Customer relationships | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, estimated useful life | 5 years |
Customer relationships | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, estimated useful life | 16 years |
Trade names | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, estimated useful life | 3 years |
Trade names | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, estimated useful life | 20 years |
Non-compete agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, estimated useful life | 3 years |
PROPERTY, PLANT AND EQUIPMENT64
PROPERTY, PLANT AND EQUIPMENT (Schedule of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | $ 4,767,311 | $ 4,665,472 |
Accumulated depreciation | (2,653,358) | (2,570,325) |
PP&E, net | 2,113,953 | 2,095,147 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 196,934 | 205,087 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 1,675,963 | 1,681,610 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 2,622,713 | 2,533,522 |
Autos and trucks | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | 60,731 | 58,159 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
PP&E, gross | $ 210,970 | $ 187,094 |
PROPERTY, PLANT AND EQUIPMENT65
PROPERTY, PLANT AND EQUIPMENT (Narrative) (Details) - USD ($) $ in Thousands | Apr. 01, 2018 | Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||||||
Depreciation | $ 61,900 | $ 61,900 | $ 122,600 | $ 117,300 | ||
Payments for capital projects | 155,188 | 197,989 | ||||
Transfer of property, plant and equipment | 109,600 | 159,100 | ||||
Proceeds from property disposals | 200 | 1,300 | 1,205 | 1,466 | ||
Gain (loss) on property disposals | (100) | $ 900 | (239) | $ 768 | ||
Assets held for sale | 2,904 | 2,904 | $ 708 | |||
Idled assets, carrying amount | 49,300 | 49,300 | ||||
Idled assets, depreciable value | 170,000 | 170,000 | ||||
Idled assets, accumulated depreciation | $ 120,700 | $ 120,700 | ||||
U.S. | Reportable Geographical Components | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Impairment | $ 500 |
CURRENT LIABILITIES (Details)
CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Accounts payable: | ||
Trade accounts | $ 740,943 | $ 661,759 |
Book overdrafts | 60,857 | 56,022 |
Other payables | 13,896 | 15,246 |
Total accounts payable | 815,696 | 733,027 |
Accounts payable to related parties | 26,941 | 2,889 |
Revenue contract liability | 32,200 | 36,607 |
Accrued expenses and other current liabilities: | ||
Compensation and benefits | 134,377 | 181,678 |
Interest and debt-related fees | 36,142 | 29,750 |
Insurance and self-insured claims | 82,590 | 79,911 |
Derivative liabilities: | ||
Other accrued expenses | 111,494 | 114,755 |
Total accrued expenses and other current liabilities | 407,442 | 410,152 |
Total accounts payable, accrued expenses and other current liabilities | 1,282,279 | 1,182,675 |
Commodity futures | ||
Derivative liabilities: | ||
Derivative liabilities | 25,920 | 296 |
Commodity options | ||
Derivative liabilities: | ||
Derivative liabilities | 16,641 | 3,551 |
Foreign currency derivatives | ||
Derivative liabilities: | ||
Derivative liabilities | $ 278 | $ 211 |
LONG-TERM DEBT AND OTHER BORR67
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Schedule of Long-term Debt and Other Borrowing Arrangements) (Details) £ in Millions | Jun. 02, 2018 | Sep. 27, 2016 | Jul. 01, 2018USD ($) | May 29, 2018GBP (£) | Dec. 31, 2017USD ($) | Sep. 29, 2017 | Apr. 17, 2015 | Mar. 11, 2015 |
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 2,652,583,000 | $ 2,709,350,000 | ||||||
Less: Current maturities of long-term debt | (44,606,000) | (47,775,000) | ||||||
Long-term debt, less current maturities | 2,607,977,000 | 2,661,575,000 | ||||||
Less: Capitalized financing costs | (23,491,000) | (25,958,000) | ||||||
Long-term debt, less current maturities, net of capitalized financing costs: | $ 2,584,486,000 | 2,635,617,000 | ||||||
Line of credit | Term note payable at 3.60% | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 3.60% | |||||||
Long-term debt | $ 760,000,000 | 780,000,000 | ||||||
Line of credit | Revolving note payable at 5.25% | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 5.25% | |||||||
Long-term debt | $ 0 | 73,262,000 | ||||||
Line of credit | Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 0 | 76,307,000 | ||||||
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% | ||||||
Line of credit | Moy Park Multicurrency Revolving Facility with notes payable at LIBOR rate plus 2.5% | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 0 | 9,590,000 | ||||||
Line of credit | Moy Park Multicurrency Revolving Facility with notes payable at LIBOR rate plus 2.5% | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 2.50% | |||||||
Line of credit | Moy Park France Invoice Discounting Revolver with payables at EURIBOR plus 0.8% | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 0 | 1,815,000 | ||||||
Line of credit | Moy Park France Invoice Discounting Revolver with payables at EURIBOR plus 0.8% | EURIBOR Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 0.80% | |||||||
Line of credit | Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 39,624,000 | 0 | ||||||
Line of credit | Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1.25% | 1.25% | ||||||
Line of credit | Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | EURIBOR Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 2.00% | 2.00% | ||||||
Senior notes | Senior notes payable, net of premium and discount at 5.75% | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 5.75% | 5.75% | ||||||
Long-term debt | $ 1,002,698,000 | 754,820,000 | ||||||
Senior notes | Senior notes payable at 5.875% | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 5.875% | 5.875% | ||||||
Long-term debt | $ 843,359,000 | 600,000,000 | ||||||
Senior notes | Senior notes payable at 6.25% | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 6.25% | 6.25% | ||||||
Long-term debt | $ 0 | £ 65.7 | 403,444,000 | |||||
Secured loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Weighted average interest rate | 3.74% | |||||||
Long-term debt | $ 580,000 | 873,000 | ||||||
Other long-term debt | Capital lease obligations | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 6,322,000 | $ 9,239,000 |
LONG-TERM DEBT AND OTHER BORR68
LONG-TERM DEBT AND OTHER BORROWING ARRANGEMENTS (Narrative) (Details) | Jun. 02, 2018USD ($) | May 29, 2018GBP (£) | Mar. 07, 2018USD ($) | Sep. 29, 2017USD ($) | May 08, 2017USD ($) | Sep. 27, 2016MXN ($) | Feb. 11, 2015USD ($) | Jun. 30, 2009EUR (€) | Sep. 30, 2016EUR (€) | Jul. 01, 2018USD ($) | Jul. 01, 2018EUR (€) | Jun. 02, 2018GBP (£) | Mar. 07, 2018GBP (£) | Dec. 31, 2017USD ($) | Jan. 29, 2016GBP (£) | Apr. 17, 2015GBP (£) | Mar. 19, 2015GBP (£) | Mar. 11, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 2,652,583,000 | $ 2,709,350,000 | ||||||||||||||||
Senior notes payable, net of premium and discount at 5.75% | Senior notes | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Aggregate principal amount | $ 250,000,000 | $ 250,000,000 | $ 500,000,000 | |||||||||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |||||||||||||||
Add on offering, percent of face value | 99.25% | 102.00% | 99.25% | |||||||||||||||
Proceeds from issuance of debt | $ 248,100,000 | $ 255,000,000 | ||||||||||||||||
Unamortized premium | 5,000,000 | |||||||||||||||||
Unamortized discount | 1,900,000 | |||||||||||||||||
Long-term debt | $ 1,002,698,000 | 754,820,000 | ||||||||||||||||
Senior notes payable at 5.875% | Senior notes | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Aggregate principal amount | $ 250,000,000 | $ 600,000,000 | ||||||||||||||||
Stated interest rate | 5.875% | 5.875% | 5.875% | |||||||||||||||
Add on offering, percent of face value | 97.25% | 97.25% | ||||||||||||||||
Proceeds from issuance of debt | $ 243,100,000 | |||||||||||||||||
Unamortized discount | $ 6,900,000 | |||||||||||||||||
Long-term debt | $ 843,359,000 | 600,000,000 | ||||||||||||||||
Senior notes payable at 6.25% | Senior notes | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Aggregate principal amount | £ | £ 300,000,000 | |||||||||||||||||
Stated interest rate | 6.25% | 6.25% | 6.25% | |||||||||||||||
Tendered amount | £ | £ 234,300,000 | |||||||||||||||||
Redemption price, percentage | 101.56% | |||||||||||||||||
Long-term debt | £ 65,700,000 | $ 0 | 403,444,000 | |||||||||||||||
Revolving note payable at 5.25% | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Stated interest rate | 5.25% | 5.25% | ||||||||||||||||
Long-term debt | $ 0 | 73,262,000 | ||||||||||||||||
Revolving note payable at 5.25% | Rabobank | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 750,000,000 | |||||||||||||||||
Outstanding borrowings | $ 0 | |||||||||||||||||
Term note payable at 3.60% | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Stated interest rate | 3.60% | 3.60% | ||||||||||||||||
Long-term debt | $ 760,000,000 | 780,000,000 | ||||||||||||||||
Term note payable at 3.60% | Rabobank | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | 760,000,000 | |||||||||||||||||
Maximum borrowing capacity | $ 800,000,000 | |||||||||||||||||
2015 US Credit Facility | Rabobank | London Interbank Offered Rate (LIBOR) | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||
2015 US Credit Facility | Rabobank | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.25% | |||||||||||||||||
2015 US Credit Facility | Rabobank | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.75% | |||||||||||||||||
2015 US Credit Facility | Rabobank | Base Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.50% | |||||||||||||||||
2015 US Credit Facility | Rabobank | Base Rate | Minimum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.25% | |||||||||||||||||
2015 US Credit Facility | Rabobank | Base Rate | Maximum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||||||||
2015 US Credit Facility | Rabobank | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Available increase to aggregate revolving loan commitment | $ 1,000,000,000 | |||||||||||||||||
Quarterly principal payment required, percent of original principal amount | 1.25% | |||||||||||||||||
Current borrowing capacity | 705,100,000 | |||||||||||||||||
Letters of credit outstanding | 44,900,000 | |||||||||||||||||
Credit facility, capital expenditures limit | $ 500,000,000 | |||||||||||||||||
2015 US Credit Facility | Rabobank | Line of credit | U.S. and Puerto Rico Subsidiaries | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of equity interest guaranteed for debt | 100.00% | |||||||||||||||||
2015 US Credit Facility | Rabobank | Line of credit | Foreign Subsidiaries | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of equity interest guaranteed for debt | 65.00% | |||||||||||||||||
2015 US Credit Facility | Rabobank | Swingline Loans | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 75,000,000 | |||||||||||||||||
2015 US Credit Facility | Rabobank | Letter of Credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 125,000,000 | |||||||||||||||||
Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | 0 | 76,307,000 | ||||||||||||||||
Maximum borrowing capacity | $ 1,500,000,000 | 75,400,000 | ||||||||||||||||
Current borrowing capacity | 75,400,000 | |||||||||||||||||
Outstanding borrowings | $ 0 | |||||||||||||||||
Interest rate on short-term credit facility amounts outstanding | 8.81% | 8.81% | ||||||||||||||||
Mexico Credit Facility (defined below) with notes payable at TIIE Rate plus 0.95% | Line of credit | TIIE Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.95% | 0.95% | ||||||||||||||||
Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 39,624,000 | 0 | ||||||||||||||||
Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | Line of credit | London Interbank Offered Rate (LIBOR) | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.25% | 1.25% | ||||||||||||||||
Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | Line of credit | EURIBOR Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.00% | 2.00% | ||||||||||||||||
Moy Park Bank of Ireland Revolving Facility with notes payable at LIBOR or EURIBOR plus 1.25% to 2.00% | Governor and the Company of the Bank of Ireland | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 132,100,000 | £ 100,000,000 | ||||||||||||||||
Current borrowing capacity | 92,500,000 | |||||||||||||||||
Outstanding borrowings | $ 39,600,000 | |||||||||||||||||
Moy Park Multicurrency Revolving Facility with notes payable at LIBOR rate plus 2.5% | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 0 | 9,590,000 | ||||||||||||||||
Maximum borrowing capacity | £ | £ 20,000,000 | |||||||||||||||||
Moy Park Multicurrency Revolving Facility with notes payable at LIBOR rate plus 2.5% | Line of credit | London Interbank Offered Rate (LIBOR) | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.50% | |||||||||||||||||
Moy Park Receivables Finance Agreement | Line of credit | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | £ | £ 45,000,000 | |||||||||||||||||
Moy Park France Invoice Discounting Revolver with payables at EURIBOR plus 0.8% | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 0 | $ 1,815,000 | ||||||||||||||||
Maximum borrowing capacity | 11,700,000 | |||||||||||||||||
Current borrowing capacity | 11,700,000 | |||||||||||||||||
Outstanding borrowings | $ 0 | |||||||||||||||||
Moy Park France Invoice Discounting Revolver with payables at EURIBOR plus 0.8% | Line of credit | EURIBOR Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.80% | |||||||||||||||||
Moy Park France Invoice Discounting Revolver with payables at EURIBOR plus 0.8% | Receivables Finance Agreement | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | € | € 20,000,000 | € 10,000,000 | ||||||||||||||||
Line of credit facility limit decrease | € | € 10,000,000 | |||||||||||||||||
Moy Park France Invoice Discounting Revolver with payables at EURIBOR plus 0.8% | Receivables Finance Agreement | EURIBOR Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.80% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Income tax expense | $ 38,522,000 | $ 115,256,000 | $ 75,519,000 | $ 164,650,000 | |
Effective income tax rate | 25.10% | 32.20% | |||
Tax Cuts and Jobs Act of 2017, foreign unremitted earnings liability | $ 0 | ||||
Tax Cuts and Jobs Act of 2017, transition tax for accumulated foreign earnings liability | 0 | $ 0 | |||
Tax Cuts and Jobs Act of 2017, GILTI liability | $ 6,900,000 | 6,900,000 | |||
Tax Cuts and Jobs Act of 2017, income tax benefit | 700,000 | ||||
Other comprehensive income (loss), tax expense (benefit) | $ (200,000) | $ 1,500,000 |
REVENUE RECOGNITION (Disaggrega
REVENUE RECOGNITION (Disaggregated Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Net Sales | $ 2,836,713 | $ 2,752,286 | $ 5,583,391 | $ 5,231,626 |
U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 1,899,435 | 3,740,540 | ||
U.K. and Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 563,102 | 1,107,402 | ||
Mexico | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 374,176 | 735,449 | ||
Domestic | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 2,696,777 | 5,288,357 | ||
Domestic | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 1,844,662 | 3,610,602 | ||
Domestic | U.K. and Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 477,939 | 942,306 | ||
Domestic | Mexico | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 374,176 | 735,449 | ||
Export | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 139,936 | 295,034 | ||
Export | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 54,773 | 129,938 | ||
Export | U.K. and Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 85,163 | 165,096 | ||
Export | Mexico | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | $ 0 | $ 0 |
REVENUE RECOGNITION (Contract B
REVENUE RECOGNITION (Contract Balances) (Details) $ in Thousands | 6 Months Ended |
Jul. 01, 2018USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Balance, beginning of period | $ 36,607 |
Revenue recognized that was included in revenue contract liability at the beginning of the period | (19,201) |
Cash received, excluding amounts recognized as revenue during the period | 14,794 |
Balance, end of period | $ 32,200 |
PENSION AND OTHER POSTRETIREM72
PENSION AND OTHER POSTRETIREMENT BENEFITS (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Retirement plan expenses | $ 3,100,000 | $ 2,500,000 | $ 6,200,000 | $ 5,200,000 | |
Accumulated benefit obligation, defined benefit pension plans | 167,000,000 | $ 167,000,000 | $ 178,200,000 | ||
Weighted average duration of defined benefit obligation | 30 years 10 months 29 days | ||||
Actuarial loss expected to be recognized in net pension cost, remainder of 2018 | $ 600,000 | $ 600,000 | |||
Fixed income securities | Pooled separate accounts | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Target plan asset allocations | 50.00% | 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% | 30.00% | |||
Equity securities | Pooled separate accounts | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Target plan asset allocations | 50.00% | 50.00% | |||
Equity securities | Common collective trusts funds | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Target plan asset allocations | 70.00% | 70.00% | |||
Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Expected contributions, remainder of 2018 (less than for other postretirement plans) | $ 6,600,000 | $ 6,600,000 | |||
Maximum | Other Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||
Impact of 0.25% change in discount rate on projected benefit obligation | 1,000 | ||||
Expected contributions, remainder of 2018 (less than for other postretirement plans) | $ 100,000 | $ 100,000 |
PENSION AND OTHER POSTRETIREM73
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Defined Benefit Plan Obligations and Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 | Dec. 25, 2016 | |
Change in plan assets: | ||||||
Fair value of plan assets, beginning of period | $ 112,570 | |||||
Fair value of plan assets, end of period | $ 113,775 | 113,775 | ||||
Pension Benefits | ||||||
Change in projected benefit obligation: | ||||||
Projected benefit obligation, beginning of period | 178,247 | $ 167,159 | ||||
Interest cost | 1,365 | $ 1,393 | 2,731 | 2,786 | ||
Actuarial losses (gains) | (9,465) | 8,885 | ||||
Benefits paid | (4,473) | (4,430) | ||||
Projected benefit obligation, end of period | 167,040 | 174,400 | 167,040 | 174,400 | ||
Change in plan assets: | ||||||
Fair value of plan assets, beginning of period | 112,570 | 97,526 | ||||
Actual return on plan assets | 97 | 7,142 | ||||
Contributions by employer | 5,581 | 4,502 | ||||
Benefits paid | (4,473) | (4,430) | ||||
Fair value of plan assets, end of period | 113,775 | 104,740 | 113,775 | 104,740 | ||
Funded status: | ||||||
Unfunded benefit obligation, end of period | (53,265) | (53,265) | $ (65,677) | |||
Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: | ||||||
Current liability | (12,159) | (12,159) | (12,168) | |||
Long-term liability | (41,106) | (41,106) | (53,509) | |||
Recognized liability | (53,265) | (53,265) | (65,677) | |||
Amounts recognized in accumulated other comprehensive income (loss) at end of period: | ||||||
Net actuarial loss (gain) | 47,104 | 50,398 | 47,104 | 50,398 | 54,235 | $ 46,494 |
Other Benefits | ||||||
Change in projected benefit obligation: | ||||||
Projected benefit obligation, beginning of period | 1,603 | 1,648 | ||||
Interest cost | 11 | 12 | 23 | 25 | ||
Actuarial losses (gains) | (62) | 101 | ||||
Benefits paid | (74) | (74) | ||||
Projected benefit obligation, end of period | 1,490 | 1,700 | 1,490 | 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 | 74 | 74 | ||||
Benefits paid | (74) | (74) | ||||
Fair value of plan assets, end of period | 0 | 0 | 0 | 0 | ||
Funded status: | ||||||
Unfunded benefit obligation, end of period | (1,490) | (1,490) | (1,603) | |||
Amounts recognized in the Condensed Consolidated Balance Sheets at end of period: | ||||||
Current liability | (148) | (148) | (149) | |||
Long-term liability | (1,342) | (1,342) | (1,454) | |||
Recognized liability | (1,490) | (1,490) | (1,603) | |||
Amounts recognized in accumulated other comprehensive income (loss) at end of period: | ||||||
Net actuarial loss (gain) | $ (27) | $ 70 | $ (27) | $ 70 | $ 35 | $ (31) |
PENSION AND OTHER POSTRETIREM74
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Net Defined Benefit Pension and Other Postretirement Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Pension Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||||
Interest cost | $ 1,365 | $ 1,393 | $ 2,731 | $ 2,786 |
Estimated return on plan assets | (1,516) | (1,313) | (3,033) | (2,626) |
Amortization of net loss | 301 | 233 | 602 | 466 |
Net costs | 150 | 313 | 300 | 626 |
Other Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||||
Interest cost | 11 | 12 | 23 | 25 |
Estimated return on plan assets | 0 | 0 | 0 | 0 |
Amortization of net loss | 0 | 0 | 0 | 0 |
Net costs | $ 11 | $ 12 | $ 23 | $ 25 |
PENSION AND OTHER POSTRETIREM75
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Economic Assumptions and Impact of Change in Discount Rate on Benefit Obligation) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 | |
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 | $ (4,767) | ||
Decrease in Discount Rate of 0.25% - Impact on defined benefit obligation for pension benefits | $ 4,525 | ||
Pension Benefits | |||
Assumptions used to measure benefit obligation at end of period: | |||
Discount rate | 4.24% | 3.69% | |
Assumptions used to measure net pension and other postretirement cost: | |||
Discount rate | 3.69% | 4.31% | |
Expected return on plan assets | 5.50% | 5.50% | |
Other Benefits | |||
Assumptions used to measure benefit obligation at end of period: | |||
Discount rate | 4.02% | 3.39% | |
Assumptions used to measure net pension and other postretirement cost: | |||
Discount rate | 3.39% | 3.81% |
PENSION AND OTHER POSTRETIREM76
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Plan Asset Allocations) (Details) | Jul. 01, 2018 | Dec. 31, 2017 |
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% | 5.00% |
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 | 46.00% | 56.00% |
Fixed income securities | Pooled separate accounts | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 4.00% | 4.00% |
Fixed income securities | Common collective trusts funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 41.00% | 30.00% |
Real estate | Common collective trusts funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total assets | 4.00% | 0.00% |
PENSION AND OTHER POSTRETIREM77
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Fair Value Assumptions of Plan Assets) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 113,775 | $ 112,570 |
Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 831 | 6,128 |
Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 112,944 | 106,442 |
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 | 831 | 6,128 |
Cash and cash equivalents | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 831 | 6,128 |
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 | 3,025 | 3,483 |
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 | 3,025 | 3,483 |
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 | 20,443 | 22,695 |
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 | 20,443 | 22,695 |
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 | 386 | 420 |
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 | 386 | 420 |
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 | 8,013 | 20,592 |
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 | 8,013 | 20,592 |
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 | 1,717 | 1,665 |
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 | 1,717 | 1,665 |
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 | 24,393 | 19,923 |
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 | 24,393 | 19,923 |
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 | 4,904 | 4,799 |
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 | 4,904 | 4,799 |
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 | 44,889 | 32,865 |
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 | 44,889 | 32,865 |
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 |
Real estate | Common collective trusts funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 5,174 | 0 |
Real estate | Common collective trusts funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 0 | 0 |
Real estate | Common collective trusts funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 5,174 | 0 |
Real estate | 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 POSTRETIREM78
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Benefit Payments) (Details) $ in Thousands | Jul. 01, 2018USD ($) |
Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |
2,018 | $ 9,184 |
2,019 | 11,889 |
2,020 | 11,687 |
2,021 | 11,337 |
2,022 | 11,160 |
2023-2027 | 50,628 |
Total | 105,885 |
Other Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |
2,018 | 74 |
2,019 | 148 |
2,020 | 146 |
2,021 | 143 |
2,022 | 139 |
2023-2027 | 611 |
Total | $ 1,261 |
PENSION AND OTHER POSTRETIREM79
PENSION AND OTHER POSTRETIREMENT BENEFITS (Schedule of Unrecognized Benefit Amounts) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 01, 2018 | Jun. 25, 2017 | |
Pension Benefits | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Net actuarial loss (gain), beginning of period | $ 54,235 | $ 46,494 |
Amortization | (602) | (466) |
Actuarial loss (gain) | (9,465) | 8,885 |
Asset loss (gain) | 2,936 | (4,515) |
Net actuarial loss (gain), end of period | 47,104 | 50,398 |
Other Benefits | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Net actuarial loss (gain), beginning of period | 35 | (31) |
Amortization | 0 | 0 |
Actuarial loss (gain) | (62) | 101 |
Asset loss (gain) | 0 | 0 |
Net actuarial loss (gain), end of period | $ (27) | $ 70 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Changes in Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance, beginning of period | $ 1,855,661 | $ 2,086,132 | ||
Other comprehensive income (loss) before reclassifications | (32,685) | 65,010 | ||
Amounts reclassified from accumulated other comprehensive income (loss) to net income | 247 | 223 | ||
Impact of currency translation | (6) | 20 | ||
Total other comprehensive income (loss), net of tax | $ (90,053) | $ 49,977 | (32,444) | 65,253 |
Balance, end of period | 2,054,418 | 2,484,620 | 2,054,418 | 2,484,620 |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance, beginning of period | (31,140) | (329,858) | ||
Total other comprehensive income (loss), net of tax | (32,444) | 65,253 | ||
Balance, end of period | (63,584) | (264,605) | (63,584) | (264,605) |
Gains (Losses) Related to Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance, beginning of period | 42,081 | (265,714) | ||
Other comprehensive income (loss) before reclassifications | (38,507) | 67,096 | ||
Amounts reclassified from accumulated other comprehensive income (loss) to net income | 0 | 0 | ||
Impact of currency translation | 0 | 0 | ||
Total other comprehensive income (loss), net of tax | (38,507) | 67,096 | ||
Balance, end of period | 3,574 | (198,618) | 3,574 | (198,618) |
Unrealized Gains (Losses) on Derivative Financial Instruments Classified as Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance, beginning of period | (1,848) | 99 | ||
Other comprehensive income (loss) before reclassifications | (97) | 698 | ||
Amounts reclassified from accumulated other comprehensive income (loss) to net income | 472 | (67) | ||
Impact of currency translation | (6) | 20 | ||
Total other comprehensive income (loss), net of tax | 369 | 651 | ||
Balance, end of period | (1,479) | 750 | (1,479) | 750 |
Losses Related to Pension and Other Postretirement Benefits | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance, beginning of period | (71,434) | (64,243) | ||
Other comprehensive income (loss) before reclassifications | 4,987 | (2,784) | ||
Amounts reclassified from accumulated other comprehensive income (loss) to net income | 455 | 290 | ||
Impact of currency translation | 0 | 0 | ||
Total other comprehensive income (loss), net of tax | 5,442 | (2,494) | ||
Balance, end of period | (65,992) | (66,737) | (65,992) | (66,737) |
Unrealized Holding Gains on Available-for-Sale Securities | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance, beginning of period | 61 | 0 | ||
Other comprehensive income (loss) before reclassifications | 932 | 0 | ||
Amounts reclassified from accumulated other comprehensive income (loss) to net income | (680) | 0 | ||
Impact of currency translation | 0 | 0 | ||
Total other comprehensive income (loss), net of tax | 252 | 0 | ||
Balance, end of period | $ 313 | $ 0 | $ 313 | $ 0 |
STOCKHOLDERS' EQUITY (Schedul81
STOCKHOLDERS' EQUITY (Schedule of Reclassification from Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Cost of sales | $ 2,562,491 | $ 2,277,454 | $ 5,021,504 | $ 4,500,410 |
Interest income | (4,834) | (1,104) | (6,424) | (1,472) |
Amortization of defined benefit pension and other postretirement plan actuarial losses | $ 87,975 | $ 92,148 | 173,258 | 181,808 |
Total before tax | (174) | (399) | ||
Tax benefit | (73) | 176 | ||
Net income | (247) | (223) | ||
Amount Reclassified from Accumulated Other Comprehensive Loss | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Cost of sales | (472) | 67 | ||
Interest income | 899 | 0 | ||
Amount Reclassified from Accumulated Other Comprehensive Loss | Union Plan | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Cost of sales | (24) | (12) | ||
Amount Reclassified from Accumulated Other Comprehensive Loss | Legacy Gold Kist Plans | ||||
Amortization of defined benefit pension and other postretirement plan actuarial losses: | ||||
Cost of sales | (180) | (142) | ||
Amortization of defined benefit pension and other postretirement plan actuarial losses | $ (397) | $ (312) |
INCENTIVE COMPENSATION (Narrati
INCENTIVE COMPENSATION (Narrative) (Details) - USD ($) shares in Millions | 6 Months Ended | |
Jul. 01, 2018 | Jun. 25, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Fair value of awards vested | $ 0 | $ 9,200,000 |
Total unrecognized compensation cost related to all nonvested awards | $ 15,700,000 | |
Weighted average period unrecognized compensation cost is expected to be recognized | 1 year 6 months 26 days | |
STIP | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Accrued costs related to the STIP | $ 800,000 | |
Reserved shares of common stock for future issuance under the LTIP (in shares) | 4.4 | |
JFC LTIP | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Accrued costs related to the STIP | $ 2,200,000 | |
Moy Park Incentive Plan [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Accrued costs related to the STIP | $ 600,000 |
INCENTIVE COMPENSATION (Schedul
INCENTIVE COMPENSATION (Schedule of Awards) (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jul. 01, 2018USD ($)$ / sharesshares | |
RSU 1 | |
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) | $ / shares | $ 18.38 |
Awards Forfeited to Date (in shares) | 389,424 |
Percentage of awards forfeited | 100.00% |
RSU 2 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards Granted (in shares) | 410,000 |
Grant Date | Feb. 14, 2018 |
Grant Date Fair Value per Award (in dollars per share) | $ / shares | $ 25.59 |
Vesting Date | Jan. 1, 2019 |
Awards Forfeited to Date (in shares) | 0 |
RSU 3 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards Granted (in shares) | 161,215 |
Grant Date | Mar. 1, 2018 |
Grant Date Fair Value per Award (in dollars per share) | $ / shares | $ 24.93 |
Awards Forfeited to Date (in shares) | 5,097 |
Expected compensation cost | $ | $ 4 |
RSU 4 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards Granted (in shares) | 266,478 |
Grant Date | Mar. 1, 2018 |
Grant Date Fair Value per Award (in dollars per share) | $ / shares | $ 24.93 |
Awards Forfeited to Date (in shares) | 22,548 |
Expected compensation cost | $ | $ 6.6 |
RSU 5 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards Granted (in shares) | 11,144 |
Grant Date | May 10, 2018 |
Grant Date Fair Value per Award (in dollars per share) | $ / shares | $ 21.54 |
Awards Forfeited to Date (in shares) | 0 |
INCENTIVE COMPENSATION (Sched84
INCENTIVE COMPENSATION (Schedule of Compensation Cost and Income Tax Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation costs | $ 4,360 | $ 487 | $ 5,633 | $ 1,947 |
Income tax benefit | 1,061 | 184 | 1,371 | 601 |
Cost of sales | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation costs | 117 | 38 | 169 | 187 |
Selling, general and administrative expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation costs | $ 4,243 | $ 449 | $ 5,464 | $ 1,760 |
INCENTIVE COMPENSATION (Sched85
INCENTIVE COMPENSATION (Schedule of Restricted Share and Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSU) - $ / shares shares in Thousands | 6 Months Ended | |
Jul. 01, 2018 | Jun. 25, 2017 | |
Number | ||
Outstanding at beginning of period (in shares) | 389 | 906 |
Granted (in shares) | 849 | 462 |
Vested (in shares) | 0 | (486) |
Forfeited (in shares) | (417) | (251) |
Outstanding at end of period (in shares) | 821 | 631 |
Weighted Average Grant Date Fair Value | ||
Outstanding at beginning of period (in dollars per share) | $ 18.39 | $ 20 |
Granted (in dollars per share) | 25.20 | 18.72 |
Vested (in dollars per share) | 0 | 17.73 |
Forfeited (in dollars per share) | 18.82 | 25.36 |
Outstanding at end of period (in dollars per share) | $ 25.21 | $ 18.68 |
RESTRUCTURING-RELATED ACTIVIT86
RESTRUCTURING-RELATED ACTIVITIES (Narrative) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jul. 01, 2018 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||
Expected restructuring charges | $ 7,701 | |
GNP | ||
Restructuring Cost and Reserve [Line Items] | ||
Expected restructuring charges | 6,999 | $ 7,000 |
Expected future payments for restructuring | $ 5,400 | |
40 North Foods | ||
Restructuring Cost and Reserve [Line Items] | ||
Expected restructuring charges | 702 | |
Expected future payments for restructuring | $ 600 |
RESTRUCTURING-RELATED ACTIVIT87
RESTRUCTURING-RELATED ACTIVITIES (Estimated Cost) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | $ 7,701 | |
Employee termination benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 4,523 | |
Inventory adjustments | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 472 | |
Asset impairments | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 573 | |
Other | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 2,133 | |
GNP | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 6,999 | $ 7,000 |
GNP | Employee termination benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 4,074 | |
GNP | Inventory adjustments | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 472 | |
GNP | Asset impairments | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 470 | |
GNP | Other | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 1,983 | |
40 North Foods | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 702 | |
40 North Foods | Employee termination benefits | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 449 | |
40 North Foods | Inventory adjustments | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 0 | |
40 North Foods | Asset impairments | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | 103 | |
40 North Foods | Other | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Estimated Amount Expected to be Incurred | $ 150 |
RESTRUCTURING-RELATED ACTIVIT88
RESTRUCTURING-RELATED ACTIVITIES (Costs Incurred and Cash Outlays) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | $ 1,135 | $ 4,349 | $ 1,924 | $ 4,349 |
Cash Outlays | 943 | 1,644 | ||
GNP | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 433 | 1,222 | ||
Cash Outlays | 529 | 1,230 | ||
GNP | Employee termination benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 433 | 979 | ||
Cash Outlays | 524 | 1,165 | ||
GNP | Inventory adjustments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 0 | (227) | ||
Cash Outlays | 0 | 0 | ||
GNP | Asset impairments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 0 | 470 | ||
Cash Outlays | 0 | 0 | ||
GNP | Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 0 | 0 | ||
Cash Outlays | 5 | 65 | ||
40 North Foods | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 702 | 702 | ||
Cash Outlays | 414 | 414 | ||
40 North Foods | Employee termination benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 449 | 449 | ||
Cash Outlays | 405 | 405 | ||
40 North Foods | Inventory adjustments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 103 | 103 | ||
Cash Outlays | 0 | 0 | ||
40 North Foods | Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expenses | 150 | 150 | ||
Cash Outlays | $ 9 | $ 9 |
RESTRUCTURING-RELATED ACTIVIT89
RESTRUCTURING-RELATED ACTIVITIES (Restructuring Reserve) (Details) $ in Thousands | 6 Months Ended |
Jul. 01, 2018USD ($) | |
GNP | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | $ 2,251 |
Restructuring charges | 752 |
Payments and disposals | (1,702) |
Ending liability or reserve | 1,301 |
GNP | Employee termination benefits | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | 800 |
Restructuring charges | 979 |
Payments and disposals | (1,165) |
Ending liability or reserve | 614 |
GNP | Inventory adjustments | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | 699 |
Restructuring charges | (227) |
Payments and disposals | (472) |
Ending liability or reserve | 0 |
GNP | Other | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | 752 |
Restructuring charges | 0 |
Payments and disposals | (65) |
Ending liability or reserve | 687 |
40 North Foods | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | 0 |
Restructuring charges | 599 |
Payments and disposals | (414) |
Ending liability or reserve | 185 |
40 North Foods | Employee termination benefits | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | 0 |
Restructuring charges | 449 |
Payments and disposals | (405) |
Ending liability or reserve | 44 |
40 North Foods | Other | |
Restructuring Reserve [Roll Forward] | |
Beginning liability or reserve | 0 |
Restructuring charges | 150 |
Payments and disposals | (9) |
Ending liability or reserve | $ 141 |
PUERTO RICO HURRICANE IMPACT (D
PUERTO RICO HURRICANE IMPACT (Details) - Hurricane bird in Millions, $ in Millions | Sep. 20, 2017bird | Jul. 01, 2018USD ($) | Jul. 01, 2018USD ($) |
Unusual or Infrequent Item, or Both [Line Items] | |||
Number of birds lost | bird | 2.1 | ||
Insurance proceeds | $ 11.5 | ||
Property and Casualty | |||
Unusual or Infrequent Item, or Both [Line Items] | |||
Estimated damages | $ 5.2 | ||
Business Interruption | |||
Unusual or Infrequent Item, or Both [Line Items] | |||
Estimated damages | $ 14.8 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) R$ in Millions, $ in Millions | Nov. 14, 2017BRL (R$) | Jun. 05, 2017BRL (R$) | May 03, 2017BRL (R$) | Jan. 27, 2017producer | Oct. 13, 2016producer | Jul. 31, 2018claim | Feb. 28, 2018USD ($) |
Loss Contingencies [Line Items] | |||||||
Number of other producers named in lawsuits | producer | 4 | 13 | |||||
Subsequent event | |||||||
Loss Contingencies [Line Items] | |||||||
Pending claims | claim | 8 | ||||||
J&F Investigation | |||||||
Loss Contingencies [Line Items] | |||||||
Fines to be paid | R$ 225.0 | ||||||
Leniency Agreement | |||||||
Loss Contingencies [Line Items] | |||||||
Fines to be paid | R$ 10300.0 | ||||||
Litigation settlement payment period | 25 years | ||||||
Payments for legal settlements | R$ 50.0 | ||||||
Mexican Tax Authority | Tax Year 2009 | Foreign Tax Authority | |||||||
Loss Contingencies [Line Items] | |||||||
Estimate of possible loss | $ | $ 24.3 | ||||||
Mexican Tax Authority | Tax Year 2010 | Foreign Tax Authority | |||||||
Loss Contingencies [Line Items] | |||||||
Estimate of possible loss | $ | $ 16.1 |
RELATED PARTY TRANSACTIONS (Sch
RELATED PARTY TRANSACTIONS (Schedule of Related Party Transactions) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||||
Sales to related party | $ 4,479 | $ 14,227 | $ 13,164 | $ 26,035 | |
Cost of goods purchased from related parties | 47,966 | 28,053 | 80,898 | 58,703 | |
Expenditures paid by related party on behalf of Pilgrim's Pride Corporation | 28,766 | 9,331 | 39,265 | 22,139 | |
Expenditures paid on behalf of related parties | 2,800 | 1,712 | 5,108 | 2,577 | |
Accounts receivable from related parties | 1,179 | 1,179 | $ 2,951 | ||
Accounts payable to related parties | 26,941 | 26,941 | 2,889 | ||
JBS USA Food Company | |||||
Related Party Transaction [Line Items] | |||||
Sales to related party | 4,479 | 4,833 | 6,008 | 9,396 | |
Cost of goods purchased from related parties | 34,003 | 24,994 | 61,827 | 52,283 | |
Expenditures paid by related party on behalf of Pilgrim's Pride Corporation | 28,763 | 7,349 | 39,262 | 18,298 | |
Expenditures paid on behalf of related parties | 2,625 | 1,623 | 4,913 | 2,488 | |
Accounts receivable from related parties | 1,130 | 1,130 | 2,826 | ||
Accounts payable to related parties | 23,379 | 23,379 | 440 | ||
Inventory in transit | 600 | 600 | |||
JBS Five Rivers CAttle Feeding, LLC | |||||
Related Party Transaction [Line Items] | |||||
Sales to related party | 0 | 9,394 | 7,096 | 16,516 | |
JBS Chile Ltda | |||||
Related Party Transaction [Line Items] | |||||
Sales to related party | 0 | 0 | 60 | 0 | |
Expenditures paid by related party on behalf of Pilgrim's Pride Corporation | 3 | 0 | 3 | 0 | |
Accounts receivable from related parties | 37 | 37 | 108 | ||
J&F Investimentos | |||||
Related Party Transaction [Line Items] | |||||
Sales to related party | 0 | 0 | 0 | 104 | |
JBS Global (UK) Ltd. | |||||
Related Party Transaction [Line Items] | |||||
Sales to related party | 0 | 0 | 0 | 19 | |
Cost of goods purchased from related parties | 21 | 0 | 21 | 0 | |
Accounts payable to related parties | 20 | 20 | 0 | ||
JBS Seara Meats B.V. | |||||
Related Party Transaction [Line Items] | |||||
Cost of goods purchased from related parties | 13,437 | 3,014 | 17,677 | 6,375 | |
Expenditures paid on behalf of related parties | 0 | 4 | 0 | 4 | |
Accounts receivable from related parties | 0 | 0 | 2 | ||
Accounts payable to related parties | 3,483 | 3,483 | 2,410 | ||
JBS Aves Ltda. | |||||
Related Party Transaction [Line Items] | |||||
Cost of goods purchased from related parties | 380 | 0 | 1,083 | 0 | |
JBS Toledo NV | |||||
Related Party Transaction [Line Items] | |||||
Cost of goods purchased from related parties | 125 | 45 | 290 | 45 | |
Accounts payable to related parties | 59 | 59 | 39 | ||
JBS SA | |||||
Related Party Transaction [Line Items] | |||||
Expenditures paid by related party on behalf of Pilgrim's Pride Corporation | 0 | 1,918 | 0 | 3,777 | |
Expenditures paid on behalf of related parties | 164 | 5 | 164 | 5 | |
Seara Alimentos | |||||
Related Party Transaction [Line Items] | |||||
Expenditures paid by related party on behalf of Pilgrim's Pride Corporation | 0 | 64 | 0 | 64 | |
Seara International Ltd. | |||||
Related Party Transaction [Line Items] | |||||
Expenditures paid on behalf of related parties | 11 | $ 80 | 31 | $ 80 | |
Accounts receivable from related parties | $ 12 | $ 12 | $ 15 |
SEGMENT REPORTING (Narrative) (
SEGMENT REPORTING (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018USD ($) | Jun. 25, 2017USD ($) | Jul. 01, 2018USD ($)segment | Jun. 25, 2017USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
Net sales | $ 2,836,713 | $ 2,752,286 | $ 5,583,391 | $ 5,231,626 |
Intersegment Net Sales Transactions Between U.S. And Mexico | Elimination | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 45,600 | $ 25,300 | $ 72,100 | $ 45,800 |
SEGMENT REPORTING (Schedule of
SEGMENT REPORTING (Schedule of Segment Reporting Information, by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jun. 25, 2017 | Jul. 01, 2018 | Jun. 25, 2017 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 2,836,713 | $ 2,752,286 | $ 5,583,391 | $ 5,231,626 |
Operating income | 185,112 | 378,335 | 386,705 | 545,059 |
Interest expense, net of capitalized interest | 40,267 | 22,567 | 90,567 | 41,679 |
Interest income | (4,834) | (1,104) | (6,424) | (1,472) |
Foreign currency transaction losses (gains) | 5,630 | (2,303) | 3,909 | (1,612) |
Miscellaneous, net | (817) | (1,272) | (2,434) | (4,115) |
Income before income taxes | 144,866 | 360,447 | 301,087 | 510,579 |
U.S. | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,899,435 | 1,882,142 | 3,740,540 | 3,618,547 |
U.K. and Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 563,102 | 500,681 | 1,107,402 | 959,530 |
Mexico | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 374,176 | 369,463 | 735,449 | 653,549 |
Segments | U.S. | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 99,469 | 277,602 | 226,755 | 411,159 |
Segments | U.K. and Europe | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 23,662 | 18,932 | 45,075 | 33,305 |
Segments | Mexico | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 61,997 | 81,778 | 114,867 | 100,549 |
Elimination | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | $ (16) | $ 23 | $ 8 | $ 46 |
SEGMENT REPORTING (Schedule o95
SEGMENT REPORTING (Schedule of Segment Reporting, Goodwill and Assets) (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | ||
Goodwill | $ 982,560 | $ 1,001,889 |
Assets | 6,302,569 | 6,248,652 |
Elimination | ||
Segment Reporting Information [Line Items] | ||
Assets | (1,561,403) | (1,357,672) |
Elimination | U.S. Segment's Investment In The Mexico Segment | ||
Segment Reporting Information [Line Items] | ||
Assets | 191,700 | 191,700 |
Elimination | Receivables Between U.S. And Mexico Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | 111,000 | 111,100 |
Elimination | U.S. Segment's Investment In The U.K. And Europe Segment | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,300,000 | 1,100,000 |
U.S. | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 41,936 | 41,936 |
U.S. | Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | 4,850,511 | 4,444,918 |
U.K. and Europe | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 815,017 | 834,346 |
U.K. and Europe | Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | 2,049,592 | 2,226,895 |
Mexico | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 125,607 | 125,607 |
Mexico | Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 963,869 | $ 934,511 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Line of credit - Subsequent event | Jul. 20, 2018USD ($) |
New Credit Agreement Revolver | |
Subsequent Event [Line Items] | |
Maximum borrowing capacity | $ 750,000,000 |
New Credit Agreement Term Loan | |
Subsequent Event [Line Items] | |
Maximum borrowing capacity | 500,000,000 |
New Credit Agreement | |
Subsequent Event [Line Items] | |
Available increase to aggregate revolving loan commitment | 1,250,000,000 |
Maximum capital expenditures, debt covenant | $ 500,000,000 |