Document and Entity Information
Document and Entity Information - shares | 4 Months Ended | |
Apr. 21, 2018 | May 25, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 21, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SPTN | |
Entity Registrant Name | SPARTANNASH COMPANY | |
Entity Central Index Key | 877,422 | |
Current Fiscal Year End Date | --12-29 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 35,921,757 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Current assets | ||
Cash and cash equivalents | $ 17,167 | $ 15,667 |
Accounts and notes receivable, net | 330,254 | 344,057 |
Inventories, net | 577,508 | 597,162 |
Prepaid expenses and other current assets | 47,144 | 47,400 |
Property and equipment held for sale | 13,093 | |
Total current assets | 985,166 | 1,004,286 |
Property and equipment, net | 582,434 | 600,240 |
Goodwill | 178,648 | 178,648 |
Intangible assets, net | 132,565 | 134,430 |
Other assets, net | 138,124 | 138,193 |
Total assets | 2,016,937 | 2,055,797 |
Current liabilities | ||
Accounts payable | 356,534 | 376,977 |
Accrued payroll and benefits | 57,317 | 65,156 |
Other accrued expenses | 43,034 | 43,252 |
Current maturities of long-term debt and capital lease obligations | 7,628 | 9,196 |
Total current liabilities | 464,513 | 494,581 |
Long-term liabilities | ||
Deferred income taxes | 49,372 | 42,050 |
Postretirement benefits | 15,944 | 15,687 |
Other long-term liabilities | 41,697 | 40,774 |
Long-term debt and capital lease obligations | 733,367 | 740,755 |
Total long-term liabilities | 840,380 | 839,266 |
Commitments and contingencies (Note 7) | ||
Shareholders’ equity | ||
Common stock, voting, no par value; 100,000 shares authorized; 35,923 and 36,466 shares outstanding | 481,286 | 497,093 |
Preferred stock, no par value, 10,000 shares authorized; no shares outstanding | ||
Accumulated other comprehensive loss | (15,052) | (15,136) |
Retained earnings | 245,810 | 239,993 |
Total shareholders’ equity | 712,044 | 721,950 |
Total liabilities and shareholders’ equity | $ 2,016,937 | $ 2,055,797 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Apr. 21, 2018 | Dec. 30, 2017 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares outstanding | 35,923,000 | 36,466,000 |
Preferred stock, par value | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Income Statement [Abstract] | ||
Net sales | $ 2,385,073 | $ 2,353,702 |
Cost of sales | 2,041,859 | 1,996,326 |
Gross profit | 343,214 | 357,376 |
Operating expenses | ||
Selling, general and administrative | 309,058 | 322,779 |
Merger/acquisition and integration | 2,206 | 4,017 |
Restructuring charges and asset impairment | 6,202 | 1,021 |
Total operating expenses | 317,466 | 327,817 |
Operating earnings | 25,748 | 29,559 |
Other expenses and (income) | ||
Interest expense | 8,778 | 7,315 |
Other, net | (225) | (190) |
Total other expenses, net | 8,553 | 7,125 |
Earnings before income taxes and discontinued operations | 17,195 | 22,434 |
Income taxes | 4,760 | 7,369 |
Earnings from continuing operations | 12,435 | 15,065 |
Loss from discontinued operations, net of taxes | (92) | (40) |
Net earnings | $ 12,343 | $ 15,025 |
Basic earnings per share: | ||
Earnings from continuing operations | $ 0.34 | $ 0.40 |
Net earnings | 0.34 | 0.40 |
Diluted earnings per share: | ||
Earnings from continuing operations | 0.34 | 0.40 |
Net earnings | $ 0.34 | $ 0.40 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net earnings | $ 12,343 | $ 15,025 |
Other comprehensive income, before tax | ||
Pension and postretirement liability adjustment | 111 | 41 |
Total other comprehensive income, before tax | 111 | 41 |
Income tax expense related to items of other comprehensive income | (27) | (16) |
Total other comprehensive income, after tax | 84 | 25 |
Comprehensive income | $ 12,427 | $ 15,050 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) - 4 months ended Apr. 21, 2018 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] |
Balance, value at Dec. 30, 2017 | $ 721,950 | $ 497,093 | $ (15,136) | $ 239,993 |
Balance, shares at Dec. 30, 2017 | 36,466 | 36,466 | ||
Net earnings | $ 12,343 | 12,343 | ||
Other comprehensive income | 84 | 84 | ||
Dividends - $0.18 per share | (6,526) | (6,526) | ||
Share repurchase, value | (20,000) | $ (20,000) | ||
Share repurchase, shares | (952) | |||
Stock-based employee compensation | 5,290 | $ 5,290 | ||
Issuances of common stock for stock bonus plan, value | 470 | $ 470 | ||
Issuances of common stock for stock bonus plan, shares | 24 | |||
Issuances of restricted stock, shares | 472 | |||
Cancellations of stock-based awards, value | (1,567) | $ (1,567) | ||
Cancellations of stock-based awards, shares | (87) | |||
Balance, value at Apr. 21, 2018 | $ 712,044 | $ 481,286 | $ (15,052) | $ 245,810 |
Balance, shares at Apr. 21, 2018 | 35,923 | 35,923 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) (Parenthetical) | 4 Months Ended |
Apr. 21, 2018$ / shares | |
Statement Of Stockholders Equity [Abstract] | |
Dividends per share | $ 0.18 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Cash flows from operating activities | ||
Net earnings | $ 12,343 | $ 15,025 |
Loss from discontinued operations, net of tax | 92 | 40 |
Earnings from continuing operations | 12,435 | 15,065 |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||
Non-cash restructuring, asset impairment and other charges | 6,104 | 916 |
Depreciation and amortization | 25,569 | 25,850 |
LIFO expense | 1,540 | 1,590 |
Postretirement benefits (income) expense | (303) | 465 |
Deferred taxes on income | 7,322 | 9,719 |
Stock-based compensation expense | 5,290 | 6,352 |
Other, net | (49) | (6) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 14,703 | (18,879) |
Inventories | 17,950 | 3,713 |
Prepaid expenses and other assets | 1,063 | (1,108) |
Accounts payable | (18,606) | (26,159) |
Accrued payroll and benefits | (7,326) | (19,527) |
Postretirement benefit payments | (88) | (90) |
Other accrued expenses and other liabilities | (5,223) | (8,192) |
Net cash provided by (used in) operating activities | 60,381 | (10,291) |
Cash flows from investing activities | ||
Purchases of property and equipment | (21,041) | (19,476) |
Net proceeds from the sale of assets | 150 | 557 |
Acquisitions, net of cash acquired | (214,595) | |
Loans to customers | (698) | |
Payments from customers on loans | 662 | 754 |
Other | (6) | (133) |
Net cash used in investing activities | (20,933) | (232,893) |
Cash flows from financing activities | ||
Proceeds from senior secured credit facility | 259,321 | 652,573 |
Payments on senior secured credit facility | (266,753) | (406,140) |
Share repurchase | (20,000) | |
Net payments related to stock-based award activities | (1,567) | (2,607) |
Repayment of other long-term debt | (2,331) | (2,265) |
Financing fees paid | (7) | (216) |
Proceeds from exercise of stock options | 3,207 | |
Dividends paid | (6,526) | (6,255) |
Net cash (used in) provided by financing activities | (37,863) | 238,297 |
Cash flows from discontinued operations | ||
Net cash (used in) provided by operating activities | (85) | 52 |
Net cash (used in) provided by discontinued operations | (85) | 52 |
Net increase (decrease) in cash and cash equivalents | 1,500 | (4,835) |
Cash and cash equivalents at beginning of period | 15,667 | 24,351 |
Cash and cash equivalents at end of period | $ 17,167 | $ 19,516 |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Basis of Presentation | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Basis of Presentation | Note 1 – Summary of Significant Accounting Policies and Basis of Presentation The accompanying unaudited condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of SpartanNash Company and its subsidiaries (“SpartanNash” or “the Company”). Intercompany accounts and transactions have been eliminated. For further information, refer to the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 30, 2017. In the opinion of management, the accompanying condensed consolidated financial statements, taken as a whole, contain all adjustments, including normal recurring items, necessary to present fairly the financial position of SpartanNash as of April 21, 2018, and the results of its operations and cash flows for the interim periods presented. Interim results are not necessarily indicative of results for a full year. The unaudited information in the condensed consolidated financial statements for the first quarters of 2018 and 2017 include the results of operations of the Company for the 16 week periods ended April 21, 2018 and April 22, 2017, respectively. |
Adoption of New Accounting Stan
Adoption of New Accounting Standards and Recently Issued Accounting Standards | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Changes And Error Corrections [Abstract] | |
Adoption of New Accounting Standards and Recently Issued Accounting Standards | Note 2 – Adoption of New Accounting Standards and Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers – Topic 606” (“ASC 606”). The new guidance affects any reporting organization that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. As of the beginning of 2018, the Company adopted ASC 606 and all subsequent ASUs that modified ASC 606. Refer to Note 3, Revenue Recognition, for additional information about adoption of this guidance and additional disclosures required under the standard. From a principal versus agent perspective, the Company determined that certain contracts in the Food Distribution segment that were historically reported on a gross basis are now required to be reported on a net basis, resulting in a corresponding decreases to both net sales and cost of sales of $42.6 million in the first quarter of 2018 from what would have been recognized under previous guidance. The implementation of the guidance had no impact on gross profit, net earnings, the balance sheet, cash flows, equity, or the timing of revenue recognition in current or prior periods. The adoption of the guidance using the full retrospective method resulted in decreases to fiscal 2017 net sales and cost of sales previously reported as shown in the following table: Full Year 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter (In thousands) (52 Weeks) (12 Weeks) (12 Weeks) (12 Weeks) (16 Weeks) 2017 $ 164,283 $ 38,725 $ 38,246 $ 38,510 $ 48,802 In March 2017, the FASB issued ASU 2017-07, “Compensation – Retirement Benefits.” ASU 2017-07 requires that the service cost component of pension and postretirement benefit costs be presented in the same line item as other current employee compensation costs and other components of those benefit costs be presented separately from the service cost component and outside a subtotal of income from operations, if presented. The ASU also requires that only the service cost component of pension and postretirement benefit costs is eligible for capitalization. The Company adopted this guidance as of the beginning of 2018. In January 2017, the FASB issued ASU 2017-01, “Business Combinations – Clarifying the Definition of a Business.” ASU 2017-01 narrows the definition of a business and provides a screen to determine when a set of the three elements of a business – inputs, processes, and outputs – are not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. If the screen is not met, the amendments (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace missing elements. The amendments provide a framework to assist entities in evaluating whether both an input and a substantive process are present. This guidance was effective as of the beginning of 2018. As no business combinations have occurred since the effective date, there has been no impact on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 provides guidance for lease accounting and stipulates that lessees will need to recognize a right-of-use asset and a lease liability for substantially all leases (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease rent payments. Treatment in the consolidated statements of operations will be similar to the current treatment of operating and capital leases. The new guidance is effective on a modified retrospective basis for the Company in the first quarter of its fiscal year ending December 28, 2019. The Company has established a transition process which includes understanding the current leasing activities, identifying changes resulting from the new standard, designing tools to account for the change, and updating accounting policies, processes and controls over financial reporting. The adoption of this ASU will result in a significant increase to the Company’s consolidated balance sheets for lease liabilities and right-of-use assets. Other effects of the adoption of this ASU are currently being evaluated by the Company. |
Revenue
Revenue | 4 Months Ended |
Apr. 21, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | N ote 3 – Revenue Revenue Recognition Accounting Policy The Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised goods and services to a customer, in an amount that reflects the consideration that it expects to receive in exchange for those goods or services. This is achieved through applying the following five-step model: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The Company generates substantially all of its revenue from contracts with customers, whether formal or implied. Sales taxes collected from customers are remitted to the appropriate taxing jurisdictions and are excluded from sales revenue as the Company considers itself a pass-through conduit for collecting and remitting sales taxes, with the exception of taxes assessed during the procurement process of select inventories. Greater than 99% of the Company’s revenues are recognized at a point in time. Revenues from product sales are recognized when control of the goods is transferred to the customer, which occurs at a point in time, typically upon delivery or shipment to the customer, depending on shipping terms, or upon customer check-out in a corporate owned retail store. Freight revenues are also recognized upon delivery, at a point in time. Other revenues, including revenues from value-added services, are recognized as earned, over a period of time. All of the Company’s revenues are domestic, as the Company has no performance obligations on international shipments subsequent to delivery to the domestic port. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. The Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis) with respect to each contract with customers. The Company determined that certain contracts in the Food Distribution segment that were historically reported on a gross basis are now required to be reported on a net basis, resulting in a corresponding decreases to both net sales and cost of sales. Based upon the nature of the products the Company sells, its customers have limited rights of return which are immaterial. Discounts provided by the Company to customers at the time of sale are recognized as a reduction in sales as the products are sold. Certain contracts include rebates and other forms of variable consideration, including up-front rebates, rebates in arrears, rebatable incentives, flex funds, and product incentives, which may have tiered structures based on purchase volumes and which are accounted for as variable consideration. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. The Company believes that there will not be significant changes to its estimates of variable consideration, and has not constrained any consideration in any period presented. Disaggregation of Revenue The following table provides information about disaggregated revenue by timing of revenue recognition, type of products and services and type of customer for each of the Company’s reportable segments: 16 Weeks Ended April 21, 2018 (In thousands) Food Distribution Military Retail Total Type of products: Center store (a) $ 360,143 $ 322,358 $ 221,292 $ 903,793 Fresh (b) 431,598 179,049 205,585 816,232 Non-food (c) 339,196 160,348 99,612 599,156 Fuel — — 39,463 39,463 Other 24,274 1,865 290 26,429 Total $ 1,155,211 $ 663,620 $ 566,242 $ 2,385,073 Type of customers: Individuals $ — $ — $ 565,952 $ 565,952 Manufacturers, brokers and distributors 61,624 645,677 — 707,301 Retailers 1,074,831 16,078 — 1,090,909 Other 18,756 1,865 290 20,911 Total $ 1,155,211 $ 663,620 $ 566,242 $ 2,385,073 16 Weeks Ended April 22, 2017 (In thousands) Food Distribution Military Retail Total Type of products: Center store (a) $ 352,190 $ 313,677 $ 236,745 $ 902,612 Fresh (b) 432,529 173,538 220,742 826,809 Non-food (c) 304,546 154,540 102,582 561,668 Fuel — — 35,822 35,822 Other 24,883 1,558 350 26,791 Total $ 1,114,148 $ 643,313 $ 596,241 $ 2,353,702 Type of customers: Individuals $ — $ — $ 595,891 $ 595,891 Manufacturers, brokers and distributors 66,585 641,755 — 708,340 Retailers 1,028,468 — — 1,028,468 Other 19,095 1,558 350 21,003 Total $ 1,114,148 $ 643,313 $ 596,241 $ 2,353,702 (a) Center store includes dry grocery, frozen and beverages. (b) Fresh includes produce, meat, dairy, deli, bakery, prepared proteins, seafood and floral. (c) Non-food includes general merchandise, health and beauty care, tobacco products and pharmacy. Sources of Revenue The Company’s main sources of revenue include the following: Customer Supply Agreements (CSAs) – The Company enters into CSAs (also known as Retail Sales and Service Agreements) with many of its independent and national retailer customers. These contracts obligate the Company to supply grocery and related products upon receipt of a purchase order from its customers. The contracts often specify minimum purchases a customer is required to make - in dollars or as a percentage of their total purchases - in order to earn certain rebates or incentives. In some cases, customers are required to repay certain advanced or loaned funds if they fail to meet purchase minimums or otherwise exit the supply agreement. Many of these contracts include various performance obligations other than providing grocery products, such as providing store resets, shelf tags, signage, or merchandising services. The Company has determined that these obligations are not material in the overall context of the contracts, and as such has not allocated transaction price to these obligations. Revenue is recognized under these contracts when control of the product passes to the customer, which may happen before or after delivery depending upon specified shipping terms. Contracts with Manufacturers and Brokers to supply the Defense Commissary Agency (“DeCA”) and Other Government Agencies – DeCA operates a chain of 237 commissaries on U.S. military installations. DeCA contracts with manufacturers to obtain grocery products for the commissary system. Manufacturers either deliver the products to the commissaries themselves or, more commonly, contract with distributors such as SpartanNash to provide products to the commissaries. Manufacturers must authorize the distributors as their official representatives to DeCA, and the distributors must adhere to DeCA’s frequent delivery system (“FDS”) procedures governing matters such as product identification, ordering and processing, information exchange and resolution of discrepancies. The Company obtains distribution contracts with manufacturers through competitive bidding processes and direct negotiations. As commissaries need to be restocked, DeCA identifies the manufacturer with which an order is to be placed, determines which distributor is the manufacturer’s official representative for a particular commissary or exchange location, and then places a product order with that distributor under the auspices of DeCA’s master contract with the applicable manufacturer. The distributor selects that product from its existing inventory, delivers it to the commissary or port (in the case of overseas shipments) designated by DeCA, and bills the manufacturer for the product price plus a drayage fee that is typically based on a percentage of the purchase price, but may in some cases be based on a dollar amount per case or pound of product sold. The manufacturer then bills DeCA under the terms of its master contract. As control of the product passes to the customer upon delivery, revenue is recognized by SpartanNash at this point in time. Revenue is recognized for the full amount paid by the vendor (for product and drayage) as the Company is a principal in the transaction and therefore should recognize revenue on a gross basis for these contracts. The FASB’s definition of a principal in the transaction is centered on controlling goods before they are transferred to the customer. Key considerations supporting that SpartanNash controls the goods for these contracts prior to transfer to the customer include the following: the Company has the ability to obtain substantially all of the remaining benefits from the assets by selling the goods and/or by pledging the related assets as collateral for borrowings, the Company is required to bear the risk of inventory loss prior to transfer to the customer, has shared responsibilities in the fulfillment and acceptability of the goods, and to a lesser extent, has some discretion in establishing the price for the goods. Based on a thorough evaluation of all of the facts and circumstances, including a detailed assessment and interpretation of the revenue standard, the Company concluded that it is a principal in the transaction and should recognize revenue on a gross basis for these contracts. Retail Sales – The corporate owned retail stores recognize revenue at the time the customer takes possession of the goods. While there are no formal contracts related to these sales, they are within the scope of ASC 606. Customer returns are not material. The Company does not recognize a sale when it awards customer loyalty points or sells gift cards and gift certificates; rather, a sale is recognized when the customer loyalty points, gift card or gift certificate are redeemed to purchase product. There were no significant changes to revenue recognition in the Retail segment under ASC 606 related to the accounting for gift card breakage and loyalty rewards, which are immaterial to the consolidated financial statements. Contract Assets and Liabilities Under its contracts with customers, the Company stands ready to deliver product upon receipt of a purchase order. Accordingly, the Company has no performance obligations under its contracts until its customers submit a purchase order. The Company does not receive pre-payment from its customers, or enter into commitments to provide goods or services that have terms greater than one year. As the performance obligation is part of a contract that has an original expected duration of less than one year, the Company has applied the practical expedient under ASC 606 to omit disclosures regarding remaining performance obligations. For the first quarters of 2018 and 2017, revenue recognized from performance obligations related to prior periods (for example, due to changes in estimated rebates and incentives impacting the transaction price), was not material. In the ordinary course of business, the Company may advance funds to certain independent retailers which are earned by the retailers primarily through achieving specified purchase volume requirements, as outlined in their supply agreements with the Company, or in limited instances, for remaining a SpartanNash customer for a specified time period. These advances must be repaid if the purchase volume requirements are not met or if the retailer no longer remains a customer for the specified time period. For volume based arrangements, the Company estimates the amount of the advanced funds earned by the retailers based on the expected volume of purchases by the retailer, and amortizes the advances as a reduction of the transaction price and revenue earned. These advances are not considered contract assets under ASC 606 as they are not generated through the transfer of goods or services to the retailers. These advances are included in Other assets, net on the Company’s balance sheets. When the Company transfers goods or services to a customer, payment is due - subject to normal terms - and is not conditional on anything other than the passage of time. Typical payment terms range from due upon receipt to 30 days, depending on the type of customer and relationship. At contract inception, the Company expects that the period of time between the transfer of goods to the customer and when the customer pays for those goods will be less than one year, which is consistent with the Company’s standard payment terms. Accordingly, the Company has elected the practical expedient under ASC 606 to not adjust for the effects of a significant financing component. As such, these amounts are recorded as receivables and not contract assets. The Company had no contract assets for any period presented. The following table presents the Company’s accounts and notes receivable: April 21, December 30, (In thousands) 2018 2017 Customer notes receivable $ 2,686 $ 2,555 Customer accounts receivable 304,194 312,214 Other receivables 25,509 31,169 Allowance for doubtful accounts (2,135 ) (1,881 ) Net current accounts and notes receivable $ 330,254 $ 344,057 Long-term notes receivable 17,609 18,322 Allowance for doubtful accounts (120 ) (120 ) Net long-term notes receivable $ 17,489 $ 18,202 The Company does not typically incur incremental costs of obtaining a contract that are contingent upon successful contract execution and would therefore be capitalized. The Company expenses incremental costs of obtaining a contract as and when incurred if the expected amortization period of the asset that the Company would have recognized is one year or less. |
Acquisitions
Acquisitions | 4 Months Ended |
Apr. 21, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Note 4 – Acquisitions On January 6, 2017, the Company acquired certain assets and assumed certain liabilities of Caito Foods Service (“Caito”) and Blue Ribbon Transport (“BRT”) for $214.6 million in cash, net of $2.5 million of cash acquired. Acquired assets consist primarily of property and equipment of $76.7 million, intangible assets of $72.9 million, and working capital. Intangible assets are primarily composed of customer relationships, which are amortized over fifteen years, and indefinite lived trade names. In connection with the purchase, the Company provided certain earn-out opportunities that have the potential to pay the sellers an additional $27.4 million, collectively, if the business achieves certain performance targets during the first three years after acquisition. As certain performance targets were not met in the first year after acquisition, the Company will be reimbursed a portion of the initial purchase price at an amount not to exceed the sum of: a) $15.0 million, representing the funds paid into escrow, and b) any earn-out opportunities earned by the sellers. The reduction in purchase price, if applicable, will first be applied to funds paid into escrow and then as an offset against and a reduction to any payments owed on the various earn-out opportunities, with reimbursement made after the third-year anniversary of the acquisition date. Caito is a leading supplier of fresh fruits and vegetables as well as value-added meal solutions to grocery retailers and food service distributors across the Southeast, Midwest and Eastern United States. BRT offers temperature-controlled distribution and logistics services throughout North America. The Company acquired Caito and BRT to strengthen its fresh product offerings to its existing customer base and to expand into fast-growing, value-added services, such as freshly-prepared centerplate and side dish categories. The excess of the purchase price over the fair value of net assets acquired of $46.3 million was recorded as goodwill in the consolidated balance sheet within the Food Distribution segment, and is deductible for tax purposes. During the measurement period, which ended January 5, 2018, the Company recorded opening balance sheet adjustments in the amount of $1.3 million, which increased the balance of goodwill, associated with updated valuations of certain acquired long-lived assets. All adjustments were made during fiscal 2017. |
Restructuring Charges and Asset
Restructuring Charges and Asset Impairment | 4 Months Ended |
Apr. 21, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Charges and Asset Impairment | Note 5 – Restructuring Charges and Asset Impairment The following table provides the activity of reserves for closed properties for the first quarter of 2018. Reserves for closed properties recorded in the condensed consolidated balance sheets are included in “Other accrued expenses” in Current liabilities and “Other long-term liabilities” in Long-term liabilities based on when the obligations are expected to be paid. Lease and (In thousands) Ancillary Costs Severance Total Balance at December 30, 2017 $ 17,889 $ 3 $ 17,892 Provision for closing charges 3,903 — 3,903 Provision for severance — 125 125 Other 554 — 554 Changes in estimates 285 — 285 Accretion expense 182 — 182 Payments (1,846 ) (37 ) (1,883 ) Balance at April 21, 2018 $ 20,967 $ 91 $ 21,058 Included in the liability are lease obligations recorded at the present value of future minimum lease payments, calculated using a risk-free interest rate, and related ancillary costs from the date of closure to the end of the remaining lease term, net of estimated sublease income. Restructuring and asset impairment charges included in the condensed consolidated statements of earnings consisted of the following: 16 Weeks Ended April 21, April 22, (In thousands) 2018 2017 Asset impairment charges $ 1,470 $ 521 Provision for closing charges 3,903 405 Loss (gain) on sales of assets related to closed facilities 137 (177 ) Provision for severance 125 535 Other costs associated with distribution center and store closings 282 296 Changes in estimates 285 — Lease termination adjustments — (559 ) $ 6,202 $ 1,021 Restructuring and asset impairment charges were primarily incurred in the Retail segment due to the economic and competitive environment of certain stores and in conjunction with the Company’s retail store rationalization plan. The changes in estimates relate to revised estimates of lease and ancillary costs associated with previously closed locations, due to deterioration of the condition of certain properties. The lease termination adjustments represent the benefits recognized in connection with lease buyouts negotiated related to previously closed stores. Long-lived assets are measured at fair value on a nonrecurring basis using Level 3 inputs under the fair value hierarchy, as further described in Note 6 – Fair Value Measurements. Assets with a book value of $1.8 million were measured at a fair value of $0.3 million, resulting in an impairment charge of $1.5 million in 2018. Fair value of long-lived assets is determined by estimating the amount and timing of net future cash flows, discounted using a risk-adjusted rate of interest. The Company estimates future cash flows based on historical results of operations, external factors expected to impact future performance, experience and knowledge of the geographic area in which the assets are located, and when necessary, uses real estate brokers. |
Fair Value Measurements
Fair Value Measurements | 4 Months Ended |
Apr. 21, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 6 – Fair Value Measurements ASC 820 prioritizes the inputs to valuation techniques used to measure fair value into the following hierarchy: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: Unobservable inputs for the asset or liability, reflecting the reporting entity’s own assumptions about the assumptions that market participants would use in pricing. Financial instruments include cash and cash equivalents, accounts and notes receivable, accounts payable and long-term debt. The carrying amounts of cash and cash equivalents, accounts and notes receivable, and accounts payable approximate fair value because of the short-term maturities of these financial instruments. See Note 5 for discussion of the fair value measurements related to long-lived asset impairment charges. The book value and estimated fair value of the Company’s debt instruments, excluding debt financing costs, were as follows: April 21, December 30, (In thousands) 2018 2017 Book value of debt instruments, excluding debt financing costs: Current maturities of long-term debt and capital lease obligations $ 7,628 $ 9,196 Long-term debt and capital lease obligations 739,257 747,172 Total book value of debt instruments 746,885 756,368 Fair value of debt instruments, excluding debt financing costs 749,028 757,966 Excess of fair value over book value $ 2,143 $ 1,598 The estimated fair value of debt is based on market quotes for instruments with similar terms and remaining maturities (Level 2 inputs and valuation techniques). Certain of the Company’s business combinations involve the potential for the receipt or payment of future contingent consideration upon the shortfall or achievement of various operating thresholds, respectively. The additional consideration is generally contingent on the acquired company reaching certain performance milestones, including attaining specified EBITDA levels. For business combinations including contingent consideration provisions an asset or liability is recorded for the estimated fair value of the contingent consideration on the acquisition date. The fair value of the contingent consideration is remeasured at each reporting period with the change in fair value recognized as income or expense within operating expenses in the condensed consolidated statements of income. The Company measures the asset and liability on a recurring basis using Level 3 inputs. The fair value of contingent consideration is measured using projected payment dates, discount rates, probabilities of payment, and projected EBITDA. Projected contingent payment or receipt amounts are discounted back to the current period using a discounted cash flow model. Projected EBITDA amounts are based on initial deal model forecasts at the time of acquisition as well as the Company’s most recent internal operational budget, and include a probability weighted range of outcomes. Changes in projected EBITDA, probabilities of payment, discount rates, or projected payment dates may result in higher or lower fair value measurements. The recurring Level 3 fair value measurements of contingent consideration include the following significant unobservable inputs as of April 21, 2018: Unobservable Input Range Discount rate 11.80% Probability of payments 0% - 100% Projected year(s) of payments 2018 - 2019 The fair value of contingent consideration receivable and payable associated with the prior year acquisitions of Caito and BRT is $18.4 million and $3.4 million, respectively, as of April 21, 2018, and there has been no change in the fair value since December 30, 2017. The net receivable of $15 million was recorded in other assets, net in the condensed consolidated balance sheets as there is a right of offset for the payable and receivable. Upon payment, the portion of the contingent consideration related to the acquisition date fair value is reported as a financing activity in the condensed consolidated statements of cash flows. Amounts received or paid in excess of the acquisition date fair value are reported as an operating activity in the consolidated statements of cash flows. |
Commitments and Contingencies
Commitments and Contingencies | 4 Months Ended |
Apr. 21, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 7 – Commitments and Contingencies The Company is engaged from time to time in routine legal proceedings incidental to its business. The Company does not believe that these routine legal proceedings, taken as a whole, will have a material impact on its business operations or financial condition. While the ultimate effect of such actions cannot be predicted with certainty, management believes that their outcome will not result in an adverse effect on the Company’s consolidated financial position, operating results or liquidity. In the ordinary course of business, the Company may advance funds to certain independent retailers which are earned by the retailers primarily through achieving specified purchase volume requirements, as outlined in their supply agreements with the Company, or in limited instances, for remaining a SpartanNash customer for a specified time period. These advances must be repaid if the purchase volume requirements are not met or if the retailer no longer remains a customer for the specified time period. As of April 21, 2018, the Company has an unearned advanced amount to one independent retailer for an amount representing approximately two percent of the Company’s total assets. The Company’s collateral related to the advanced funds is a security interest in select business assets of the independent retailer’s stores, including select real property assets and other collateral, including a personal guarantee, from the shareholder. Despite the collateral, the Company may be unable to realize the entire unearned portion of the funds advanced to this independent retailer, and accordingly, has established a reserve of $4.9 million related to the advance. During the fourth quarter of 2017, and in the context of a state law receivership proceeding, the customer rationalized its retail store base and entered into a new supply agreement with the Company, and assumed the obligation of the original agreement. Based on the expected cash flows generated from sales to this customer and consideration of the previously mentioned collateral, the Company believes it is adequately reserved as of April 21, 2018. However, if the customer’s future performance and related cash flows are negatively impacted by changes in economic, industry or market conditions, including changes in the business climate and competition, the Company may be unable to realize the remaining unearned portion of the advanced funds. Given the uncertainty regarding the previously mentioned factors that could impact the customer’s future performance The Company contributes to the Central States Southeast and Southwest Pension Fund (“Central States Plan” or “the Plan”), a multi-employer pension plan, based on obligations arising from its collective bargaining agreements (“CBAs”) in Bellefontaine, Ohio, Lima, Ohio, and Grand Rapids, Michigan covering its supply chain associates at those locations. This Plan provides retirement benefits to participants based on their service to contributing employers. The benefits are paid from assets held in trust for that purpose. Trustees are appointed by contributing employers and unions; however, SpartanNash is not a trustee. The trustees typically are responsible for determining the level of benefits to be provided to participants, as well as for such matters as the investment of the assets and the administration of the plan. The Company currently contributes to the Central States Plan under the terms outlined in the “Primary Schedule” of Central States’ Rehabilitation Plan or those outlined in the “Default Schedule.” Both the Primary and Default schedules require varying increases in employer contributions over the previous year’s contribution. Increases are set within the CBAs and vary by location. The Plan continues to be in red zone status, and according to the Pension Protection Act (“PPA”), is considered to be in “critical and declining” zone status. Among other factors, plans in the “critical and declining” zone are generally less than 65% funded and are projected to become insolvent within the next 15 years (or 20 years depending on the ratio of active-to-inactive participants). Based on the most recent information available to the Company, management believes that the present value of actuarial accrued liabilities in this multi-employer plan significantly exceeds the value of the assets held in trust to pay benefits. Because SpartanNash is one of a number of employers contributing to this plan, it is difficult to ascertain what the exact amount of the underfunding would be. Management is not aware of any significant change in funding levels since December 30, 2017. To reduce this underfunding, management expects meaningful increases in expense as a result of required incremental multi-employer pension plan contributions in future years. Any adjustment for withdrawal liability will be recorded when it is probable that a liability exists and can be reasonably determined. |
Associate Retirement Plans
Associate Retirement Plans | 4 Months Ended |
Apr. 21, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Associate Retirement Plans | Note 8 – Associate Retirement Plans During the first quarter and the prior year quarter, the Company recognized net periodic pension income of $0.1 million and $0.2 million, respectively, related to the SpartanNash Company Pension Plan (“Pension Plan” or “Plan”) and net postretirement benefit costs of $0.1 million in both periods related to the SpartanNash Retiree Medical Plan. Substantially all of these amounts are included in Other, net in the Condensed Consolidated Statements of Earnings. On February 28, 2018, the Company’s Board of Directors granted approval to proceed with terminating the frozen Pension Plan. The Company will offer participants the option to receive an annuity or lump sum distribution which may be rolled over into another qualified plan, and subsequently terminate the Pension Plan. The termination process is expected to take 12 to 24 months. In connection with the termination of the Plan, the Company expects to incur a one-time, pre-tax settlement charge of approximately $22 million to recognize the deferred losses in AOCI upon distribution of the Plan assets and related recognition of the settlement. The Company also expects to reduce administrative fees and premium funding costs as a result of the Plan termination. The Company did not make any contributions to the SpartanNash Company Pension Plan during the first quarter of 2018. Although no contributions are required, the Company expects to contribute approximately $2.0 to $3.0 million to the Pension Plan in 2018 to fund the plan termination liability. The Company’s retirement programs also include defined contribution plans providing contributory benefits, as well as executive compensation plans for a select group of management personnel and/or highly compensated associates. Multi-Employer Plans In addition to the plans listed above, the Company participates in the Central States Southeast and Southwest Pension Fund, the Michigan Conference of Teamsters and Ohio Conference of Teamsters Health and Welfare plans (collectively referred to as “multi-employer plans”), and other company-sponsored defined contribution plans for most associates covered by collective bargaining agreements. With respect to the Company’s participation in the Central States Plan, expense is recognized as contributions are funded. The Company’s contributions during the first quarter and prior year quarter were $4.5 million and $4.4 million, respectively. See Note 7 for further information regarding the Company’s participation in the Central States Plan. |
Income Taxes
Income Taxes | 4 Months Ended |
Apr. 21, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9 – Income Taxes The effective income tax rate was 27.7% and 32.8% for the first quarter and the prior year quarter, respectively. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act made broad and complex changes to the U.S. tax code, including, but not limited to reducing the U.S. federal corporate tax rate from 35 percent to 21 percent, effective January 1, 2018. In connection with initial analysis of the impact of the Tax Act, the Company recorded a provisional discrete income tax benefit of $26.0 million in the period ended December 30, 2017 associated with the re-measurement of deferred tax assets and liabilities as a result of the reduction in the U.S. federal corporate tax rate. The Company has not completed its accounting for the income tax effects of certain elements of the Tax Act, but recorded provisional adjustments based on reasonable estimates, which have not materially changed since December 30, 2017. Those estimates may be impacted by the need for further analysis and future clarification and guidance regarding available tax accounting methods and elections, state tax conformity to federal tax changes and expected changes to U.S. Treasury regulations. The Company anticipates these estimates will be finalized on or before the due date of the federal return, which is October 15, 2018. |
Stock-Based Compensation
Stock-Based Compensation | 4 Months Ended |
Apr. 21, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 10 – Stock-Based Compensation The Company has a shareholder-approved stock incentive plan that provides for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, and other stock-based and stock-related awards to directors, officers and other key associates. Stock-based compensation expense recognized and included in “Selling, general and administrative expenses” in the condensed consolidated statements of operations, and related tax benefits were as follows: 16 Weeks Ended (In thousands) April 21, 2018 April 22, 2017 Restricted stock $ 5,290 $ 6,352 Tax benefits (698 ) (3,434 ) Stock-based compensation expense, net of tax $ 4,592 $ 2,918 The following table summarizes activity in the stock-based compensation plans for the 16 weeks ended April 21, 2018: Weighted Shares Weighted Restricted Average Under Average Stock Grant-Date Options Exercise Price Awards Fair Value Outstanding at December 30, 2017 47,928 $ 16.52 613,744 $ 30.32 Granted — — 472,456 16.96 Exercised/Vested — — (251,595 ) 28.80 Cancelled/Forfeited — — (4,691 ) 25.99 Outstanding at April 21, 2018 47,928 $ 16.52 829,914 $ 23.20 The Company has not issued any stock options since 2009 and all outstanding options are vested and exercisable at April 21, 2018. As of April 21, 2018, total unrecognized compensation costs related to non-vested stock-based awards granted under the Company’s stock incentive plans were $6.6 million for restricted stock, and are expected to be recognized over a weighted average period of 2.6 years. All compensation costs related to stock options have been recognized. |
Earnings Per Share
Earnings Per Share | 4 Months Ended |
Apr. 21, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 11 – Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share from continuing operations: 16 Weeks Ended (In thousands, except per share amounts) April 21, 2018 April 22, 2017 Numerator: Earnings from continuing operations $ 12,435 $ 15,065 Adjustment for earnings attributable to participating securities (246 ) (276 ) Earnings from continuing operations used in calculating earnings per share $ 12,189 $ 14,789 Denominator: Weighted average shares outstanding, including participating securities 36,186 37,692 Adjustment for participating securities (717 ) (690 ) Shares used in calculating basic earnings per share 35,469 37,002 Effect of dilutive stock options 11 64 Shares used in calculating diluted earnings per share 35,480 37,066 Basic earnings per share from continuing operations $ 0.34 $ 0.40 Diluted earnings per share from continuing operations $ 0.34 $ 0.40 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 4 Months Ended |
Apr. 21, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 12 – Supplemental Cash Flow Information Supplemental cash flow information is as follows: 16 Weeks Ended (In thousands) April 21, 2018 April 22, 2017 Non-cash financing activities: Recognition of capital lease obligations $ 281 $ 60 Non-cash investing activities: Capital expenditures included in accounts payable 3,581 685 Capital lease asset additions 281 60 Other supplemental cash flow information: Cash paid for interest 8,571 6,636 |
Reporting Segment Information
Reporting Segment Information | 4 Months Ended |
Apr. 21, 2018 | |
Segment Reporting [Abstract] | |
Reporting Segment Information | Note 13 – Reporting Segment Information The following tables set forth information about the Company by reporting segment: (In thousands) Food Distribution Military Retail Total 16 Weeks Ended April 21, 2018 Net sales to external customers $ 1,155,211 $ 663,620 $ 566,242 $ 2,385,073 Inter-segment sales 253,324 — — 253,324 Merger/acquisition and integration 2,195 4 7 2,206 Restructuring charges and asset impairment 1,260 — 4,942 6,202 Depreciation and amortization 9,540 3,678 12,019 25,237 Operating earnings (loss) 24,521 1,513 (286 ) 25,748 Capital expenditures 12,445 254 8,342 21,041 16 Weeks Ended April 22, 2017 Net sales to external customers $ 1,114,148 $ 643,313 $ 596,241 $ 2,353,702 Inter-segment sales 280,926 — — 280,926 Merger/acquisition and integration 3,847 — 170 4,017 Restructuring charges and asset impairment 599 — 422 1,021 Depreciation and amortization 8,944 3,439 13,039 25,422 Operating earnings 25,272 880 3,407 29,559 Capital expenditures 5,754 2,451 11,271 19,476 April 21, December 30, (In thousands) 2018 2017 Total Assets Food Distribution $ 1,125,465 $ 1,085,621 Military 406,783 432,818 Retail 481,214 533,912 Discontinued operations 3,475 3,446 Total $ 2,016,937 $ 2,055,797 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies and Basis of Presentation (Policies) | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Policies [Abstract] | |
Adoption of New Accounting Standards and Recently Issued Accounting Standards | In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers – Topic 606” (“ASC 606”). The new guidance affects any reporting organization that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. As of the beginning of 2018, the Company adopted ASC 606 and all subsequent ASUs that modified ASC 606. Refer to Note 3, Revenue Recognition, for additional information about adoption of this guidance and additional disclosures required under the standard. From a principal versus agent perspective, the Company determined that certain contracts in the Food Distribution segment that were historically reported on a gross basis are now required to be reported on a net basis, resulting in a corresponding decreases to both net sales and cost of sales of $42.6 million in the first quarter of 2018 from what would have been recognized under previous guidance. The implementation of the guidance had no impact on gross profit, net earnings, the balance sheet, cash flows, equity, or the timing of revenue recognition in current or prior periods. The adoption of the guidance using the full retrospective method resulted in decreases to fiscal 2017 net sales and cost of sales previously reported as shown in the following table: Full Year 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter (In thousands) (52 Weeks) (12 Weeks) (12 Weeks) (12 Weeks) (16 Weeks) 2017 $ 164,283 $ 38,725 $ 38,246 $ 38,510 $ 48,802 In March 2017, the FASB issued ASU 2017-07, “Compensation – Retirement Benefits.” ASU 2017-07 requires that the service cost component of pension and postretirement benefit costs be presented in the same line item as other current employee compensation costs and other components of those benefit costs be presented separately from the service cost component and outside a subtotal of income from operations, if presented. The ASU also requires that only the service cost component of pension and postretirement benefit costs is eligible for capitalization. The Company adopted this guidance as of the beginning of 2018. In January 2017, the FASB issued ASU 2017-01, “Business Combinations – Clarifying the Definition of a Business.” ASU 2017-01 narrows the definition of a business and provides a screen to determine when a set of the three elements of a business – inputs, processes, and outputs – are not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. If the screen is not met, the amendments (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace missing elements. The amendments provide a framework to assist entities in evaluating whether both an input and a substantive process are present. This guidance was effective as of the beginning of 2018. As no business combinations have occurred since the effective date, there has been no impact on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 provides guidance for lease accounting and stipulates that lessees will need to recognize a right-of-use asset and a lease liability for substantially all leases (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease rent payments. Treatment in the consolidated statements of operations will be similar to the current treatment of operating and capital leases. The new guidance is effective on a modified retrospective basis for the Company in the first quarter of its fiscal year ending December 28, 2019. The Company has established a transition process which includes understanding the current leasing activities, identifying changes resulting from the new standard, designing tools to account for the change, and updating accounting policies, processes and controls over financial reporting. The adoption of this ASU will result in a significant increase to the Company’s consolidated balance sheets for lease liabilities and right-of-use assets. Other effects of the adoption of this ASU are currently being evaluated by the Company. |
Revenue Recognition Accounting Policy | Revenue Recognition Accounting Policy The Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised goods and services to a customer, in an amount that reflects the consideration that it expects to receive in exchange for those goods or services. This is achieved through applying the following five-step model: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The Company generates substantially all of its revenue from contracts with customers, whether formal or implied. Sales taxes collected from customers are remitted to the appropriate taxing jurisdictions and are excluded from sales revenue as the Company considers itself a pass-through conduit for collecting and remitting sales taxes, with the exception of taxes assessed during the procurement process of select inventories. Greater than 99% of the Company’s revenues are recognized at a point in time. Revenues from product sales are recognized when control of the goods is transferred to the customer, which occurs at a point in time, typically upon delivery or shipment to the customer, depending on shipping terms, or upon customer check-out in a corporate owned retail store. Freight revenues are also recognized upon delivery, at a point in time. Other revenues, including revenues from value-added services, are recognized as earned, over a period of time. All of the Company’s revenues are domestic, as the Company has no performance obligations on international shipments subsequent to delivery to the domestic port. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. The Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis) with respect to each contract with customers. The Company determined that certain contracts in the Food Distribution segment that were historically reported on a gross basis are now required to be reported on a net basis, resulting in a corresponding decreases to both net sales and cost of sales. Based upon the nature of the products the Company sells, its customers have limited rights of return which are immaterial. Discounts provided by the Company to customers at the time of sale are recognized as a reduction in sales as the products are sold. Certain contracts include rebates and other forms of variable consideration, including up-front rebates, rebates in arrears, rebatable incentives, flex funds, and product incentives, which may have tiered structures based on purchase volumes and which are accounted for as variable consideration. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. The Company believes that there will not be significant changes to its estimates of variable consideration, and has not constrained any consideration in any period presented. |
Adoption of New Accounting St23
Adoption of New Accounting Standards and Recently Issued Accounting Standards (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Schedule of Adoption of Guidance Using Retrospective Method Resulted in Decreased Net Sales and Cost of Sales | The adoption of the guidance using the full retrospective method resulted in decreases to fiscal 2017 net sales and cost of sales previously reported as shown in the following table: Full Year 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter (In thousands) (52 Weeks) (12 Weeks) (12 Weeks) (12 Weeks) (16 Weeks) 2017 $ 164,283 $ 38,725 $ 38,246 $ 38,510 $ 48,802 |
Revenue (Tables)
Revenue (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Information about Disaggregated Revenue of Reportable Segments | The following table provides information about disaggregated revenue by timing of revenue recognition, type of products and services and type of customer for each of the Company’s reportable segments: 16 Weeks Ended April 21, 2018 (In thousands) Food Distribution Military Retail Total Type of products: Center store (a) $ 360,143 $ 322,358 $ 221,292 $ 903,793 Fresh (b) 431,598 179,049 205,585 816,232 Non-food (c) 339,196 160,348 99,612 599,156 Fuel — — 39,463 39,463 Other 24,274 1,865 290 26,429 Total $ 1,155,211 $ 663,620 $ 566,242 $ 2,385,073 Type of customers: Individuals $ — $ — $ 565,952 $ 565,952 Manufacturers, brokers and distributors 61,624 645,677 — 707,301 Retailers 1,074,831 16,078 — 1,090,909 Other 18,756 1,865 290 20,911 Total $ 1,155,211 $ 663,620 $ 566,242 $ 2,385,073 16 Weeks Ended April 22, 2017 (In thousands) Food Distribution Military Retail Total Type of products: Center store (a) $ 352,190 $ 313,677 $ 236,745 $ 902,612 Fresh (b) 432,529 173,538 220,742 826,809 Non-food (c) 304,546 154,540 102,582 561,668 Fuel — — 35,822 35,822 Other 24,883 1,558 350 26,791 Total $ 1,114,148 $ 643,313 $ 596,241 $ 2,353,702 Type of customers: Individuals $ — $ — $ 595,891 $ 595,891 Manufacturers, brokers and distributors 66,585 641,755 — 708,340 Retailers 1,028,468 — — 1,028,468 Other 19,095 1,558 350 21,003 Total $ 1,114,148 $ 643,313 $ 596,241 $ 2,353,702 (a) Center store includes dry grocery, frozen and beverages. (b) Fresh includes produce, meat, dairy, deli, bakery, prepared proteins, seafood and floral. (c) Non-food includes general merchandise, health and beauty care, tobacco products and pharmacy. |
Summary of Changes in Accounts and Notes Receivable | The following table presents the Company’s accounts and notes receivable: April 21, December 30, (In thousands) 2018 2017 Customer notes receivable $ 2,686 $ 2,555 Customer accounts receivable 304,194 312,214 Other receivables 25,509 31,169 Allowance for doubtful accounts (2,135 ) (1,881 ) Net current accounts and notes receivable $ 330,254 $ 344,057 Long-term notes receivable 17,609 18,322 Allowance for doubtful accounts (120 ) (120 ) Net long-term notes receivable $ 17,489 $ 18,202 |
Restructuring Charges and Ass25
Restructuring Charges and Asset Impairment (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Activity of Reserves for Closed Properties | The following table provides the activity of reserves for closed properties for the first quarter of 2018. Reserves for closed properties recorded in the condensed consolidated balance sheets are included in “Other accrued expenses” in Current liabilities and “Other long-term liabilities” in Long-term liabilities based on when the obligations are expected to be paid. Lease and (In thousands) Ancillary Costs Severance Total Balance at December 30, 2017 $ 17,889 $ 3 $ 17,892 Provision for closing charges 3,903 — 3,903 Provision for severance — 125 125 Other 554 — 554 Changes in estimates 285 — 285 Accretion expense 182 — 182 Payments (1,846 ) (37 ) (1,883 ) Balance at April 21, 2018 $ 20,967 $ 91 $ 21,058 |
Schedule of Restructuring Charges and Asset Impairment | Restructuring and asset impairment charges included in the condensed consolidated statements of earnings consisted of the following: 16 Weeks Ended April 21, April 22, (In thousands) 2018 2017 Asset impairment charges $ 1,470 $ 521 Provision for closing charges 3,903 405 Loss (gain) on sales of assets related to closed facilities 137 (177 ) Provision for severance 125 535 Other costs associated with distribution center and store closings 282 296 Changes in estimates 285 — Lease termination adjustments — (559 ) $ 6,202 $ 1,021 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Book Value and Estimated Fair Value of Debt Instruments, Excluding Debt Financing Costs | The book value and estimated fair value of the Company’s debt instruments, excluding debt financing costs, were as follows: April 21, December 30, (In thousands) 2018 2017 Book value of debt instruments, excluding debt financing costs: Current maturities of long-term debt and capital lease obligations $ 7,628 $ 9,196 Long-term debt and capital lease obligations 739,257 747,172 Total book value of debt instruments 746,885 756,368 Fair value of debt instruments, excluding debt financing costs 749,028 757,966 Excess of fair value over book value $ 2,143 $ 1,598 |
Schedule of Recurring Level 3 Fair Value Measurements of Contingent Consideration Include Unobservable Inputs | The recurring Level 3 fair value measurements of contingent consideration include the following significant unobservable inputs as of April 21, 2018: Unobservable Input Range Discount rate 11.80% Probability of payments 0% - 100% Projected year(s) of payments 2018 - 2019 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Allocation of Stock-Based Compensation Expense in Condensed Consolidated Statements of Operations | Stock-based compensation expense recognized and included in “Selling, general and administrative expenses” in the condensed consolidated statements of operations, and related tax benefits were as follows: 16 Weeks Ended (In thousands) April 21, 2018 April 22, 2017 Restricted stock $ 5,290 $ 6,352 Tax benefits (698 ) (3,434 ) Stock-based compensation expense, net of tax $ 4,592 $ 2,918 |
Summary of Stock-Based Compensation Activity | The following table summarizes activity in the stock-based compensation plans for the 16 weeks ended April 21, 2018: Weighted Shares Weighted Restricted Average Under Average Stock Grant-Date Options Exercise Price Awards Fair Value Outstanding at December 30, 2017 47,928 $ 16.52 613,744 $ 30.32 Granted — — 472,456 16.96 Exercised/Vested — — (251,595 ) 28.80 Cancelled/Forfeited — — (4,691 ) 25.99 Outstanding at April 21, 2018 47,928 $ 16.52 829,914 $ 23.20 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share from Continuing Operations | The following table sets forth the computation of basic and diluted earnings per share from continuing operations: 16 Weeks Ended (In thousands, except per share amounts) April 21, 2018 April 22, 2017 Numerator: Earnings from continuing operations $ 12,435 $ 15,065 Adjustment for earnings attributable to participating securities (246 ) (276 ) Earnings from continuing operations used in calculating earnings per share $ 12,189 $ 14,789 Denominator: Weighted average shares outstanding, including participating securities 36,186 37,692 Adjustment for participating securities (717 ) (690 ) Shares used in calculating basic earnings per share 35,469 37,002 Effect of dilutive stock options 11 64 Shares used in calculating diluted earnings per share 35,480 37,066 Basic earnings per share from continuing operations $ 0.34 $ 0.40 Diluted earnings per share from continuing operations $ 0.34 $ 0.40 |
Supplemental Cash Flow Inform29
Supplemental Cash Flow Information (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information is as follows: 16 Weeks Ended (In thousands) April 21, 2018 April 22, 2017 Non-cash financing activities: Recognition of capital lease obligations $ 281 $ 60 Non-cash investing activities: Capital expenditures included in accounts payable 3,581 685 Capital lease asset additions 281 60 Other supplemental cash flow information: Cash paid for interest 8,571 6,636 |
Reporting Segment Information (
Reporting Segment Information (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Operating Segment | The following tables set forth information about the Company by reporting segment: (In thousands) Food Distribution Military Retail Total 16 Weeks Ended April 21, 2018 Net sales to external customers $ 1,155,211 $ 663,620 $ 566,242 $ 2,385,073 Inter-segment sales 253,324 — — 253,324 Merger/acquisition and integration 2,195 4 7 2,206 Restructuring charges and asset impairment 1,260 — 4,942 6,202 Depreciation and amortization 9,540 3,678 12,019 25,237 Operating earnings (loss) 24,521 1,513 (286 ) 25,748 Capital expenditures 12,445 254 8,342 21,041 16 Weeks Ended April 22, 2017 Net sales to external customers $ 1,114,148 $ 643,313 $ 596,241 $ 2,353,702 Inter-segment sales 280,926 — — 280,926 Merger/acquisition and integration 3,847 — 170 4,017 Restructuring charges and asset impairment 599 — 422 1,021 Depreciation and amortization 8,944 3,439 13,039 25,422 Operating earnings 25,272 880 3,407 29,559 Capital expenditures 5,754 2,451 11,271 19,476 April 21, December 30, (In thousands) 2018 2017 Total Assets Food Distribution $ 1,125,465 $ 1,085,621 Military 406,783 432,818 Retail 481,214 533,912 Discontinued operations 3,475 3,446 Total $ 2,016,937 $ 2,055,797 |
Adoption of New Accounting St31
Adoption of New Accounting Standards and Recently Issued Accounting Standards - Additional Information (Detail) - Accounting Standards Update 2014-09 [Member] - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||
Dec. 30, 2017 | Oct. 07, 2017 | Jul. 15, 2017 | Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Decrease in net sales | $ 38,725 | $ 38,246 | $ 38,510 | $ 42,600 | $ 48,802 | $ 164,283 |
Decrease in cost of sales | $ 38,725 | $ 38,246 | $ 38,510 | $ 42,600 | $ 48,802 | $ 164,283 |
Adoption of New Accounting St32
Adoption of New Accounting Standards and Recently Issued Accounting Standards - Schedule of Adoption of Guidance Using Retrospective Method Resulted in Decreased Net Sales and Cost of Sales (Detail) - Accounting Standards Update 2014-09 [Member] - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||
Dec. 30, 2017 | Oct. 07, 2017 | Jul. 15, 2017 | Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Decrease in net sales | $ 38,725 | $ 38,246 | $ 38,510 | $ 42,600 | $ 48,802 | $ 164,283 |
Decrease in cost of sales | $ 38,725 | $ 38,246 | $ 38,510 | $ 42,600 | $ 48,802 | $ 164,283 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) | 4 Months Ended | |
Apr. 21, 2018USD ($)Commissary | Dec. 30, 2017USD ($) | |
Disaggregation Of Revenue [Line Items] | ||
Revenue recognition performance obligation on international shipments | $ 0 | |
Revenue recognition performance obligation | $ 0 | |
Revenue, performance obligation, description of good or service | The Company does not receive pre-payment from its customers, or enter into commitments to provide goods or services that have terms greater than one year | |
Revenue recognition payment terms | 30 days | |
Contract assets | $ 0 | $ 0 |
Minimum [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue recognition contract terms | 1 year | |
Maximum [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue performance obligation contract expected term | 1 year | |
Expected amortization period of asset | 1 year | |
Manufacturers/brokers supplying DeCA [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Number of commissaries | Commissary | 237 |
Revenue - Summary of Informatio
Revenue - Summary of Information about Disaggregated Revenue of Reportable Segments (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Disaggregation Of Revenue [Line Items] | ||
Total revenue | $ 2,385,073 | $ 2,353,702 |
Center store [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 903,793 | 902,612 |
Fresh [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 816,232 | 826,809 |
Non-food [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 599,156 | 561,668 |
Other Products [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 26,429 | 26,791 |
Fuel [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 39,463 | 35,822 |
Individuals [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 565,952 | 595,891 |
Manufacturers, brokers and distributors [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 707,301 | 708,340 |
Retailers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 1,090,909 | 1,028,468 |
Other Customers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 20,911 | 21,003 |
Food Distribution [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 1,155,211 | 1,114,148 |
Food Distribution [Member] | Center store [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 360,143 | 352,190 |
Food Distribution [Member] | Fresh [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 431,598 | 432,529 |
Food Distribution [Member] | Non-food [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 339,196 | 304,546 |
Food Distribution [Member] | Other Products [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 24,274 | 24,883 |
Food Distribution [Member] | Manufacturers, brokers and distributors [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 61,624 | 66,585 |
Food Distribution [Member] | Retailers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 1,074,831 | 1,028,468 |
Food Distribution [Member] | Other Customers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 18,756 | 19,095 |
Military [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 663,620 | 643,313 |
Military [Member] | Center store [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 322,358 | 313,677 |
Military [Member] | Fresh [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 179,049 | 173,538 |
Military [Member] | Non-food [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 160,348 | 154,540 |
Military [Member] | Other Products [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 1,865 | 1,558 |
Military [Member] | Manufacturers, brokers and distributors [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 645,677 | 641,755 |
Military [Member] | Retailers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 16,078 | |
Military [Member] | Other Customers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 1,865 | 1,558 |
Retail [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 566,242 | 596,241 |
Retail [Member] | Center store [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 221,292 | 236,745 |
Retail [Member] | Fresh [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 205,585 | 220,742 |
Retail [Member] | Non-food [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 99,612 | 102,582 |
Retail [Member] | Other Products [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 290 | 350 |
Retail [Member] | Fuel [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 39,463 | 35,822 |
Retail [Member] | Individuals [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | 565,952 | 595,891 |
Retail [Member] | Other Customers [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Total revenue | $ 290 | $ 350 |
Revenue - Summary of Changes in
Revenue - Summary of Changes in Accounts and Notes Receivable (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Receivables [Abstract] | ||
Customer notes receivable | $ 2,686 | $ 2,555 |
Customer accounts receivable | 304,194 | 312,214 |
Other receivables | 25,509 | 31,169 |
Allowance for doubtful accounts | (2,135) | (1,881) |
Net current accounts and notes receivable | 330,254 | 344,057 |
Long-term notes receivable | 17,609 | 18,322 |
Allowance for doubtful accounts | (120) | (120) |
Net long-term notes receivable | $ 17,489 | $ 18,202 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) | Jan. 05, 2018 | Jan. 06, 2017 | Apr. 22, 2017 | Apr. 21, 2018 | Dec. 30, 2017 |
Business Acquisition [Line Items] | |||||
Payments to acquire certain assets and assume liabilities in cash | $ 214,595,000 | ||||
Goodwill | $ 178,648,000 | $ 178,648,000 | |||
Food Distribution Segment [Member] | |||||
Business Acquisition [Line Items] | |||||
Goodwill | $ 46,300,000 | ||||
Caito Foods Service and Blue Ribbon Transport [Member] | |||||
Business Acquisition [Line Items] | |||||
Payments to acquire certain assets and assume liabilities in cash | 214,600,000 | ||||
Business combination, cash acquired | 2,500,000 | ||||
Increase in goodwill, due to updated valuation of long-lived assets | $ 1,300,000 | ||||
Business combination, property and equipment acquired | 76,700,000 | ||||
Business combination, Intangible assets acquired | $ 72,900,000 | ||||
Amortization of intangible assets, period | 15 years | ||||
Earn-out opportunities potential to pay sellers | $ 27,400,000 | $ 3,400,000 | |||
Business combination, contingent consideration liability maximum reimbursement initial purchase price | $ 15,000,000 |
Restructuring Charges and Ass37
Restructuring Charges and Asset Impairment - Schedule of Activity of Reserves for Closed Properties (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | $ 17,892 | |
Provision for severance | 125 | $ 535 |
Other | 554 | |
Changes in estimates | 285 | |
Accretion expense | 182 | |
Payments | (1,883) | |
Ending balance | 21,058 | |
Business Restructuring Reserves [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Provision for closing charges | 3,903 | $ 405 |
Lease and Ancillary Costs [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | 17,889 | |
Other | 554 | |
Changes in estimates | 285 | |
Accretion expense | 182 | |
Payments | (1,846) | |
Ending balance | 20,967 | |
Lease and Ancillary Costs [Member] | Business Restructuring Reserves [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Provision for closing charges | 3,903 | |
Severance [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | 3 | |
Provision for severance | 125 | |
Payments | (37) | |
Ending balance | $ 91 |
Restructuring Charges and Ass38
Restructuring Charges and Asset Impairment - Schedule of Restructuring Charges and Asset Impairment (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Restructuring Cost And Reserve [Line Items] | ||
Asset impairment charges | $ 1,470 | $ 521 |
Loss (gain) on sales of assets related to closed facilities | 137 | (177) |
Provision for severance | 125 | 535 |
Other costs associated with distribution center and store closings | 282 | 296 |
Changes in estimates | 285 | |
Lease termination adjustments | (559) | |
Restructuring and asset impairment | 6,202 | 1,021 |
Business Restructuring Reserves [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Provision for closing charges | $ 3,903 | $ 405 |
Restructuring Charges and Ass39
Restructuring Charges and Asset Impairment - Additional Information (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Restructuring Cost And Reserve [Line Items] | ||
Impairment charges | $ 1,470 | $ 521 |
Fair Value Measurements Nonrecurring [Member] | Significant unobservable inputs (Level 3) [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Long-lived assets | 1,800 | |
Long-lived assets measured fair value on nonrecurring basis | 300 | |
Impairment charges | $ 1,500 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Book Value and Estimated Fair Value of Debt Instruments, Excluding Debt Financing Costs (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Book value of debt instruments, excluding debt financing costs: | ||
Current maturities of long-term debt and capital lease obligations | $ 7,628 | $ 9,196 |
Long-term debt and capital lease obligations | 739,257 | 747,172 |
Total book value of debt instruments | 746,885 | 756,368 |
Fair value of debt instruments, excluding debt financing costs | 749,028 | 757,966 |
Excess of fair value over book value | $ 2,143 | $ 1,598 |
Fair Value Measurements - Sch41
Fair Value Measurements - Schedule of Recurring Level 3 Fair Value Measurements of Contingent Consideration Include Unobservable Inputs (Detail) - Fair Value Measurements Recurring [Member] - Significant unobservable inputs (Level 3) [Member] | 4 Months Ended |
Apr. 21, 2018 | |
Fair Value Inputs Assets Quantitative Information [Line Items] | |
Discount rate | 11.80% |
Minimum [Member] | |
Fair Value Inputs Assets Quantitative Information [Line Items] | |
Probability of payments | 0.00% |
Projected year(s) of payments | 2,018 |
Maximum [Member] | |
Fair Value Inputs Assets Quantitative Information [Line Items] | |
Probability of payments | 100.00% |
Projected year(s) of payments | 2,019 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - Caito Foods Service and Blue Ribbon Transport [Member] - USD ($) $ in Millions | Apr. 21, 2018 | Jan. 06, 2017 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of contingent consideration, receivable | $ 18.4 | |
Fair value of contingent consideration, payable | 3.4 | $ 27.4 |
Other Assets, Net [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of contingent consideration, net receivable | $ 15 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 4 Months Ended |
Apr. 21, 2018USD ($)RetailerEmployer | |
Loss Contingencies [Line Items] | |
Number of independent retailer for unearned advanced amount | Retailer | 1 |
Percent of unearned advanced amount to total assets | 2.00% |
Reserve related to advances from retailer | $ 4,900,000 |
Critical and declining zone fund status | Less than 65 percent |
Number of employers contributing to plan | Employer | 1 |
Minimum [Member] | |
Loss Contingencies [Line Items] | |
Estimated loss contingency, in excess of amount currently reserved | $ 0 |
Projected insolvent period based on active to inactive participants ratio | 15 years |
Maximum [Member] | |
Loss Contingencies [Line Items] | |
Estimated loss contingency, in excess of amount currently reserved | $ 25,000,000 |
Status or critical and declining zone plans | 65.00% |
Projected insolvent period based on active to inactive participants ratio | 20 years |
Associate Retirement Plans - Ad
Associate Retirement Plans - Additional Information (Detail) - USD ($) | Feb. 28, 2018 | Dec. 30, 2017 | Apr. 21, 2018 |
Defined Benefit Plan Disclosure [Line Items] | |||
Pension contributions during last plan year | $ 4,400,000 | $ 4,500,000 | |
Pension Plan or Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
One-time, pre-tax settlement charge | $ 22,000,000 | ||
Pension Plan or Plan [Member] | Minimum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected termination process period | 12 months | ||
Pension Plan or Plan [Member] | Maximum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected termination process period | 24 months | ||
Retiree Medical Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected Company contribution for remainder of fiscal year | $ 400,000 | ||
SpartanNash Company Pension Plan [Member] | Pension Plan or Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net periodic benefit (income) expense | (200,000) | (100,000) | |
Standard pension funding carryover | 0 | ||
SpartanNash Company Pension Plan [Member] | Pension Plan or Plan [Member] | Minimum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected Company contribution for remainder of fiscal year | 2,000,000 | ||
SpartanNash Company Pension Plan [Member] | Pension Plan or Plan [Member] | Maximum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected Company contribution for remainder of fiscal year | 3,000,000 | ||
SpartanNash Retiree Medical Plan [Member] | Retiree Medical Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net periodic benefit (income) expense | $ 100,000 | $ 100,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 4 Months Ended | 12 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate | 27.70% | 32.80% | |
Federal statutory rate | 21.00% | 35.00% | |
Provisional discrete income tax benefit, re-measurement of deferred income tax assets and liabilities | $ 26 | ||
Federal return due date | Oct. 15, 2018 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Allocation of Stock-Based Compensation Expense in Condensed Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Employee Service Share Based Compensation Aggregate Disclosures [Abstract] | ||
Restricted stock | $ 5,290 | $ 6,352 |
Tax benefits | (698) | (3,434) |
Stock-based compensation expense, net of tax | $ 4,592 | $ 2,918 |
Stock-Based Compensation - Su47
Stock-Based Compensation - Summary of Stock-Based Compensation Activity (Detail) | 4 Months Ended |
Apr. 21, 2018$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Shares Under Options, Outstanding, Beginning balance | shares | 47,928 |
Shares Under Options, Outstanding, Ending balance | shares | 47,928 |
Weighted Average Exercise Price, Option outstanding, Beginning balance | $ / shares | $ 16.52 |
Weighted Average Exercise Price, Options outstanding, Ending balance | $ / shares | $ 16.52 |
Restricted Stock Awards, Outstanding, Beginning balance | shares | 613,744 |
Restricted Stock Awards, Granted | shares | 472,456 |
Restricted Stock Awards, Exercised/Vested | shares | (251,595) |
Restricted Stock Awards, Cancelled/Forfeited | shares | (4,691) |
Restricted Stock Awards, Outstanding, Ending balance | shares | 829,914 |
Weighted Average Grant-Date Fair Value, Beginning balance | $ / shares | $ 30.32 |
Weighted Average Grant-Date Fair Value, Granted | $ / shares | 16.96 |
Weighted Average Grant-Date Fair Value, Exercised/Vested | $ / shares | 28.80 |
Weighted Average Grant-Date Fair Value, Cancelled/Forfeited | $ / shares | 25.99 |
Weighted Average Grant-Date Fair Value, Ending balance | $ / shares | $ 23.20 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - Restricted Stock Awards [Member] $ in Millions | 4 Months Ended |
Apr. 21, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 6.6 |
Unrecognized compensation cost, weighted average period of recognition | 2 years 7 months 6 days |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share from Continuing Operations (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Numerator: | ||
Earnings from continuing operations | $ 12,435 | $ 15,065 |
Adjustment for earnings attributable to participating securities | (246) | (276) |
Earnings from continuing operations used in calculating earnings per share | $ 12,189 | $ 14,789 |
Denominator: | ||
Weighted average shares outstanding, including participating securities | 36,186 | 37,692 |
Adjustment for participating securities | (717) | (690) |
Shares used in calculating basic earnings per share | 35,469 | 37,002 |
Effect of dilutive stock options | 11 | 64 |
Shares used in calculating diluted earnings per share | 35,480 | 37,066 |
Basic earnings per share from continuing operations | $ 0.34 | $ 0.40 |
Diluted earnings per share from continuing operations | $ 0.34 | $ 0.40 |
Supplemental Cash Flow Inform50
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Non-cash financing activities: | ||
Recognition of capital lease obligations | $ 281 | $ 60 |
Non-cash investing activities: | ||
Capital expenditures included in accounts payable | 3,581 | 685 |
Capital lease asset additions | 281 | 60 |
Other supplemental cash flow information: | ||
Cash paid for interest | $ 8,571 | $ 6,636 |
Reporting Segment Information -
Reporting Segment Information - Schedule of Segment Reporting Information, by Operating Segment (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 2,385,073 | $ 2,353,702 | |
Merger/acquisition and integration | 2,206 | 4,017 | |
Restructuring charges and asset impairment | 6,202 | 1,021 | |
Depreciation and amortization | 25,237 | 25,422 | |
Operating earnings (loss) | 25,748 | 29,559 | |
Capital expenditures | 21,041 | 19,476 | |
Total Assets | 2,016,937 | $ 2,055,797 | |
Discontinued Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Total Assets | 3,475 | 3,446 | |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 2,385,073 | 2,353,702 | |
Intersegment Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | (253,324) | (280,926) | |
Food Distribution [Member] | |||
Segment Reporting Information [Line Items] | |||
Merger/acquisition and integration | 2,195 | 3,847 | |
Restructuring charges and asset impairment | 1,260 | 599 | |
Depreciation and amortization | 9,540 | 8,944 | |
Operating earnings (loss) | 24,521 | 25,272 | |
Capital expenditures | 12,445 | 5,754 | |
Total Assets | 1,125,465 | 1,085,621 | |
Food Distribution [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,155,211 | 1,114,148 | |
Food Distribution [Member] | Intersegment Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | (253,324) | (280,926) | |
Military [Member] | |||
Segment Reporting Information [Line Items] | |||
Merger/acquisition and integration | 4 | ||
Depreciation and amortization | 3,678 | 3,439 | |
Operating earnings (loss) | 1,513 | 880 | |
Capital expenditures | 254 | 2,451 | |
Total Assets | 406,783 | 432,818 | |
Military [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 663,620 | 643,313 | |
Retail [Member] | |||
Segment Reporting Information [Line Items] | |||
Merger/acquisition and integration | 7 | 170 | |
Restructuring charges and asset impairment | 4,942 | 422 | |
Depreciation and amortization | 12,019 | 13,039 | |
Operating earnings (loss) | (286) | 3,407 | |
Capital expenditures | 8,342 | 11,271 | |
Total Assets | 481,214 | $ 533,912 | |
Retail [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ 566,242 | $ 596,241 |