Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Apr. 01, 2023 | May 01, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 01, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-31410 | |
Entity Registrant Name | PRIMO WATER CORP | |
Entity Incorporation, State or Country Code | A6 | |
Entity Tax Identification Number | 98-0154711 | |
Entity Address, Address Line One | 1150 Assembly Dr. | |
Entity Address, Address Line Two | Suite 800 | |
Entity Address, City or Town | Tampa, | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33607 | |
Entity Address, Country | US | |
City Area Code | 813 | |
Local Phone Number | 544-8515 | |
Title of 12(b) Security | Common Shares, no par value per share | |
Trading Symbol | PRMW | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 159,134,534 | |
Entity Central Index Key | 0000884713 | |
Current Fiscal Year End Date | --12-30 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Income Statement [Abstract] | ||
Revenue, net | $ 546.5 | $ 526.1 |
Cost of sales | 218.2 | 226.5 |
Gross profit | 328.3 | 299.6 |
Selling, general and administrative expenses | 303.5 | 278.3 |
Loss on disposal of property, plant and equipment, net | 1.3 | 1.7 |
Acquisition and integration expenses | 2 | 4.3 |
Operating income | 21.5 | 15.3 |
Other (income) expense, net | (6.3) | 2.7 |
Interest expense, net | 18.8 | 16.9 |
Income (loss) before income taxes | 9 | (4.3) |
Income tax expense | 3.2 | 2.4 |
Net income (loss) | $ 5.8 | $ (6.7) |
Net income (loss) per common share | ||
Basic (in USD per share) | $ 0.04 | $ (0.04) |
Diluted (in USD per share) | $ 0.04 | $ (0.04) |
Weighted average common shares outstanding (in thousands) | ||
Basic (in shares) | 159,726 | 160,928 |
Diluted (in shares) | 160,781 | 160,928 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Millions | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 5.8 | $ (6.7) |
Other comprehensive loss: | ||
Currency translation adjustment | (6.6) | (0.1) |
Comprehensive loss | $ (0.8) | $ (6.8) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Apr. 01, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 96.5 | $ 122.6 |
Accounts receivable, net of allowance of $21.1 ($20.6 as of December 31, 2022) | 263.3 | 258.6 |
Inventories | 104.3 | 112.1 |
Prepaid expenses and other current assets | 52.1 | 44.7 |
Total current assets | 516.2 | 538 |
Property, plant and equipment, net | 723.4 | 714.4 |
Operating lease right-of-use-assets | 194 | 198.6 |
Goodwill | 1,297.8 | 1,293 |
Intangible assets, net | 887.9 | 894.7 |
Other long-term assets, net | 27.3 | 28.3 |
Total assets | 3,646.6 | 3,667 |
Current liabilities | ||
Short-term borrowings | 245.9 | 212.3 |
Current maturities of long-term debt | 16.8 | 17.5 |
Accounts payable and accrued liabilities | 391.6 | 425.1 |
Current operating lease obligations | 34.4 | 35.7 |
Total current liabilities | 688.7 | 690.6 |
Long-term debt | 1,292.2 | 1,283.8 |
Operating lease obligations | 170.6 | 174.5 |
Deferred tax liabilities | 171.5 | 170 |
Other long-term liabilities | 67.1 | 65.2 |
Total liabilities | 2,390.1 | 2,384.1 |
Shareholders' Equity | ||
Common shares, no par value - 159,260,862 (December 31, 2022 - 159,752,299) shares issued | 1,283.3 | 1,283.2 |
Additional paid-in-capital | 86.2 | 91.3 |
Accumulated deficit | (24.2) | (9.4) |
Accumulated other comprehensive loss | (88.8) | (82.2) |
Total shareholders' equity | 1,256.5 | 1,282.9 |
Total liabilities and shareholders' equity | $ 3,646.6 | $ 3,667 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Apr. 01, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 21.1 | $ 20.6 |
Common shares, par value (in USD per share) | $ 0 | $ 0 |
Common shares, shares issued (in shares) | 159,260,862 | 159,752,299 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 5.8 | $ (6.7) |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Depreciation and amortization | 62.4 | 61.2 |
Amortization of financing fees | 0.8 | 0.9 |
Share-based compensation expense | 2.3 | 3.3 |
Provision for deferred income taxes | 0.8 | 1.6 |
Gain on sale of business | 0 | (0.4) |
Loss on disposal of property, plant and equipment, net | 1.3 | 1.7 |
Other non-cash items | (6.7) | 2.1 |
Change in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (2.9) | (11.9) |
Inventories | 2.1 | (11.1) |
Prepaid expenses and other current assets | (4.9) | (6.2) |
Other assets | (0.1) | (0.7) |
Accounts payable and accrued liabilities and other liabilities | (26.6) | (10.2) |
Net cash provided by operating activities | 34.3 | 23.6 |
Cash flows from investing activities: | ||
Acquisitions, net of cash received | (7.5) | (0.3) |
Additions to property, plant and equipment | (53.7) | (38.6) |
Additions to intangible assets | (2.7) | (2.5) |
Proceeds from sale of property, plant and equipment | 0.2 | 0.4 |
Other investing activities | 2.2 | 0.5 |
Net cash used in investing activities | (61.5) | (40.5) |
Cash flows from financing activities: | ||
Payments of long-term debt | (5) | (4.5) |
Proceeds from short-term borrowings | 61 | 0 |
Payments on short-term borrowings | (33.2) | 0 |
Issuance of common shares | 4.3 | 1.2 |
Common shares repurchased and canceled | (19.3) | (1.8) |
Dividends paid to common shareholders | (12.8) | (11.3) |
Payment of deferred consideration for acquisitions | (0.8) | (0.1) |
Other financing activities | 6.1 | 3.9 |
Net cash provided by (used in) financing activities | 0.3 | (12.6) |
Effect of exchange rate changes on cash | 0.8 | (0.9) |
Net decrease in cash, cash equivalents and restricted cash | (26.1) | (30.4) |
Cash and cash equivalents and restricted cash, beginning of period | 122.6 | 128.4 |
Cash and cash equivalents and restricted cash, end of period | 96.5 | 98 |
Supplemental Non-cash Investing and Financing Activities: | ||
Dividends payable issued through accounts payable and accrued liabilities | 0.2 | 0.2 |
Additions to property, plant and equipment through accounts payable and accrued liabilities and other liabilities | 20.7 | 24.2 |
Financing lease right-of-use assets obtained in exchange for lease obligations | 1.6 | 2.7 |
Operating lease right-of-use assets obtained in exchange for lease obligations | 5.6 | 5.5 |
Inventory transfer to property, plant and equipment | 6.9 | 0 |
Supplemental Disclosures of Cash Flow Information: | ||
Cash paid for interest | 5.3 | 3.5 |
Cash paid for income taxes, net | $ 1.2 | $ 1 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Equity Incentive Plan | Common Shares | Common Shares Equity Incentive Plan | Additional Paid-in-Capital | Additional Paid-in-Capital Equity Incentive Plan | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive Loss |
Beginning Balance (in shares) at Jan. 01, 2022 | 160,732,000 | |||||||
Beginning Balance at Jan. 01, 2022 | $ 1,320.1 | $ 1,286.9 | $ 85.9 | $ 16.4 | $ (69.1) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (6.7) | (6.7) | ||||||
Other comprehensive loss, net of tax | (0.1) | (0.1) | ||||||
Common shares dividends | (11.5) | (11.5) | ||||||
Share-based compensation | 3.3 | 3.3 | ||||||
Common shares repurchased and canceled (in shares) | (114,000) | |||||||
Common shares repurchased and canceled | (1.8) | $ (1.8) | ||||||
Common shares issued - Equity Incentive Plan (in shares) | 432,000 | |||||||
Common shares issued - Equity Incentive Plan | $ 0.8 | $ 6.1 | $ (5.3) | |||||
Common shares issued - Employee Stock Purchase Plan (in shares) | 25,000 | |||||||
Common shares issued - Employee Stock Purchase Plan | 0.4 | $ 0.4 | ||||||
Ending Balance (in shares) at Apr. 02, 2022 | 161,075,000 | |||||||
Ending Balance at Apr. 02, 2022 | $ 1,304.5 | $ 1,291.6 | 83.9 | (1.8) | (69.2) | |||
Beginning Balance (in shares) at Dec. 31, 2022 | 159,752,299 | 159,752,000 | ||||||
Beginning Balance at Dec. 31, 2022 | $ 1,282.9 | $ 1,283.2 | 91.3 | (9.4) | (82.2) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 5.8 | 5.8 | ||||||
Other comprehensive loss, net of tax | (6.6) | (6.6) | ||||||
Common shares dividends | (12.9) | (12.9) | ||||||
Share-based compensation | 2.3 | 2.3 | ||||||
Common shares repurchased and canceled (in shares) | (1,278,000) | |||||||
Common shares repurchased and canceled | (19.3) | $ (11.6) | (7.7) | |||||
Common shares issued - Equity Incentive Plan (in shares) | 760,000 | |||||||
Common shares issued - Equity Incentive Plan | $ 3.9 | $ 11.3 | $ (7.4) | |||||
Common shares issued - Employee Stock Purchase Plan (in shares) | 27,000 | |||||||
Common shares issued - Employee Stock Purchase Plan | $ 0.4 | $ 0.4 | 0 | |||||
Ending Balance (in shares) at Apr. 01, 2023 | 159,260,862 | 159,261,000 | ||||||
Ending Balance at Apr. 01, 2023 | $ 1,256.5 | $ 1,283.3 | $ 86.2 | $ (24.2) | $ (88.8) |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends per common share (in USD per share) | $ 0.08 | $ 0.07 |
Business and Recent Accounting
Business and Recent Accounting Pronouncements | 3 Months Ended |
Apr. 01, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Recent Accounting Pronouncements | Business and Recent Accounting Pronouncements Description of Business As used herein, “Primo,” “the Company,” “our Company,” “Primo Water Corporate,” “us,” or “our” refers to Primo Water Corporation, together with its consolidated subsidiaries. Primo is a leading pure-play water solutions provider in North America and Europe and generated approximately $2.2 billion in annual revenue in 2022. Primo operates largely under a recurring revenue model in the large format water category (defined as 3 gallons or greater). This business strategy is commonly referred to as “razor-razorblade” because the initial sale of a product creates a base of users who frequently purchase complementary consumable products. The razor in Primo’s revenue model is its industry leading line-up of innovative water dispensers, which are sold through approximately 10,000 retail locations and online at various price points. The dispensers help increase household and business penetration which drives recurring purchases of Primo’s razorblade offering or water solutions. Primo’s razorblade offering is comprised of Water Direct, Water Exchange, and Water Refill. Through its Water Direct business, Primo delivers sustainable hydration solutions across its 21-country footprint direct to customers, whether at home or to businesses. Through its Water Exchange business, customers visit retail locations and purchase a pre-filled bottle of water. Once consumed, empty bottles are exchanged at our recycling center displays, which provide a ticket that offers a discount toward the purchase of a new bottle. Water Exchange is available in approximately 17,500 retail locations. Through its Water Refill business, customers refill empty bottles at approximately 23,500 self-service refill drinking water machines. Primo also offers water filtration units across its 21-country footprint. Primo’s water solutions expand consumer access to purified, spring and mineral water to promote a healthier, more sustainable lifestyle while simultaneously reducing plastic waste and pollution. Primo is committed to its water stewardship standards and is proud to partner with the International Bottled Water Association in North America as well as with Watercoolers Europe, which ensure strict adherence to safety, quality, sanitation and regulatory standards for the benefit of consumer protection. Environmental stewardship is a part of who we are, and we have worked to progressively achieve carbon neutrality throughout our organization. Our European operations have maintained carbon neutrality for more than eleven years, and our U.S. operations achieved carbon neutral certification in 2020 under the CarbonNeutral Protocol, an international standard administered by Climate Impact Partners. In 2021, the Company achieved carbon neutrality on a global basis. In late 2021, Primo announced its planned exit from the North American small-format retail water business. This business was relatively small and used predominantly single-use plastic bottles. The exit from this category is estimated to reduce single-use retail water bottles from our production environment by more than 400 million, annually, while also improving overall margins. The exit was completed during the second quarter of 2022. During the second quarter of 2022, our Board of Directors approved the exit from our business in Russia, which was completed during the third quarter of 2022. Basis of Presentation The accompanying interim unaudited Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial reporting. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of our results of operations for the interim periods reported and of our financial condition as of the date of the interim balance sheet have been included. The Consolidated Balance Sheet as of December 31, 2022 included herein was derived from the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (our “2022 Annual Report”). This Quarterly Report on Form 10-Q should be read in conjunction with the annual audited Consolidated Financial Statements and accompanying notes in our 2022 Annual Report. The accounting policies used in these interim Consolidated Financial Statements are consistent with those used in the annual Consolidated Financial Statements. The presentation of these interim Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Changes in Presentation During the second quarter of 2022, we reviewed and realigned our reporting segments to reflect how the business will be managed and evaluated by the Chief Executive Officer, who is the Company’s chief operating decision maker. Following such review, certain of our businesses previously included in the Rest of World segment (now renamed "Europe") were realigned between the Europe reporting segment and the Other category. Our two reporting segments are as follows: North America (which includes our DS Services of America, Inc. (“DSS”), Aquaterra Corporation (“Aquaterra”), Mountain Valley Spring Company (“Mountain Valley”) and Legacy Primo businesses) and Europe (which includes the European business of Eden Springs Netherlands B.V. (“Eden Europe”), Decantae Mineral Water Limited (“Decantae”) and Fonthill Waters Ltd ("Fonthill") businesses). The Other category includes the Israel business of Eden ("Eden Israel"), Aimia Foods Limited (“Aimia”) and John Farrer & Company Limited (“Farrers”) businesses, as well as our corporate oversight function and other miscellaneous expenses. Segment reporting results have been recast to reflect these changes for all periods presented. Significant Accounting Policies Included in Note 1 of our 2022 Annual Report is a summary of the Company’s significant accounting policies. Provided below is a summary of additional accounting policies that are significant to the financial results of the Company. Cost of sales We record costs associated with the manufacturing of our products in cost of sales. Shipping and handling costs incurred to store, prepare and move products between production facilities or from production facilities to branch locations or storage facilities are recorded in cost of sales. Shipping and handling costs incurred to deliver products from our branch locations to the end-user consumer of those products are recorded in selling, general and administrative ("SG&A") expenses. All other costs incurred in the shipment of products from our production facilities to customer locations are reflected in cost of sales. Shipping and handling costs included in SG&A expenses were $140.2 million and $127.3 million for the three months ended April 1, 2023 and April 2, 2022, respectively. Finished goods inventory costs include the cost of direct labor and materials and the applicable share of overhead expense chargeable to production. Recently adopted accounting pronouncements Update ASU 2020-04 – Reference Rate Reform (Topic 848) In March 2020, the FASB issued guidance which provides expedients and exceptions to account for contracts, hedging relationships and other transactions that reference LIBOR or any other reference rates expected to be discontinued because of reference rate reform. This guidance is effective as of March 12, 2020 through December 31, 2022 (updated to December 31, 2024 by the December 2022 issuance of Accounting Standards Update ("ASU") 2022-06) and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2024. We elected to apply the debt agreement expedient and therefore will account for debt agreement amendments as if the modification was not substantial and thus a continuation of the existing contract. Effective January 13, 2023, we entered into the Second LIBOR Transition Amendment to the Credit Agreement, which transitioned the credit agreement from LIBOR to the Secured Overnight Financing Rate ("SOFR"). The amendment did not have a material impact on our Consolidated Financial Statements. Update ASU 2021-08- Business Combinations (Topic 805) In October 2021, the FASB issued guidance that requires entities to use principles in ASC 606 to recognize and measure contract assets and liabilities in revenue contracts acquired in a business combination rather than fair value. For public entities, this guidance is effective for fiscal years beginning after December 15, 2022 for annual and interim periods. Early adoption is permitted, including adoption in an interim period. If early adopted, the amendments are applied retrospectively to all business combinations for which the acquisition date occurred during the fiscal year of adoption. The adoption of this standard did not have a material impact on our Consolidated Financial Statements. |
Revenue
Revenue | 3 Months Ended |
Apr. 01, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Our principal sources of revenue are from bottled water delivery direct to consumers primarily in North America and Europe and from providing multi-gallon purified bottled water, self-service refill drinking water and water dispensers through retailers in North America. Revenue is recognized, net of sales returns, when a customer obtains control of promised goods or services in an amount that reflects the consideration we expect to receive in exchange for those goods or services. We measure revenue based on the consideration specified in the customer arrangement, and revenue is recognized when the performance obligations in the customer arrangement are satisfied. A performance obligation is a contractual promise to transfer a distinct service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when the customer receives the benefit of the performance obligation. Customers typically receive the benefit of our services as they are performed. Substantially all our customer contracts require that we be compensated for services performed to date. This may be upon shipment of goods or upon delivery to the customer, depending on contractual terms. Shipping and handling costs paid by the customer to us are included in revenue and costs incurred by us for shipping and handling activities that are performed after a customer obtains control of the product are accounted for as fulfillment costs. In addition, we exclude from net revenue and cost of sales taxes assessed by governmental authorities on revenue-producing transactions. Although we occasionally accept returns of products from our customers, historically returns have not been material. Contract Estimates The nature of certain of our contracts give rise to variable consideration including cash discounts, volume-based rebates, point of sale promotions, and other promotional discounts to certain customers. For all promotional programs and discounts, we estimate the rebate or discount that will be granted to the customer and record an accrual upon invoicing. These estimated rebates or discounts are included in the transaction price of our contracts with customers as a reduction to net revenues and are included as accrued sales incentives in accounts payable and accrued liabilities in the Consolidated Balance Sheets. Accrued sales incentives were $5.8 million and $7.8 million on April 1, 2023 and December 31, 2022, respectively. We do not disclose the value of unsatisfied performance obligations for contracts (i) with an original expected length of one year or less or (ii) for which we recognize revenue at the amount in which it has the right to invoice as the product is delivered. Contract Balances Contract liabilities relate primarily to advances received from our customers before revenue is recognized. These amounts are recorded as deferred revenue and are included in accounts payable and accrued liabilities in the Consolidated Balance Sheets. The advances are expected to be earned as revenue within one year of receipt. Deferred revenues at April 1, 2023 and December 31, 2022 were $16.9 million and $11.5 million, respectively. The amount of revenue recognized in the three months ended April 1, 2023 that was included in the December 31, 2022 deferred revenue balance was $8.3 million. The Company does not have any material contract assets as of April 1, 2023 and December 31, 2022. Disaggregated Revenue In general, our business segmentation is aligned according to the nature and economic characteristics of our products and customer relationships and provides meaningful disaggregation of each business segment’s results of operations. Further disaggregation of net revenue to external customers by geographic area based on customer location is as follows: For the Three Months Ended (in millions of U.S. dollars) April 1, 2023 April 2, 2022 United States $ 396.8 $ 381.8 United Kingdom 39.1 41.4 Canada 15.7 15.4 All other countries 94.9 87.5 Total $ 546.5 $ 526.1 |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 01, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense was $3.2 million on pre-tax income of $9.0 million for the three months ended April 1, 2023, as compared to income tax expense of $2.4 million on pre-tax loss of $4.3 million in the comparable prior year period. The effective income tax rate for the three months ended April 1, 2023 was 35.6%, compared to (55.8)% in the comparable prior year period. The effective tax rate for the three months ended April 1, 2023 varied from the effective tax rate in the comparable prior year period due to increased income related primarily to foreign exchange gains in tax jurisdictions for which no tax expense is recognized due to existing valuation allowances. The effective tax rate for the three months ended April 1, 2023 varied from applicable statutory tax rates primarily due to losses in tax jurisdictions for which no tax benefit is recognized due to existing valuation allowances and income in tax jurisdictions with tax rates lower than the Canadian statutory tax rate. |
Common Shares and Net Income (L
Common Shares and Net Income (Loss) per Common Share | 3 Months Ended |
Apr. 01, 2023 | |
Earnings Per Share [Abstract] | |
Common Shares and Net Income (Loss) per Common Share | Common Shares and Net Income (Loss) per Common Share Common Shares On August 9, 2022, our Board of Directors approved a share repurchase program for up to $100.0 million of our outstanding common shares over a 12-month period commencing on August 15, 2022. For the three months ended April 1, 2023, we repurchased 1,112,514 common shares for approximately $16.6 million through open market transactions under the repurchase plan. On May 4, 2021, our Board of Directors approved a share repurchase program for up to $50.0 million of our outstanding common shares over a 12-month period, which expired on May 10, 2022. There were no shares repurchased under the plan during the three months ended April 2, 2022. Shares purchased under these repurchase plans were subsequently canceled. Net Income (Loss) per Common Share Basic net income (loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the periods presented. Diluted net income (loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding adjusted to include the effect, if dilutive, of the exercise of in-the-money stock options, performance-based RSUs, and time-based RSUs during the periods presented. The components of weighted average basic and diluted shares outstanding are below: For the Three Months Ended (in thousands) April 1, 2023 April 2, 2022 Weighted average common shares outstanding - basic 159,726 160,928 Dilutive effect of Stock Options 367 — Dilutive effect of Performance-based RSUs 205 — Dilutive effect of Time-based RSUs 483 — Weighted average common shares outstanding - diluted 160,781 160,928 The following table summarizes anti-dilutive securities excluded from the computation of diluted net income (loss) per common share for the periods indicated: For the Three Months Ended (in thousands) April 1, 2023 April 2, 2022 Stock Options 1,396 4,715 Performance-based RSUs 1 1,230 1,201 Time-based RSUs 2 — 887 ______________________ 1 Performance-based RSUs represent the number of shares expected to be issued based primarily on the estimated achievement of performance targets for these awards. 2 Time-based RSUs represent the number of shares expected to be issued based on known employee retention information. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Apr. 01, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting Our broad portfolio of products includes bottled water, water dispensers, self-service refill drinking water, filtration units, premium spring, sparkling and flavored essence water, mineral water, and coffee. During the second quarter of 2022, we reviewed and realigned our reporting segments to reflect how the business will be managed and results will be evaluated. Following such review, certain of our businesses previously included in the Rest of World segment (now renamed "Europe") were realigned between the Europe reporting segment and the Other category. Our two reporting segments are as follows: North America (which includes our DSS, Aquaterra, Mountain Valley and Legacy Primo businesses) and Europe (which includes our Eden Europe, Decantae and Fonthill businesses). The Other category includes our Eden Israel, Aimia and Farrers businesses, as well as our corporate oversight function and other miscellaneous expenses. Segment reporting results have been recast to reflect these changes for all periods presented. (in millions of U.S. dollars) North America Europe Other Total For the Three Months Ended April 1, 2023 Revenue, net $ 412.3 $ 69.4 $ 64.8 $ 546.5 Depreciation and amortization 46.8 9.6 6.0 62.4 Operating income (loss) 34.7 2.9 (16.1) 21.5 Additions to property, plant and equipment 42.1 6.5 5.1 53.7 (in millions of U.S. dollars) North America Europe Other Total For the Three Months Ended April 2, 2022 Revenue, net $ 397.1 $ 64.3 $ 64.7 $ 526.1 Depreciation and amortization 45.3 9.8 6.1 61.2 Operating income (loss) 28.3 (3.6) (9.4) 15.3 Additions to property, plant and equipment 26.6 6.2 5.8 38.6 Revenues by channel by reporting segment were as follows: For the Three Months Ended April 1, 2023 (in millions of U.S. dollars) North America Europe Other Total Revenue, net Water Direct/Water Exchange $ 312.4 $ 53.0 $ 10.4 $ 375.8 Water Refill/Water Filtration 52.2 8.8 0.6 61.6 Other Water 11.3 0.2 15.7 27.2 Water Dispensers 12.7 0.1 — 12.8 Other 23.7 7.3 38.1 69.1 Total $ 412.3 $ 69.4 $ 64.8 $ 546.5 For the Three Months Ended April 2, 2022 (in millions of U.S. dollars) North America Europe Other Total Revenue, net Water Direct/Water Exchange $ 278.3 $ 48.2 $ 10.8 $ 337.3 Water Refill/Water Filtration 42.2 8.2 0.5 50.9 Other Water 34.0 0.4 16.0 50.4 Water Dispensers 14.2 — — 14.2 Other 28.4 7.5 37.4 73.3 Total $ 397.1 $ 64.3 $ 64.7 $ 526.1 |
Inventories
Inventories | 3 Months Ended |
Apr. 01, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The following table summarizes inventories as of April 1, 2023 and December 31, 2022: (in millions of U.S. dollars) April 1, 2023 December 31, 2022 Raw materials $ 58.2 $ 68.5 Finished goods 32.8 30.9 Resale items 11.5 11.1 Other 1.8 1.6 Total $ 104.3 $ 112.1 |
Debt
Debt | 3 Months Ended |
Apr. 01, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Revolving Credit Facility On March 6, 2020, the Company entered into a credit agreement (the “Credit Agreement”) among the Company, as parent borrower, Primo Water Holdings Inc. and certain other subsidiary borrowers, certain other subsidiaries of the Company from time to time designated as subsidiary borrowers, Bank of America, N.A., as administrative agent and collateral agent, and the lenders from time to time party thereto. The Credit Agreement provides for a senior secured revolving credit facility in an initial aggregate committed amount of $350.0 million (the “Revolving Credit Facility”), which may be increased by incremental credit extensions from time to time in the form of term loans or additional revolving credit commitments. The Revolving Credit Facility has a five year maturity date and includes letter of credit and swing line loan sub facilities. Initial borrowings under the Revolving Credit Facility were used to refinance in full and terminate our previously existing asset-based lending credit facility (“ABL facility”). Certain letters of credit outstanding under the ABL Facility were rolled over under the Revolving Credit Facility. We incurred approximately $3.4 million of financing fees in connection with the Revolving Credit Facility. The Revolving Credit Facility was considered to be a modification of the ABL facility under GAAP. These new financing fees along with $1.8 million of unamortized deferred costs of the ABL facility are being amortized using the straight-line method over the duration of the Revolving Credit Facility. As of April 1, 2023, the outstanding borrowings under the Revolving Credit Facility were $224.8 million and were recorded in short-term borrowings on the Consolidated Balance Sheet. Outstanding letters of credit totaled $56.6 million resulting in total utilization under the Revolving Credit Facility of $281.4 million. Accordingly, unused availability under the Revolving Credit Facility as of April 1, 2023 amounted to $68.6 million. On January 13, 2023, we entered into the Second LIBOR Transition Amendment to the Credit Agreement, which replaced interest rate calculations based on LIBOR with calculations based on SOFR. As of April 1, 2023, borrowings under the Credit Agreement bore interest at a rate per annum equal to either: (a) a euro currency rate as determined under the Credit Agreement, plus the applicable margin, or (b) a term SOFR rate, as determined under the Credit Agreement, plus the applicable margin, (c) a base rate equal to the highest of (i) Bank of America’s prime rate, (ii) 0.5% per annum above the federal funds rate, and (iii) the term SOFR rate, as determined under the Credit Agreement, for a one month interest period, plus 1.0%, plus the applicable margin, or (d) an alternative currency daily or term rate, as determined under the Credit Agreement, plus the applicable margin. The applicable margin for euro currency, term SOFR, and alternative currency rate loans ranges from 1.375% to 2.000% and the applicable margin for base rate loans ranges from 0.375% to 1.000%, in each case depending on our consolidated total leverage ratio. Unutilized commitments under the Credit Agreement are subject to a commitment fee ranging from 0.20% to 0.30% per annum depending on our consolidated total leverage ratio, payable on a quarterly basis. The weighted average effective interest rate at April 1, 2023 and December 31, 2022 on the Revolving Credit Facility outstanding borrowings was 6.4% and 5.9%, respectively. The effective interest rates are based on our aggregate availability. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 3 Months Ended |
Apr. 01, 2023 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) Income Changes in accumulated other comprehensive (loss) income (“AOCI”) by component for the three months ended April 1, 2023 and April 2, 2022 were as follows: (in millions of U.S. dollars) 1 Pension Currency Total Beginning balance January 1, 2022 $ (1.7) $ (67.4) $ (69.1) OCI before reclassifications — (0.1) (0.1) Ending balance April 2, 2022 $ (1.7) $ (67.5) $ (69.2) Beginning balance December 31, 2022 $ 1.2 $ (83.4) $ (82.2) OCI before reclassifications — (6.6) (6.6) Ending balance April 1, 2023 $ 1.2 $ (90.0) $ (88.8) ______________________ 1 All amounts are net of tax. Amounts in parentheses indicate debits. There were no amounts reclassified from AOCI for the three months ended April 1, 2023 and April 2, 2022, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 01, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are subject to various claims and legal proceedings with respect to matters such as governmental regulations and other actions arising out of the normal course of business. Management believes that the resolution of these matters will not have a material adverse effect on our financial position, results of operations, or cash flow. We had $56.6 million in standby letters of credit outstanding as of April 1, 2023 ( $46.6 million as of December 31, 2022). Guarantees After the sale of our legacy carbonated soft drink and juice business in January 2018, we have continued to provide contractual payment guarantees to two third-party lessors of certain real property used in these businesses. The leases were conveyed to the buyer as part of the sale, but our guarantee was not released by the landlord. The two lease agreements mature in 2027 and 2028. The maximum potential amount of undiscounted future payments under the guarantee is approximately $12.8 million as of April 1, 2023, which was calculated based on the minimum lease payments of the leases over the remaining term of the agreements. The sale documents require the buyer to pay all p ost-closing obligations under these conveyed leases, and to reimburse us if the landlord calls on a guarantee. The buyer has also agreed to a covenant to negotiate with the landlords for a release of our guarantees. We currently do not believe it is probable we would be required to perform under any of these guarantees or any of the underlying obligations. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Apr. 01, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements FASB Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. Fair Value of Financial Instruments The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents, receivables, payables, short-term borrowings, and long-term debt approximate their respective fair values, except as otherwise indicated. The carrying values and estimated fair values of our significant outstanding debt as of April 1, 2023 and December 31, 2022 were as follows: April 1, 2023 December 31, 2022 (in millions of U.S. dollars) Carrying Fair Carrying Fair 3.875% senior notes due in 2028 1,2 $ 484.0 $ 421.4 $ 473.5 $ 418.7 4.375% senior notes due in 2029 1,2 741.7 653.4 741.4 642.2 Total $ 1,225.7 $ 1,074.8 $ 1,214.9 $ 1,060.9 ______________________ 1 The fair values were based on the trading levels and bid/offer prices observed by a market participant and are considered Level 2 financial instruments. 2 Carrying value of our significant outstanding debt is net of unamortized debt issuance costs as of April 1, 2023 and December 31, 2022. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Apr. 01, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn May 3, 2023, our Board of Directors declared a dividend of $0.08 per share on common shares, payable in cash on June 14, 2023, to shareowners of record at the close of business on June 2, 2023. |
Business and Recent Accountin_2
Business and Recent Accounting Pronouncements - (Policies) | 3 Months Ended |
Apr. 01, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim unaudited Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial reporting. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of our results of operations for the interim periods reported and of our financial condition as of the date of the interim balance sheet have been included. The Consolidated Balance Sheet as of December 31, 2022 included herein was derived from the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (our “2022 Annual Report”). This Quarterly Report on Form 10-Q should be read in conjunction with the annual audited Consolidated Financial Statements and accompanying notes in our 2022 Annual Report. The accounting policies used in these interim Consolidated Financial Statements are consistent with those used in the annual Consolidated Financial Statements. |
Cost of sales | Cost of salesWe record costs associated with the manufacturing of our products in cost of sales. Shipping and handling costs incurred to store, prepare and move products between production facilities or from production facilities to branch locations or storage facilities are recorded in cost of sales. Shipping and handling costs incurred to deliver products from our branch locations to the end-user consumer of those products are recorded in selling, general and administrative ("SG&A") expenses. All other costs incurred in the shipment of products from our production facilities to customer locations are reflected in cost of sales. Shipping and handling costs included in SG&A expenses were $140.2 million and $127.3 million for the three months ended April 1, 2023 and April 2, 2022, respectively. Finished goods inventory costs include the cost of direct labor and materials and the applicable share of overhead expense chargeable to production. |
Recently adopted accounting pronouncements | Recently adopted accounting pronouncements Update ASU 2020-04 – Reference Rate Reform (Topic 848) In March 2020, the FASB issued guidance which provides expedients and exceptions to account for contracts, hedging relationships and other transactions that reference LIBOR or any other reference rates expected to be discontinued because of reference rate reform. This guidance is effective as of March 12, 2020 through December 31, 2022 (updated to December 31, 2024 by the December 2022 issuance of Accounting Standards Update ("ASU") 2022-06) and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2024. We elected to apply the debt agreement expedient and therefore will account for debt agreement amendments as if the modification was not substantial and thus a continuation of the existing contract. Effective January 13, 2023, we entered into the Second LIBOR Transition Amendment to the Credit Agreement, which transitioned the credit agreement from LIBOR to the Secured Overnight Financing Rate ("SOFR"). The amendment did not have a material impact on our Consolidated Financial Statements. Update ASU 2021-08- Business Combinations (Topic 805) In October 2021, the FASB issued guidance that requires entities to use principles in ASC 606 to recognize and measure contract assets and liabilities in revenue contracts acquired in a business combination rather than fair value. For public entities, this guidance is effective for fiscal years beginning after December 15, 2022 for annual and interim periods. Early adoption is permitted, including adoption in an interim period. If early adopted, the amendments are applied retrospectively to all business combinations for which the acquisition date occurred during the fiscal year of adoption. The adoption of this standard did not have a material impact on our Consolidated Financial Statements. |
Revenue | Revenue is recognized, net of sales returns, when a customer obtains control of promised goods or services in an amount that reflects the consideration we expect to receive in exchange for those goods or services. We measure revenue based on the consideration specified in the customer arrangement, and revenue is recognized when the performance obligations in the customer arrangement are satisfied. A performance obligation is a contractual promise to transfer a distinct service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when the customer receives the benefit of the performance obligation. Customers typically receive the benefit of our services as they are performed. Substantially all our customer contracts require that we be compensated for services performed to date. This may be upon shipment of goods or upon delivery to the customer, depending on contractual terms. Shipping and handling costs paid by the customer to us are included in revenue and costs incurred by us for shipping and handling activities that are performed after a customer obtains control of the product are accounted for as fulfillment costs. In addition, we exclude from net revenue and cost of sales taxes assessed by governmental authorities on revenue-producing transactions. Although we occasionally accept returns of products from our customers, historically returns have not been material. |
Revenue - (Tables)
Revenue - (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Geographic Area | Further disaggregation of net revenue to external customers by geographic area based on customer location is as follows: For the Three Months Ended (in millions of U.S. dollars) April 1, 2023 April 2, 2022 United States $ 396.8 $ 381.8 United Kingdom 39.1 41.4 Canada 15.7 15.4 All other countries 94.9 87.5 Total $ 546.5 $ 526.1 |
Common Shares and Net Income _2
Common Shares and Net Income (Loss) per Common Share - (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Earnings Per Share [Abstract] | |
Reconciliation of Numerator and Denominators of Basic and Diluted Net Income (Loss) Per Common Share | The components of weighted average basic and diluted shares outstanding are below: For the Three Months Ended (in thousands) April 1, 2023 April 2, 2022 Weighted average common shares outstanding - basic 159,726 160,928 Dilutive effect of Stock Options 367 — Dilutive effect of Performance-based RSUs 205 — Dilutive effect of Time-based RSUs 483 — Weighted average common shares outstanding - diluted 160,781 160,928 |
Summary of the Anti-dilutive Securities Excluded from the Computation of Diluted Net Income (Loss) Per Common Share | The following table summarizes anti-dilutive securities excluded from the computation of diluted net income (loss) per common share for the periods indicated: For the Three Months Ended (in thousands) April 1, 2023 April 2, 2022 Stock Options 1,396 4,715 Performance-based RSUs 1 1,230 1,201 Time-based RSUs 2 — 887 ______________________ 1 Performance-based RSUs represent the number of shares expected to be issued based primarily on the estimated achievement of performance targets for these awards. 2 Time-based RSUs represent the number of shares expected to be issued based on known employee retention information. |
Segment Reporting - (Tables)
Segment Reporting - (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting Information by Operating Segment | (in millions of U.S. dollars) North America Europe Other Total For the Three Months Ended April 1, 2023 Revenue, net $ 412.3 $ 69.4 $ 64.8 $ 546.5 Depreciation and amortization 46.8 9.6 6.0 62.4 Operating income (loss) 34.7 2.9 (16.1) 21.5 Additions to property, plant and equipment 42.1 6.5 5.1 53.7 (in millions of U.S. dollars) North America Europe Other Total For the Three Months Ended April 2, 2022 Revenue, net $ 397.1 $ 64.3 $ 64.7 $ 526.1 Depreciation and amortization 45.3 9.8 6.1 61.2 Operating income (loss) 28.3 (3.6) (9.4) 15.3 Additions to property, plant and equipment 26.6 6.2 5.8 38.6 |
Revenues by Channel Reporting Segment | Revenues by channel by reporting segment were as follows: For the Three Months Ended April 1, 2023 (in millions of U.S. dollars) North America Europe Other Total Revenue, net Water Direct/Water Exchange $ 312.4 $ 53.0 $ 10.4 $ 375.8 Water Refill/Water Filtration 52.2 8.8 0.6 61.6 Other Water 11.3 0.2 15.7 27.2 Water Dispensers 12.7 0.1 — 12.8 Other 23.7 7.3 38.1 69.1 Total $ 412.3 $ 69.4 $ 64.8 $ 546.5 For the Three Months Ended April 2, 2022 (in millions of U.S. dollars) North America Europe Other Total Revenue, net Water Direct/Water Exchange $ 278.3 $ 48.2 $ 10.8 $ 337.3 Water Refill/Water Filtration 42.2 8.2 0.5 50.9 Other Water 34.0 0.4 16.0 50.4 Water Dispensers 14.2 — — 14.2 Other 28.4 7.5 37.4 73.3 Total $ 397.1 $ 64.3 $ 64.7 $ 526.1 |
Inventories - (Tables)
Inventories - (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | The following table summarizes inventories as of April 1, 2023 and December 31, 2022: (in millions of U.S. dollars) April 1, 2023 December 31, 2022 Raw materials $ 58.2 $ 68.5 Finished goods 32.8 30.9 Resale items 11.5 11.1 Other 1.8 1.6 Total $ 104.3 $ 112.1 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive (Loss) Income - (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive (Loss) Income by Component | Changes in accumulated other comprehensive (loss) income (“AOCI”) by component for the three months ended April 1, 2023 and April 2, 2022 were as follows: (in millions of U.S. dollars) 1 Pension Currency Total Beginning balance January 1, 2022 $ (1.7) $ (67.4) $ (69.1) OCI before reclassifications — (0.1) (0.1) Ending balance April 2, 2022 $ (1.7) $ (67.5) $ (69.2) Beginning balance December 31, 2022 $ 1.2 $ (83.4) $ (82.2) OCI before reclassifications — (6.6) (6.6) Ending balance April 1, 2023 $ 1.2 $ (90.0) $ (88.8) ______________________ 1 All amounts are net of tax. Amounts in parentheses indicate debits. There were no amounts reclassified from AOCI for the three months ended April 1, 2023 and April 2, 2022, respectively. |
Fair Value Measurements - (Tabl
Fair Value Measurements - (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Fair Value Disclosures [Abstract] | |
Carrying Value and Estimated Fair Values of Outstanding Debt | The carrying values and estimated fair values of our significant outstanding debt as of April 1, 2023 and December 31, 2022 were as follows: April 1, 2023 December 31, 2022 (in millions of U.S. dollars) Carrying Fair Carrying Fair 3.875% senior notes due in 2028 1,2 $ 484.0 $ 421.4 $ 473.5 $ 418.7 4.375% senior notes due in 2029 1,2 741.7 653.4 741.4 642.2 Total $ 1,225.7 $ 1,074.8 $ 1,214.9 $ 1,060.9 ______________________ 1 The fair values were based on the trading levels and bid/offer prices observed by a market participant and are considered Level 2 financial instruments. 2 Carrying value of our significant outstanding debt is net of unamortized debt issuance costs as of April 1, 2023 and December 31, 2022. |
Business and Recent Accountin_3
Business and Recent Accounting Pronouncements - Additional Information (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Apr. 01, 2023 USD ($) country location segment | Jul. 02, 2022 bottle | Apr. 02, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Business And Basis Of Presentation [Line Items] | ||||
Revenue, net | $ | $ 546.5 | $ 526.1 | $ 2,200 | |
Estimated reduction of single-use retail water bottle production (more than) | bottle | 400,000,000 | |||
North America Segment and Europe Segment | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of reporting segments | segment | 2 | |||
Minimum | Europe | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of years carbon neutrality maintained (more than) | 11 years | |||
Water Dispensers | ||||
Business And Basis Of Presentation [Line Items] | ||||
Revenue, net | $ | $ 12.8 | 14.2 | ||
Number of locations | location | 10,000 | |||
Water Direct | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of countries, country footprint | country | 21 | |||
Water Exchange and Water Refill | Minimum | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of locations | location | 17,500 | |||
Water Refill | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of locations | location | 23,500 | |||
Water Filtration | ||||
Business And Basis Of Presentation [Line Items] | ||||
Number of countries, country footprint | country | 21 | |||
Shipping and Handling | Selling, General and Administrative Expenses | ||||
Business And Basis Of Presentation [Line Items] | ||||
Shipping and handling costs | $ | $ 140.2 | $ 127.3 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 01, 2023 | Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Accrued sales incentives | $ 5.8 | $ 7.8 |
Deferred revenue | 16.9 | $ 11.5 |
Revenue recognized | $ 8.3 |
Revenue - Schedule of Revenue t
Revenue - Schedule of Revenue to External Customers (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | |||
Total | $ 546.5 | $ 526.1 | $ 2,200 |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Total | 396.8 | 381.8 | |
United Kingdom | |||
Disaggregation of Revenue [Line Items] | |||
Total | 39.1 | 41.4 | |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Total | 15.7 | 15.4 | |
All other countries | |||
Disaggregation of Revenue [Line Items] | |||
Total | $ 94.9 | $ 87.5 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 3.2 | $ 2.4 |
Pre-tax income (loss) from continuing operations | $ 9 | $ (4.3) |
Effective income tax rates | 35.60% | (55.80%) |
Common Shares and Net Income _3
Common Shares and Net Income (Loss) per Common Share - Additional Information (Details) - USD ($) | 3 Months Ended | |||||
Aug. 15, 2022 | May 10, 2021 | Apr. 01, 2023 | Apr. 02, 2022 | Aug. 09, 2022 | May 04, 2021 | |
Equity, Class of Treasury Stock [Line Items] | ||||||
Common shares repurchased and canceled | $ 19,300,000 | $ 1,800,000 | ||||
August 2022 Share Repurchase Program | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Share repurchase program, authorized amount (up to) | $ 100,000,000 | |||||
Share repurchase program, period in force | 12 months | |||||
Common shares repurchased and cancelled (in shares) | 1,112,514 | 0 | ||||
Common shares repurchased and canceled | $ 16,600,000 | |||||
May 2021 Share Repurchase Program | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Share repurchase program, authorized amount (up to) | $ 50,000,000 | |||||
Share repurchase program, period in force | 12 months |
Common Shares and Net Income _4
Common Shares and Net Income (Loss) per Common Share - Weighted Average Reconciliation (Details) - shares shares in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Weighted average common shares outstanding - basic (in shares) | 159,726 | 160,928 |
Weighted average common shares outstanding - diluted (in shares) | 160,781 | 160,928 |
Performance-based RSUs | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Dilutive effect (in shares) | 205 | 0 |
Time-based RSUs | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Dilutive effect (in shares) | 483 | 0 |
Stock Options | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Dilutive effect (in shares) | 367 | 0 |
Common Shares and Net Income _5
Common Shares and Net Income (Loss) per Common Share - Anti-dilutive Securities Excluded from the Computation (Details) - shares shares in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted income (loss) per common share (in shares) | 1,396 | 4,715 |
Performance-based RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted income (loss) per common share (in shares) | 1,230 | 1,201 |
Time-based RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted income (loss) per common share (in shares) | 0 | 887 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) | 3 Months Ended |
Apr. 01, 2023 segment | |
North America Segment and Europe Segment | |
Segment Reporting Information [Line Items] | |
Number of reporting segments | 2 |
Segment Reporting - Information
Segment Reporting - Information by Operating Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Revenue, net | $ 546.5 | $ 526.1 | $ 2,200 |
Depreciation and amortization | 62.4 | 61.2 | |
Operating income (loss) | 21.5 | 15.3 | |
Additions to property, plant and equipment | 53.7 | 38.6 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Revenue, net | 64.8 | 64.7 | |
Depreciation and amortization | 6 | 6.1 | |
Operating income (loss) | (16.1) | (9.4) | |
Additions to property, plant and equipment | 5.1 | 5.8 | |
North America | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Revenue, net | 412.3 | 397.1 | |
Depreciation and amortization | 46.8 | 45.3 | |
Operating income (loss) | 34.7 | 28.3 | |
Additions to property, plant and equipment | 42.1 | 26.6 | |
Europe | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Revenue, net | 69.4 | 64.3 | |
Depreciation and amortization | 9.6 | 9.8 | |
Operating income (loss) | 2.9 | (3.6) | |
Additions to property, plant and equipment | $ 6.5 | $ 6.2 |
Segment Reporting - Revenues by
Segment Reporting - Revenues by Channel Reporting Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Total | $ 546.5 | $ 526.1 | $ 2,200 |
Water Direct/Water Exchange | |||
Segment Reporting Information [Line Items] | |||
Total | 375.8 | 337.3 | |
Water Refill/Water Filtration | |||
Segment Reporting Information [Line Items] | |||
Total | 61.6 | 50.9 | |
Other Water | |||
Segment Reporting Information [Line Items] | |||
Total | 27.2 | 50.4 | |
Water Dispensers | |||
Segment Reporting Information [Line Items] | |||
Total | 12.8 | 14.2 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Total | 69.1 | 73.3 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Total | 64.8 | 64.7 | |
Other | Water Direct/Water Exchange | |||
Segment Reporting Information [Line Items] | |||
Total | 10.4 | 10.8 | |
Other | Water Refill/Water Filtration | |||
Segment Reporting Information [Line Items] | |||
Total | 0.6 | 0.5 | |
Other | Other Water | |||
Segment Reporting Information [Line Items] | |||
Total | 15.7 | 16 | |
Other | Water Dispensers | |||
Segment Reporting Information [Line Items] | |||
Total | 0 | 0 | |
Other | Other | |||
Segment Reporting Information [Line Items] | |||
Total | 38.1 | 37.4 | |
North America | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total | 412.3 | 397.1 | |
North America | Operating Segments | Water Direct/Water Exchange | |||
Segment Reporting Information [Line Items] | |||
Total | 312.4 | 278.3 | |
North America | Operating Segments | Water Refill/Water Filtration | |||
Segment Reporting Information [Line Items] | |||
Total | 52.2 | 42.2 | |
North America | Operating Segments | Other Water | |||
Segment Reporting Information [Line Items] | |||
Total | 11.3 | 34 | |
North America | Operating Segments | Water Dispensers | |||
Segment Reporting Information [Line Items] | |||
Total | 12.7 | 14.2 | |
North America | Operating Segments | Other | |||
Segment Reporting Information [Line Items] | |||
Total | 23.7 | 28.4 | |
Europe | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total | 69.4 | 64.3 | |
Europe | Operating Segments | Water Direct/Water Exchange | |||
Segment Reporting Information [Line Items] | |||
Total | 53 | 48.2 | |
Europe | Operating Segments | Water Refill/Water Filtration | |||
Segment Reporting Information [Line Items] | |||
Total | 8.8 | 8.2 | |
Europe | Operating Segments | Other Water | |||
Segment Reporting Information [Line Items] | |||
Total | 0.2 | 0.4 | |
Europe | Operating Segments | Water Dispensers | |||
Segment Reporting Information [Line Items] | |||
Total | 0.1 | 0 | |
Europe | Operating Segments | Other | |||
Segment Reporting Information [Line Items] | |||
Total | $ 7.3 | $ 7.5 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Details) - USD ($) $ in Millions | Apr. 01, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 58.2 | $ 68.5 |
Finished goods | 32.8 | 30.9 |
Resale items | 11.5 | 11.1 |
Other | 1.8 | 1.6 |
Total | $ 104.3 | $ 112.1 |
Debt - Additional Information (
Debt - Additional Information (Details) - Line of Credit - USD ($) | 3 Months Ended | ||
Mar. 06, 2020 | Apr. 01, 2023 | Dec. 31, 2022 | |
Letter of Credit and Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings | $ 281,400,000 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 350,000,000 | ||
Maturity period | 5 years | ||
Financing fees | $ 3,400,000 | ||
Outstanding borrowings | 224,800,000 | ||
Unused availability | $ 68,600,000 | ||
Weighted average effective interest rate | 6.40% | 5.90% | |
Revolving Credit Facility | Minimum | |||
Debt Instrument [Line Items] | |||
Commitment fee (as a percent) | 0.20% | ||
Revolving Credit Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Commitment fee (as a percent) | 0.30% | ||
Revolving Credit Facility | Federal Funds | |||
Debt Instrument [Line Items] | |||
Applicable margin | 0.50% | ||
Revolving Credit Facility | Euro currency, SOFR, and Alternate currency | Minimum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 1.375% | ||
Revolving Credit Facility | Euro currency, SOFR, and Alternate currency | Maximum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 2% | ||
Revolving Credit Facility | SOFR | |||
Debt Instrument [Line Items] | |||
Applicable margin | 1% | ||
Revolving Credit Facility | Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 0.375% | ||
Revolving Credit Facility | Base Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 1% | ||
Revolving Credit Facility | Abl Facility | |||
Debt Instrument [Line Items] | |||
Unamortized deferred costs | $ 1,800,000 | ||
Letter of Credit | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings | $ 56,600,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive (Loss) Income - Changes by Component (Details) - USD ($) | 3 Months Ended | |
Apr. 01, 2023 | Apr. 02, 2022 | |
AOCI Attributable to Parent | ||
Beginning Balance | $ 1,282,900,000 | $ 1,320,100,000 |
OCI before reclassifications | (6,600,000) | (100,000) |
Ending Balance | 1,256,500,000 | 1,304,500,000 |
Amounts reclassified from AOCI | 0 | 0 |
Pension Benefit Plan Items | ||
AOCI Attributable to Parent | ||
Beginning Balance | 1,200,000 | (1,700,000) |
OCI before reclassifications | 0 | 0 |
Ending Balance | 1,200,000 | (1,700,000) |
Currency Translation Adjustment Items | ||
AOCI Attributable to Parent | ||
Beginning Balance | (83,400,000) | (67,400,000) |
OCI before reclassifications | (6,600,000) | (100,000) |
Ending Balance | (90,000,000) | (67,500,000) |
Total | ||
AOCI Attributable to Parent | ||
Beginning Balance | (82,200,000) | (69,100,000) |
Ending Balance | $ (88,800,000) | $ (69,200,000) |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | Apr. 01, 2023 USD ($) segment | Dec. 31, 2022 USD ($) |
Operating Leased Assets [Line Items] | ||
Number of third-party lessors | segment | 2 | |
Maximum potential amount of undiscounted future payments under the guarantee | $ 12.8 | |
ABL facility | ||
Operating Leased Assets [Line Items] | ||
Standby letters of credit outstanding | $ 56.6 | $ 46.6 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Value and Estimated Fair Values of Outstanding Debt (Details) - USD ($) $ in Millions | Apr. 01, 2023 | Dec. 31, 2022 |
Estimate of Fair Value, Fair Value Disclosure | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 1,074.8 | $ 1,060.9 |
Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Value | 1,225.7 | 1,214.9 |
3.875% senior notes due in 2028 | Estimate of Fair Value, Fair Value Disclosure | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 421.4 | 418.7 |
3.875% senior notes due in 2028 | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate on notes | 3.875% | |
Carrying Value | $ 484 | 473.5 |
4.375% senior notes due in 2029 | Estimate of Fair Value, Fair Value Disclosure | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 653.4 | 642.2 |
4.375% senior notes due in 2029 | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate on notes | 4.375% | |
Carrying Value | $ 741.7 | $ 741.4 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - $ / shares | 3 Months Ended | ||
May 03, 2023 | Apr. 01, 2023 | Apr. 02, 2022 | |
Subsequent Event [Line Items] | |||
Dividends declared per share (in USD per share) | $ 0.08 | $ 0.07 | |
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Dividends declared per share (in USD per share) | $ 0.08 |