Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Oct. 03, 2015 | Nov. 05, 2015 | |
Entity Information [Line Items] | ||
Entity Registrant Name | DARLING INGREDIENTS INC. | |
Entity Central Index Key | 916,540 | |
Current Fiscal Year End Date | --01-02 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Oct. 3, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 164,726,136 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 03, 2015 | Jan. 03, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 148,886 | $ 108,784 |
Restricted cash | 334 | 343 |
Accounts receivable, net | 379,093 | 409,779 |
Inventories | 366,775 | 401,613 |
Prepaid expenses | 47,086 | 44,629 |
Income taxes refundable | 24,936 | 22,140 |
Other current assets | 8,718 | 21,324 |
Deferred income taxes | 29,795 | 45,001 |
Total current assets | 1,005,623 | 1,053,613 |
Property, plant and equipment, less accumulated depreciation of $623,233 at October 3, 2015 and $525,699 at January 3, 2015 | 1,516,598 | 1,574,116 |
Intangible assets, less accumulated amortization of $234,816 at October 3, 2015 and $184,909 at January 3, 2015 | 815,729 | 932,413 |
Goodwill | 1,253,693 | 1,320,419 |
Investment in unconsolidated subsidiaries | 165,137 | 202,712 |
Other assets | 75,523 | 71,009 |
Deferred income taxes | 16,073 | 16,431 |
Total assets | 4,848,376 | 5,170,713 |
Current liabilities: | ||
Current portion of long-term debt | 47,966 | 54,401 |
Accounts payable, principally trade | 155,549 | 168,518 |
Income taxes payable | 11,241 | 4,363 |
Accrued expenses | 238,734 | 256,119 |
Deferred income taxes | 1,864 | 642 |
Total current liabilities | 455,354 | 484,043 |
Long-term debt, net of current portion | 1,976,412 | 2,098,039 |
Other non-current liabilities | 105,783 | 114,700 |
Deferred income taxes | 393,954 | 422,797 |
Total liabilities | $ 2,931,503 | $ 3,119,579 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value; 250,000,000 shares authorized; 167,058,387 and 166,213,793 shares issued at October 3, 2015 and at January 3, 2015, respectively | $ 1,671 | $ 1,662 |
Additional paid-in capital | 1,486,738 | 1,479,637 |
Treasury stock, at cost; 2,332,251 and 1,501,130 shares at October 3, 2015 and at January 3, 2015, respectively | (34,279) | (23,207) |
Accumulated other comprehensive loss | (305,953) | (177,060) |
Retained earnings | 666,060 | 671,958 |
Total Darling's stockholders’ equity | 1,814,237 | 1,952,990 |
Noncontrolling interests | 102,636 | 98,144 |
Total stockholders' equity | 1,916,873 | 2,051,134 |
Total liabilities and stockholders' equity | $ 4,848,376 | $ 5,170,713 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Oct. 03, 2015 | Jan. 03, 2015 |
Assets: | ||
Property, plant and equipment, accumulated depreciation | $ 623,233 | $ 525,699 |
Intangible assets, accumulated amortization | $ 234,816 | $ 184,909 |
Stockholders’ equity: | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 167,058,387 | 166,213,793 |
Treasury stock, shares | 2,332,251 | 1,501,130 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 853,762 | $ 978,665 | $ 2,587,771 | $ 2,956,240 |
Costs and expenses: | ||||
Cost of sales and operating expenses | 671,321 | 764,161 | 2,024,118 | 2,328,872 |
Selling, general and administrative expenses | 75,026 | 95,077 | 245,951 | 279,740 |
Acquisition and integration costs | 1,280 | 2,191 | 7,807 | 22,304 |
Depreciation and amortization | 67,327 | 67,311 | 199,970 | 200,478 |
Total costs and expenses | 814,954 | 928,740 | 2,477,846 | 2,831,394 |
Operating income | 38,808 | 49,925 | 109,925 | 124,846 |
Other expense: | ||||
Interest expense | (24,828) | (25,355) | (82,222) | (110,783) |
Foreign currency gain/(loss) | (2,461) | 1,522 | (3,299) | (12,281) |
Other income/(expense), net | 1,004 | 2,053 | (704) | 28 |
Total other expense | (26,285) | (21,780) | (86,225) | (123,036) |
Equity in net income/(loss) of unconsolidated subsidiaries | (12,021) | (1,055) | (9,657) | 6,062 |
Income/(loss) before income taxes | 502 | 27,090 | 14,043 | 7,872 |
Income tax expense | 7,859 | 11,136 | 14,639 | 8,349 |
Net income/(loss) | (7,357) | 15,954 | (596) | (477) |
Net income attributable to noncontrolling interests | (1,730) | (1,636) | (5,302) | (5,251) |
Net income/(loss) attributable to Darling | $ (9,087) | $ 14,318 | $ (5,898) | $ (5,728) |
Basic income per share (in dollars per share) | $ (0.06) | $ 0.09 | $ (0.04) | $ (0.03) |
Diluted income per share (in dollars per share) | $ (0.06) | $ 0.09 | $ (0.04) | $ (0.03) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Net income/(loss) | $ (7,357) | $ 15,954 | $ (596) | $ (477) |
Other comprehensive income/(loss), net of tax: | ||||
Foreign currency translation | (41,604) | (71,231) | (131,794) | (57,547) |
Pension adjustments | 780 | 321 | 2,327 | 962 |
Total other comprehensive loss, net of tax | (38,963) | (70,139) | (128,893) | (56,915) |
Total comprehensive loss | (46,320) | (54,185) | (129,489) | (57,392) |
Comprehensive income attributable to noncontrolling interests | 39 | 4,985 | 7,929 | 8,095 |
Comprehensive loss attributable to Darling | (46,359) | (59,170) | (137,418) | (65,487) |
Natural Gas Swap [Member] | ||||
Other comprehensive income/(loss), net of tax: | ||||
Derivative adjustments | 0 | (40) | 0 | (164) |
Corn Option [Member] | ||||
Other comprehensive income/(loss), net of tax: | ||||
Derivative adjustments | $ 1,861 | $ 811 | $ 574 | $ (166) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 03, 2015 | Sep. 27, 2014 | |
Cash flows from operating activities: | ||
Net income/(loss) | $ (596) | $ (477) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 199,970 | 200,478 |
Loss/(gain) on disposal of property, plant, equipment and other assets | 627 | (976) |
Gain on insurance proceeds from insurance settlements | (561) | (1,550) |
Deferred taxes | 8,640 | (13,492) |
Increase in long-term pension liability | 678 | 297 |
Stock-based compensation expense | 6,468 | 16,629 |
Write-off deferred loan costs | 10,633 | 4,330 |
Deferred loan cost amortization | 7,380 | 7,394 |
Equity in net (income)/loss of unconsolidated subsidiaries | 9,657 | (6,062) |
Distributions of earnings from unconsolidated subsidiaries | 26,155 | 0 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | 7,658 | (40,646) |
Income taxes refundable/payable | 3,955 | (13,695) |
Inventories and prepaid expenses | 7,667 | (13,113) |
Accounts payable and accrued expenses | (10,318) | 7,859 |
Other | 18,641 | 32,321 |
Net cash provided by operating activities | 296,654 | 179,297 |
Cash flows from investing activities: | ||
Capital expenditures | (162,264) | (153,984) |
Acquisitions, net of cash acquired | 0 | (2,075,651) |
Gross proceeds from disposal of property, plant and equipment and other assets | 2,473 | 2,810 |
Proceeds from insurance settlement | 561 | 1,550 |
Payments related to routes and other intangibles | (2,939) | (8,210) |
Net cash used by investing activities | (162,169) | (2,233,485) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 586,199 | 1,836,917 |
Payments on long-term debt | (595,872) | (310,773) |
Borrowings from revolving credit facility | 78,244 | 170,143 |
Payments on revolving credit facility | (130,876) | (277,254) |
Net cash overdraft financing | (1,261) | 933 |
Deferred loan costs | (17,119) | (45,223) |
Issuance of common stock | 171 | 417 |
Repurchase of treasury stock | (5,912) | 0 |
Minimum withholding taxes paid on stock awards | (4,838) | (6,814) |
Excess tax benefits from stock-based compensation | 0 | 1,451 |
Distributions to noncontrolling interests | (2,820) | 0 |
Net cash provided/(used) by financing activities | (94,084) | 1,369,797 |
Effect of exchange rate changes on cash | (299) | 6,961 |
Net increase/(decrease) in cash and cash equivalents | 40,102 | (677,430) |
Cash and cash equivalents at beginning of period | 108,784 | 870,857 |
Cash and cash equivalents at end of period | 148,886 | 193,427 |
Supplemental disclosure of cash flow information: | ||
Accrued capital expenditures | 940 | (1,436) |
Cash paid during the period for: | ||
Interest, net of capitalized interest | 57,764 | 75,185 |
Income taxes, net of refunds | 4,005 | 15,206 |
Debt issued for service contract assets | $ 2,521 | $ 0 |
General
General | 9 Months Ended |
Oct. 03, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Darling Ingredients Inc., a Delaware corporation (“Darling”, and together with its subsidiaries, the “Company”), is a global developer and producer of sustainable natural ingredients from edible and inedible bio-nutrients, creating a wide range of ingredients and customized specialty solutions for customers in the pharmaceutical, food, pet food, feed, technical, fuel, bioenergy and fertilizer industries. As further discussed in Note 3, on January 7, 2014, the Company acquired the VION Ingredients business division (“VION Ingredients”) of VION Holding, N.V., a Dutch limited liability company (“VION”), by purchasing all of the shares of VION Ingredients International (Holding) B.V., and VION Ingredients Germany GmbH, and 60% of Best Hides GmbH (collectively, the "VION Companies"), pursuant to a Sale and Purchase Agreement dated October 5, 2013, as amended, between Darling and VION (the “VION Acquisition”). The VION Ingredients business is now conducted under the name Darling Ingredients International. The Company’s business is conducted through a global network of over 200 locations across five continents. Effective December 29, 2013, the Company's business operations were reorganized into three new segments, Feed Ingredients, Food Ingredients and Fuel Ingredients, in order to better align its business with the underlying markets and customers that the Company serves. See Note 14 to the consolidated financial statements. The accompanying consolidated financial statements for the three and nine month periods ended October 3, 2015 and September 27, 2014 , have been prepared by the Company in accordance with generally accepted accounting principles in the United States ("GAAP") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The information furnished herein reflects all adjustments (consisting only of normal recurring accruals) that are, in the opinion of management, necessary to present a fair statement of the financial position and operating results of the Company as of and for the respective periods. However, these operating results are not necessarily indicative of the results expected for a full fiscal year. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. However, management of the Company believes, to the best of their knowledge, that the disclosures herein are adequate to make the information presented not misleading. The accompanying consolidated financial statements should be read in conjunction with the audited consolidated financial statements contained in the Company’s Form 10-K for the fiscal year ended January 3, 2015 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Oct. 03, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) Basis of Presentation The consolidated financial statements include the accounts of Darling and its consolidated subsidiaries. Noncontrolling interests represents the outstanding ownership interest in the Company's consolidated subsidiaries that are not owned by the Company. In the accompanying Consolidated Statements of Operations, the noncontrolling interest in net income (loss) of the consolidated subsidiaries is shown as an allocation of the Company's net income and is presented separately as "Net income/(loss) attributable to noncontrolling interests". In the Company's Consolidated Balance Sheets, noncontrolling interests represents the ownership interests in the Company consolidated subsidiaries' net assets held by parties other than the Company. These ownership interests are presented separately as "Noncontrolling interests" within "Stockholders' Equity." All significant intercompany balances and transactions have been eliminated in consolidation. (b) Fiscal Periods The Company has a 52 / 53 week fiscal year ending on the Saturday nearest December 31 . Fiscal periods for the consolidated financial statements included herein are as of October 3, 2015 , and include the 13 and 39 weeks ended October 3, 2015 , and the 13 and 39 weeks ended September 27, 2014 . (c) Revenue Recognition The Company recognizes revenue on sales when products are shipped and the customer takes ownership and assumes risk of loss. Certain customers may be required to prepay prior to shipment in order to maintain payment protection related to certain foreign and domestic sales. These amounts are recorded as unearned revenue and recognized when the products have shipped and the customer takes ownership and assumes risk of loss. The Company recognizes service revenue in the fiscal month the service occurs. (d) Long-Lived Assets Property, Plant and Equipment Property, plant and equipment are recorded at cost. Depreciation is computed by the straight-line method over the estimated useful lives of assets: 1) Buildings and improvements, 15 to 30 years; 2) Machinery and equipment, 3 to 10 years; 3) Vehicles, 3 to 8 years; and 4) Aircraft, 7 to 10 years. Maintenance and repairs are charged to expense as incurred and expenditures for major renewals and improvements are capitalized. Intangible Assets Intangible assets with indefinite lives, and therefore, not subject to amortization, consist of trade names acquired in the acquisition of Griffin Industries Inc. on December 17, 2010 (which was subsequently converted to a limited liability company) and its subsidiaries ("Griffin") and trade names acquired in the VION Acquisition. In the first quarter of fiscal 2015, the Company has determined that due to a global re-branding strategy, the Griffin Industries trade name in the amount of approximately $ 65.1 million has been determined to have a limited useful life and therefore the Company has started to amortize the Griffin Industries name over a useful life of 10 years. Intangible assets subject to amortization consist of: 1) collection routes which are made up of groups of suppliers of raw materials in similar geographic areas from which the Company derives collection fees and a dependable source of raw materials for processing into finished products; 2) permits that represent licensing of operating plants that have been acquired, giving those plants the ability to operate; 3) non-compete agreements that represent contractual arrangements with former competitors whose businesses were acquired; 4) trade names; and 5) royalty, consulting, land use rights and leasehold agreements. Amortization expense is calculated using the straight-line method over the estimated useful lives of the assets ranging from: 5 to 21 years for collection routes; 10 to 20 years for permits; 3 to 7 years for non-compete covenants; and 4 to 15 years for trade names. Royalty, consulting, land use rights and leasehold agreements are amortized over the term of the agreement. (e) Foreign Currency Translation and Remeasurement Foreign currency translation is included as a component of accumulated other comprehensive income and reflects the adjustments resulting from translating the foreign currency denominated financial statements of foreign subsidiaries into U.S. dollars. The functional currency of the Company's foreign subsidiaries is the currency of the primary economic environment in which the entity operates, which is generally the local currency of the country. Accordingly, assets and liabilities of the foreign subsidiaries are translated to U.S. dollars at fiscal period end exchange rates, including intercompany foreign currency transactions that are of long-term investment nature. Income and expense items are translated at average exchange rates occurring during the period. Changes in exchange rates that affect cash flows and the related receivables or payables are recognized as transaction gains and losses in determining net income. The Company incurred net foreign currency translation losses of approximately $ 131.8 million and $ 57.5 million for the nine months ended October 3, 2015 and September 27, 2014 , respectively. In addition, the Company incurred foreign currency losses in the statement of operations of approximately $ 3.3 million and $ 12.3 million in the nine months ended October 3, 2015 and September 27, 2014 , with $ 12.6 million in fiscal 2014 representing a loss on a hedge transaction during the first quarter of fiscal 2014. (f) Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. (g) Earnings Per Share Basic income/(loss) per common share is computed by dividing net income attributable to Darling by the weighted average number of common shares including non-vested and restricted shares outstanding during the period. Diluted income/(loss) per common share is computed by dividing net income attributable to Darling by the weighted average number of common shares outstanding during the period increased by dilutive common equivalent shares determined using the treasury stock method. Net Income per Common Share (in thousands, except per share data) Three Months Ended October 3, 2015 September 27, 2014 Loss Shares Per Share Income Shares Per Share Basic: Net Income attributable to Darling $ (9,087 ) 165,195 $ (0.06 ) $ 14,318 164,676 $ 0.09 Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards — 796 Less: Pro forma treasury shares — (515 ) Diluted: Net income attributable to Darling $ (9,087 ) 165,195 $ (0.06 ) $ 14,318 164,957 $ 0.09 Net Income/ (loss) per Common Share (in thousands, except per share data) Nine Months Ended October 3, 2015 September 27, 2014 Loss Shares Per Share Loss Shares Per Share Basic: Net Income/(loss) attributable to Darling $ (5,898 ) 165,086 $ (0.04 ) $ (5,728 ) 164,551 $ (0.03 ) Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards — — Less: Pro forma treasury shares — — Diluted: Net income/(loss) attributable to Darling $ (5,898 ) 165,086 $ (0.04 ) $ (5,728 ) 164,551 $ (0.03 ) For the three months ended October 3, 2015 and September 27, 2014 , respectively, 905,903 and 163,078 outstanding stock options were excluded from diluted income/(loss) per common share as the effect was antidilutive. For the three months ended October 3, 2015 and September 27, 2014 , respectively, 646,813 and 914,603 shares of non-vested stock and stock equivalents were excluded from diluted income/(loss) per common share as the effect was antidilutive. For the nine months ended October 3, 2015 and September 27, 2014 , respectively, 947,095 and 986,748 outstanding stock options were excluded from diluted income/(loss) per common share as the effect was antidilutive. For the nine months ended October 3, 2015 and September 27, 2014 , respectively, 685,624 and 931,727 shares of non-vested stock and stock equivalents were excluded from diluted income/(loss) per common share as the effect was antidilutive. |
Acquisitions
Acquisitions | 9 Months Ended |
Oct. 03, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions On January 7, 2014, the Company acquired the VION Ingredients business division from VION by purchasing shares of the VION Companies as described in Note 1, pursuant to a Sale and Purchase Agreement dated October 5, 2013, as amended, between Darling and VION. The VION Ingredients business is now conducted under the name Darling Ingredients International. Darling Ingredients International is a worldwide leader in the development and production of specialty ingredients from animal by-products for applications in pharmaceuticals, food, pet food, feed, fuel, bioenergy and fertilizer. Darling Ingredients International operates a global network of 68 production facilities across five continents covering all aspects of animal by-product processing through six brands: Rendac (bioenergy), Sonac (bone products, proteins, fats, edible fats and plasma products), Ecoson (bioenergy), Rousselot (gelatin and collagen hydrolysates), CTH (natural casings) and Best Hides (hides and skins). Darling Ingredients International’s specialized portfolio of over 400 products covers all animal origin raw material types and thereby offers a comprehensive, single source solution for suppliers. Darling Ingredients International’s business has leading positions across Europe with operations in the Netherlands, Belgium, Germany, Poland and Italy under the Rendac and Sonac brand names. Value-added products include edible fats, blood plasma powder, hemoglobin, bone products, protein meals and fats. Rousselot is a global leading market provider of gelatin for the pharmaceutical, food and technical industries with operations in Europe, the United States, South America and China. CTH is a market leader in natural casings for the sausage industry with operations in Europe, China and the United States. The purchase of the VION Companies allows the Company to have a global reach. The purchase price for the transaction was approximately € 1.6 billion in cash (approximately $ 2.2 billion at the exchange rate of € 1.00 :USD$ 1.3605 ). The purchase price was financed through (i) borrowings under the Company’s senior secured revolving credit facility and term loan facilities; (ii) proceeds from the Company’s $ 874.0 million public common stock offering in the fourth quarter of fiscal 2013; and (iii) proceeds from the private offering of $ 500.0 million aggregate principal amount of the Company’s 5.375% Senior Notes due 2022, that closed on January 2, 2014. On October 1, 2014, the Company acquired substantially all of the assets of Custom Blenders Arkansas, LLC, an Indiana limited liability company, Custom Blenders Georgia, LLC, a Georgia limited liability company, Custom Blenders Indiana, Inc., an Indiana corporation, and Custom Blenders Texas, LLC, an Indiana limited liability company (collectively "Custom Blenders"), one of the leading bakery residuals recyclers in the United States. The acquisition includes Custom Blenders' operations in Indiana, Georgia, Texas, and Arkansas. The acquisition will provide significant synergies to the Company's suppliers and customers in the Feed Ingredients segment. The Company paid approximately $ 18.8 million in cash less a second quarter 2015 contingent receivable of $ 0.8 million recorded against goodwill for a claim against the hold back amount originally paid in escrow as part of the original purchase price. In the third quarter of fiscal 2015, the Company recorded an adjustment from inventory to goodwill under the purchase contract of approximately $ 0.5 million . The purchase price for assets consisting of property, plant and equipment of approximately $ 3.2 million , intangible assets of approximately $ 8.6 million , goodwill of approximately $ 5.2 million and inventory of approximately $ 1.0 million . The identifiable intangibles have a weighted average life of 14 years. |
Inventories
Inventories | 9 Months Ended |
Oct. 03, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories A summary of inventories follows (in thousands): October 3, 2015 January 3, 2015 Finished product $ 226,709 $ 255,130 Work in process 91,671 98,936 Supplies and other 48,395 47,547 $ 366,775 $ 401,613 |
Investment in Unconsolidated Su
Investment in Unconsolidated Subsidiary | 9 Months Ended |
Oct. 03, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Subsidiary | Investment in Unconsolidated Subsidiaries The Company announced on January 21, 2011 that a wholly-owned subsidiary of Darling entered into a limited liability company agreement with a wholly-owned subsidiary of Valero Energy Corporation (“Valero”) to form Diamond Green Diesel Holdings LLC (the “DGD Joint Venture”). The DGD Joint Venture is owned 50% / 50% with Valero and was formed to design, engineer, construct and operate a renewable diesel plant (the “DGD Facility”), which is capable of processing approximately 12,000 barrels per day of input feedstock to produce renewable diesel fuel and certain other co-products, and is located adjacent to Valero's refinery in Norco, Louisiana. The DGD Joint Venture reached mechanical completion and began the production of renewable diesel in late June 2013. On May 31, 2011 , the DGD Joint Venture and Diamond Green Diesel LLC, a wholly-owned subsidiary of the DGD Joint Venture (“Opco”), entered into (i) a facility agreement (the “Facility Agreement”) with Diamond Alternative Energy, LLC, a wholly-owned subsidiary of Valero (the “Lender”), and (ii) a loan agreement (the “Loan Agreement”) with the Lender, which provided the DGD Joint Venture with a 14 year multiple advance term loan facility of approximately $ 221.3 million (the “JV Loan”) to support the design, engineering and construction of the DGD Facility, which is now in production. The Facility Agreement and the Loan Agreement prohibit the Lender from assigning all or any portion of the Facility Agreement or the Loan Agreement to unaffiliated third parties. Opco has also pledged substantially all of its assets to the Lender, and the DGD Joint Venture has pledged all of Opco's equity interests to the Lender, until the JV Loan has been paid in full and the JV Loan has terminated in accordance with its terms. In addition to the DGD Joint Venture, the Company has investments in other unconsolidated subsidiaries that were acquired in the VION Acquisition that are insignificant to the Company. Selected financial information for the Company's DGD Joint Venture is as follows (in thousands): (in thousands) September 30, 2015 December 31, 2014 Assets: Total current assets $ 110,625 $ 216,991 Property, plant and equipment, net 357,305 373,117 Other assets 1,067 2,092 Total assets $ 468,997 $ 592,200 Liabilities and members' equity: Total current portion of long term debt $ 17,023 $ 57,514 Total other current liabilities 29,337 21,313 Total long term debt 136,074 155,273 Total other long term liabilities 371 339 Total members' equity 286,192 357,761 Total liabilities and member's equity $ 468,997 $ 592,200 Three Months Ended Nine Months Ended (in thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Revenues: Operating revenues $ 107,160 $ 80,206 $ 380,048 $ 347,926 Expenses: Total costs and expenses 128,738 78,800 391,081 325,355 Operating income/(loss) (21,578 ) 1,406 (11,033 ) 22,571 Other income 41 27 93 69 Interest and debt expense, net (3,122 ) (4,395 ) (10,629 ) (13,296 ) Net income/(loss) $ (24,659 ) $ (2,962 ) $ (21,569 ) $ 9,344 As of October 3, 2015 under the equity method of accounting, the Company has an investment in the DGD Joint Venture of approximately $ 143.1 million on the consolidated balance sheet and has recorded approximately $ 10.8 million in equity net loss and $4.7 million in equity net income in the unconsolidated subsidiary for the nine months ended October 3, 2015 and September 27, 2014 , respectively. In addition, in April 2015, the Company received a $ 25.0 million dividend distribution from the DGD Joint Venture. |
Debt
Debt | 9 Months Ended |
Oct. 03, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consists of the following (in thousands): October 3, 2015 January 3, 2015 Amended Credit Agreement: Revolving Credit Facility ($15.9 million and $36.9 million denominated in CAD at October 3, 2015 and January 3, 2015, respectively) $ 45,860 $ 101,863 Term Loan A ($103.4 million and $122.2 million denominated in CAD at October 3, 2015 and January 3, 2015, respectively) 285,874 312,161 Term Loan B ($610.2 million denominated in Euro at January 3, 2015) 591,000 1,205,669 5.375% Senior Notes due 2022 500,000 500,000 4.75% Senior Notes due 2022 - Denominated in euro 574,714 — Other Notes and Obligations 26,930 32,747 2,024,378 2,152,440 Less Current Maturities 47,966 54,401 $ 1,976,412 $ 2,098,039 As of October 3, 2015 , the Company had outstanding debt under a term loan facility and revolving credit facility denominated in Canadian dollars of CAD$ 136.9 million and CAD$ 21.0 million , respectively. See below for discussion relating to the Company's debt agreements. In addition, as of October 3, 2015 , the Company had capital lease obligations denominated in Canadian dollars included in debt. The current and long-term capital lease obligation was approximately CAD$ 2.2 million and CAD$ 3.2 million , respectively. As of October 3, 2015 , the Company had outstanding debt under the Company's 4.75% Senior Notes due 2022 denominated in euros of € 515.0 million , respectively. See below for discussion relating to the Company's debt agreements. In addition, at October 3, 2015 , the Company had capital lease obligations denominated in euros included in debt. The current and long-term capital lease obligation was approximately € 0.4 million and € 0.7 million , respectively. Senior Secured Credit Facilities . On January 6, 2014 , Darling, Darling International Canada Inc. ("Darling Canada") and Darling International NL Holdings B.V. ("Darling NL") entered into a Second Amended and Restated Credit Agreement (the "Amended Credit Agreement"), restating its then existing Amended and Restated Credit Agreement dated September 27, 2013 (the "Former Credit Agreement"), with the lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents from time to time party thereto. The Amended Credit Agreement provides for senior secured credit facilities in the aggregate principal amount of $ 2.65 billion comprised of (i) the Company's $ 350.0 million term loan A facility, (ii) the Company's $ 1.3 billion term loan B facility and (iii) the Company's $ 1.0 billion five -year revolving loan facility (approximately $ 250.0 million of which is available for a letter of credit sub-facility and $ 50.0 million of which is available for a swingline sub-facility) (collectively, the "Senior Secured Credit Facilities"). The Amended Credit Agreement also permits Darling and the other borrowers thereunder to incur ancillary facilities provided by any revolving lender party to the Senior Secured Credit Facilities (with certain restrictions). Up to $ 350.0 million of the revolving loan facility is available to be borrowed by Darling in U.S. dollars, Canadian dollars, euros and other currencies to be agreed and available to each applicable lender, to be borrowed by Darling Canada in Canadian dollars and to be borrowed by Darling NL, Darling Ingredients International Holding B.V. ("Darling BV") and CTH Germany GmbH ("CTH") in U.S. dollars, euros and other currencies to be agreed and available to each applicable lender. On January 6, 2014, $ 600.0 million of the term loan B facility was borrowed in U.S. dollars by Darling and the euro equivalent of $ 700.0 million of the term loan B facility was borrowed in euros by Darling NL. The proceeds of the term loan B facility and a portion of the revolving loan facility were used by Darling to pay a portion of the consideration for the VION Acquisition. The revolving loan facility will also be used for working capital needs, general corporate purposes and other purposes not prohibited by the Amended Credit Agreement. As of October 3, 2015 , the Company has borrowed all $ 350.0 million of the term loan A facility which, when repaid, cannot be reborrowed. The term loan A facility is repayable in quarterly installments as follows: for the first eight quarters following January 6, 2014, 1.25% of the original principal amount of the term loan A facility, for the ninth through sixteenth quarters following January 6, 2014, 1.875% of the original principal amount of the term loan A facility, and for each quarterly installment after such sixteenth installment until September 27, 2018, 3.75% of the original principal amount of the term loan A facility. The term loan A facility will mature on September 27, 2018. As of October 3, 2015 , the Company has borrowed all $ 1.3 billion under the terms of the term loan B facility, which when repaid, cannot be reborrowed. The term loan B facility is repayable in quarterly installments of 0.25% of the aggregate principal amount of the relevant term loan B facility on the last day of each March, June, September and December of each year commencing on the last day of each month falling on or after the last day of the first full quarter following January 6, 2014 and continuing until the last day of each quarter period ending immediately prior to January 7, 2021; and one final installment in the amount of the relevant term loan B facility then outstanding, due on January 7, 2021. The term loan B facility will mature on January 7, 2021. On June 3, 2015, the Company refinanced € 504.9 million of the outstanding euro borrowings under the term loan B facility (the “Euro Term Loan B”) using the proceeds from the 4.75% Senior Notes due 2022. As a result of the refinance, the Company incurred a charge of approximately $ 10.6 million from the write-off of deferred loan costs related to Euro Term Loan B. The interest rate applicable to any borrowings under the term loan A facility and the revolving loan facility will equal either LIBOR/euro interbank offered rate/CDOR plus 2.75% per annum or base rate/Canadian prime rate plus 1.75% per annum, subject to certain step-downs based on the Company's total leverage ratio. The interest rate applicable to any borrowings under the term loan B facility will equal (a) for U.S. dollar term loans, either the base rate plus 1.50% or LIBOR plus 2.50% , and (b) for euro term loans, the euro interbank offered rate plus 2.75% , in each case subject to a step-down based on Darling’s total leverage ratio. For term loan B loans, the LIBOR rate shall not be less than 0.75% . As of October 3, 2015 , the Company had $ 182.5 million outstanding under the term loan A facility and $ 23.0 million outstanding under the revolver at LIBOR plus a margin of 2.75% per annum for a total of 3.00% per annum and $ 7.0 million outstanding under the revolver at base rate plus a margin of 1.75% per annum for a total of 5.00% per annum. The Company had $ 591.0 million outstanding under the term loan B facility at LIBOR plus a margin of 2.50% per annum for a total of 3.25% per annum. The Company had CAD$ 136.9 million outstanding under the term loan A facility at CDOR plus a margin of 2.75% per annum for a total of 3.5733% per annum and CAD$ 21.0 million outstanding under the revolver at CDOR plus a margin of 2.75% per annum for a total of 3.5728% per annum. As of October 3, 2015 , the Company had revolver availability of $ 920.1 million under the Credit Agreement taking into account amounts borrowed and letters of credit issued of $ 34.0 million . The Amended Credit Agreement contains various customary representations and warranties by the Company, which include customary use of materiality, material adverse effect and knowledge qualifiers. The Amended Credit Agreement also contains (a) certain affirmative covenants that impose certain reporting and/or performance obligations on Darling and its subsidiaries, (b) certain negative covenants that generally prohibit, subject to various exceptions, Darling and its restricted subsidiaries from taking certain actions, including, without limitation, incurring indebtedness, making investments, incurring liens, paying dividends and engaging in mergers and consolidations, sale and leasebacks and asset dispositions, (c) financial covenants, which include a maximum total leverage ratio, a maximum secured leverage ratio and a minimum interest coverage ratio and (d) customary events of default (including a change of control) for financings of this type. Obligations under the Senior Secured Credit Facilities may be declared due and payable upon the occurrence and during the continuance of customary events of default. Effective May 13, 2015, Darling and the other borrowers party to the Amended Credit Agreement entered into the First Amendment to the Second Amended and Restated Credit Agreement (the “First Amendment”) with the administrative agent and certain of the lenders. The First Amendment removes the previously existing requirement under the Amended Credit Agreement that the maximum total leverage ratio under one of the financial covenants must continue to step down over the life of the Senior Secured Credit Facilities. After giving effect to the First Amendment, the maximum total leverage ratio shall remain 5.0 to 1.0 for the duration of the loans under the Amended Credit Agreement. Effective September 23, 2015, Darling and the other borrowers party to the Amended Credit Agreement entered into the Second Amendment to the Second Amended and Restated Credit Agreement (the “Second Amendment”) with the administrative agent and certain of the lenders. The Second Amendment was executed to. among other things, (a) amend the maximum total leverage ratio the Company may not exceed from 5.0 to 1.0 to 5.5 to 1.0 , (b) amend the pricing terms for borrowings under the Company's term loan A and revolving facility and related commitment fees and letter of credit fees if the Company's total leverage ratio is greater than 4.25 to 1.0 and (c) modify certain negative covenants. Pursuant to the Second Amended and Restated Security Agreement, dated as of January 6, 2014 (the "Security Agreement"), by and among Darling, its domestic subsidiaries signatory thereto and any other domestic subsidiary who may become a party thereto and JPMorgan Chase Bank, N.A., as administrative agent, the Senior Secured Credit Facilities are secured, subject to certain carveouts and exceptions, by a first priority lien on substantially all of the assets of Darling and such domestic subsidiaries. The obligations of Darling Canada, Darling NL, Darling BV, CTH and any other foreign borrower under the Senior Secured Credit Facilities are also secured by a first priority lien on certain assets of certain of Darling’s foreign subsidiaries organized in Canada, Belgium, Germany, the Netherlands and Brazil, subject to certain carveouts and exceptions. Pursuant to the Second Amended and Restated Guaranty Agreement, dated as of January 6, 2014 (the "Guaranty Agreement"), (a) the obligations of Darling under the Senior Secured Credit Facilities are guaranteed by certain of Darling’s wholly-owned domestic subsidiaries and (b) the obligations of Darling Canada, Darling NL, Darling BV, CTH and any other foreign borrower under the Senior Secured Credit Facilities are guaranteed by Darling and certain of its domestic and foreign wholly-owned subsidiaries, in each case subject to certain carveouts and exceptions (collectively, the "Credit Agreement Guarantors"). 5.375 % Senior Notes due 2022. On December 18, 2013 , Darling Escrow Corporation ("Darling Escrow Sub"), a Delaware corporation and wholly-owned subsidiary of Darling, entered into a purchase agreement (the "Original 5.375% Purchase Agreement") with the initial purchasers party thereto (the "Initial Purchasers"), for the sale of $ 500.0 million aggregate principal amount of its 5.375% Notes due 2022 (the " 5.375% Private Notes"). On January 2, 2014 , the 5.375% Notes, which were offered in a private offering in connection with the VION Acquisition, were issued pursuant to a 5.375% Notes Indenture, dated as of January 2, 2014 (the "Original 5.375% Indenture"), among Darling Escrow Sub, the Subsidiary Guarantors (as defined in the Original 5.375% Indenture) party thereto from time to time and U.S. Bank National Association, as trustee (the "5.375% Trustee"), with the gross proceeds from the offering of the 5.375% Private Notes and certain additional amounts deposited into an escrow account pending the satisfaction of certain conditions, including the completion of the VION Acquisition, which occurred on January 7, 2014. On January 8, 2014 (the "Notes Closing Date"), Darling Escrow Sub merged (the "Notes Merger") with and into Darling (with Darling as the survivor of the Notes Merger), pursuant to an Agreement and Plan of Merger, dated January 8, 2014, between Darling Escrow Sub and Darling. In connection with the completion of the Notes Merger, pursuant to the provisions of the Original 5.375% Indenture and the Original 5.375% Purchase Agreement, Darling Escrow Sub, Darling and certain of Darling’s subsidiaries: Craig Protein Division, Inc. ("Craig Protein"), Darling AWS LLC, Darling National LLC ("Darling National"), Darling Northstar LLC, Darling Global Holdings Inc., EV Acquisition, Inc., Griffin Industries LLC ("Griffin"), Terra Holding Company and TRS (such subsidiaries and together with any other Darling subsidiaries that guarantee the 5.375% Notes, the "Notes Guarantors") entered into a supplemental indenture with the Trustee (the "Supplemental 5.375% Indenture," and together with the Original 5.375% Indenture, the "5.375% Indenture"), pursuant to which, upon effectiveness of the Notes Merger, Darling assumed all the obligations of Darling Escrow Sub under the 5.375% Private Notes and the 5.375% Indenture and the Notes Guarantors guaranteed the 5.375% Private Notes and agreed to be bound by the terms of the 5.375% Indenture applicable to subsidiary guarantors of the 5.375% Private Notes. In addition, in accordance with the provisions of the Original 5.375% Purchase Agreement, upon the completion of the Notes Merger, Darling and the Notes Guarantors became parties to the Original 5.375% Purchase Agreement, by entering into a Joinder to the Purchase Agreement, dated as of the Notes Closing Date (together with the Original 5.375% Purchase Agreement, the "5.375% Purchase Agreement"), with the Initial Purchasers. Upon satisfaction of the escrow release conditions on the Notes Closing Date, the proceeds from the offering of the 5.375% Private Notes were released from the escrow account in accordance with Darling’s written instructions. Darling used a portion of the proceeds from the offering of the 5.375% Private Notes to pay the Initial Purchasers’ commission related to the offering of the 5.375% Private Notes and certain fees and expenses (including bank fees and expenses) related to the financing of the VION Acquisition and for purposes of satisfying, discharging and redeeming its 8.5% Notes due 2018 discussed below. Darling used the remaining proceeds of the 5.375% Private Notes to pay certain other fees and expenses related to the completion of the VION Acquisition and its related financings, to repay a portion of the borrowings under its revolving credit facility used to fund a portion of the consideration for the VION Acquisition and for general corporate purposes. The Purchase Agreement contains customary representations, warranties and agreements by Darling and the Notes Guarantors. In addition, Darling and the Notes Guarantors have agreed to indemnify the Initial Purchasers against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the "Securities Act"), or to contribute to payments the Initial Purchasers may be required to make because of any of those liabilities. In connection with the assumption of the 5.375% Private Notes by Darling and the guarantee of the 5.375% Private Notes by the Notes Guarantors, on the Notes Closing Date, Darling and the Notes Guarantors became parties to, and Darling assumed all of Darling Escrow Sub’s obligations under, a registration rights agreement, dated as of January 2, 2014 (the "Registration Rights Agreement"). In satisfaction of Darling’s obligations under the Registration Rights Agreement, Darling and the Notes Guarantors completed a registered exchange offer for the 5.375% Private Notes under the Securities Act during the third quarter of 2014. The terms of the notes issued in exchange for the 5.375% Private Notes and guaranteed by the Notes Guarantors (the “5.375% Public Notes” and together with the 5.375% Private Notes, the “5.375% Notes") are substantially identical in all material respects to the 5.375% Private Notes, except that transfer restrictions, registration rights and additional interest provisions relating to the 5.375% Private Notes do not apply to the 5.375% Public Notes. The 5.375% Notes will mature on January 15, 2022 . Darling will pay interest on the 5.375% Notes on January 15 and July 15 of each year, commencing on July 15, 2014. Interest on the 5.375% Notes will accrue at a rate of 5.375% per annum and be payable in cash. Other than for extraordinary events such as change of control and defined assets sales, the Company is not required to make mandatory redemption or sinking fund payments on the 5.375% Notes. The 5.375% Notes are currently guaranteed on an unsecured senior basis by the Notes Guarantors, which constitute all of Darling’s existing restricted subsidiaries that are Credit Agreement Guarantors (other than Darling’s foreign subsidiaries). Under the 5.375% Indenture, each restricted subsidiary of Darling (other than Darling’s foreign subsidiaries and certain of Darling’s subsidiaries that engage solely in the financing of receivables and are so designated by Darling) is required to guarantee the 5.375% Notes (a) if the Amended Credit Agreement is outstanding and such restricted subsidiary guarantees the Amended Credit Agreement and (b) if the Amended Credit Agreement is not outstanding, if such restricted subsidiary incurs or guarantees certain indebtedness in excess of $ 50.0 million . The 5.375% Notes and the guarantees thereof rank equally in right of payment to any existing and future senior debt of Darling and the Notes Guarantors, including debt that is secured by the collateral for the Amended Credit Agreement. The 5.375% Notes and the guarantees thereof will be effectively junior to existing and future debt of Darling and the Notes Guarantors that is secured by assets that do not constitute collateral for the Amended Credit Agreement, to the extent of the value of the assets securing such debt. The 5.375% Notes and the guarantees thereof will be structurally subordinated to all of the existing and future liabilities (including trade payables) of each of the subsidiaries of Darling that do not guarantee the 5.375% Notes. Darling may at any time and from time to time purchase the 5.375% Notes in the open market or otherwise. Darling may redeem some or all of the 5.375% Notes at any time prior to January 15, 2017, at a redemption price equal to 100% of the principal amount of the 5.375% Notes redeemed, plus accrued and unpaid interest to the redemption date and an Applicable Premium as specified in the 5.375% Indenture. On and after January 15, 2017, Darling may redeem all or, from time to time, a part of the 5.375% Notes (including any additional 5.375% Notes), upon not less than 30 nor more than 60 days' notice at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest on the 5.375% Notes, if any, to, but excluding, the applicable redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve-month period beginning on January 15 of the years indicated below: Year Percentage 2017 104.031% 2018 102.688% 2019 101.344% 2020 and thereafter 100.000% In addition, prior to January 15, 2017, Darling may on one or more occasions redeem up to 40% of the original principal amount of the 5.375% Notes (calculated after giving effect to the issuance of any additional 5.375% Notes) with the net cash proceeds of one or more equity offerings at a redemption price equal to 105.375% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date); provided that at least 50% of the original principal amount of the 5.375% Notes (calculated after giving effect to the issuance of any additional 5.375% Notes) remains outstanding after each such redemption; provided further that the redemption occurs within 90 days after the closing of such equity offering. The 5.375% Indenture contains covenants limiting Darling’s ability and the ability of its restricted subsidiaries to, among other things: incur additional indebtedness or issue preferred stock; pay dividends on or make other distributions or repurchases of Darling’s capital stock or make other restricted payments; create restrictions on the payment of dividends or other amounts from Darling’s restricted subsidiaries to Darling or Darling’s other restricted subsidiaries; make loans or investments; enter into certain transactions with affiliates; create liens; designate Darling’s subsidiaries as unrestricted subsidiaries; and sell certain assets or merge with or into other companies or otherwise dispose of all or substantially all of Darling’s assets. The 5.375% Indenture also provides for customary events of default, including, without limitation, payment defaults, covenant defaults, cross acceleration defaults to certain other indebtedness in excess of specified amounts, certain events of bankruptcy and insolvency and judgment defaults in excess of specified amounts. If any such event of default occurs and is continuing under the 5.375% Indenture, the Trustee or the holders of at least 25% in principal amount of the total outstanding 5.375% Notes may declare the principal, premium, if any, interest and any other monetary obligations on all the then outstanding 5.375% Notes issued under the 5.375% Indenture to be due and payable immediately. 4.75 % Senior Notes due 2022. On May 29, 2015, Darling Global Finance B.V. (the "Note Issuer"), a wholly-owned indirect finance subsidiary of Darling incorporated as a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) under the laws of The Netherlands, the Company and the subsidiary guarantors named therein entered into a Purchase Agreement (the "4.75% Purchase Agreement") with Goldman Sachs International ("Goldman Sachs") and J.P. Morgan Securities plc ("J.P. Morgan"), for themselves and on behalf of the other several initial purchasers named therein (together with Goldman Sachs and J.P. Morgan, the "4.75% Initial Purchasers"), for the sale by the Note Issuer, and the purchase by the 4.75% Initial Purchasers, severally, of € 515.0 million aggregate principal amount of the Note Issuer’s 4.75% Senior Notes due 2022 (the " 4.75% Notes"). The 4.75% Purchase Agreement contains customary representations, warranties and agreements by the Note Issuer, Darling and the subsidiary guarantors named therein. In addition, the Note Issuer, Darling and such subsidiary guarantors have agreed to indemnify the 4.75% Initial Purchasers against certain liabilities, including liabilities under the Securities Act, as amended, or to contribute to payments the 4.75% Initial Purchasers may be required to make because of any of those liabilities. On June 3, 2015 , the 4.75% Notes, which were offered in a private offering, were issued pursuant to a Senior Notes Indenture, dated as of June 3, 2015 (the "4.75% Indenture"), among the Note Issuer, Darling, the subsidiary guarantors party thereto from time to time, Citibank, N.A., London Branch, as trustee (the "4.75% Trustee") and principal paying agent, and Citigroup Global Markets Deutschland AG, as principal registrar. The gross proceeds from the sale of the 4.75% Notes were € 515.0 million . Darling used the gross proceeds from the sale of the 4.75% Notes to refinance outstanding the Euro Term Loan B under the Company’s Senior Secured Credit Facilities, to pay the 4.75% Initial Purchasers’ commission related to the offering of the 4.75% Notes and to pay certain fees and expenses related to the offering of the 4.75% Notes and the refinancing of the Euro Term Loan B. Darling intends to use any remaining proceeds for general corporate purposes. In addition, the Company capitalized as deferred loan costs approximately $ 17.2 million , which are included in other long-term assets from the issuance of the 4.75% Notes and the First Amendment to the Amended Credit Agreement in the three months ended July 4, 2015. The 4.75% Notes will mature on May 30, 2022 . The Note Issuer will pay interest on the 4.75% Notes on May 30 and November 30 of each year, commencing on November 30, 2015. Interest on the 4.75% Notes will accrue from June 3, 2015 at a rate of 4.75% per annum and be payable in cash. Other than for extraordinary events such as change of control and defined assets sales, the Note Issuer is not required to make mandatory redemption or sinking fund payments on the 4.75% Notes. The 4.75% Notes are currently guaranteed on an unsecured senior basis by Darling and the Note Guarantors (collectively, the "4.75% Guarantors"). Under the 4.75% Indenture, each restricted subsidiary of Darling (other than Darling’s foreign subsidiaries, the Note Issuer and certain of Darling’s subsidiaries that engage solely in the financing of receivables and are so designated by Darling) is required to guarantee the 4.75% Notes (a) if the Amended Credit Agreement is outstanding and such restricted subsidiary guarantees the Amended Credit Agreement and (b) if the Amended Credit Agreement is not outstanding, if such restricted subsidiary incurs or guarantees certain indebtedness in excess of $ 50.0 million . The 4.75% Indenture provides that all payments on the 4.75% Notes or the guarantees of the 4.75% Notes must be made without withholding or deduction for taxes imposed by any relevant tax jurisdiction (as defined in the 4.75% Indenture) unless required by law. In the event that any taxes imposed by any relevant tax jurisdiction are required to be to be withheld or deducted from payments on the 4.75% Notes or the guarantees of the 4.75% Notes, the Note Issuer or the relevant 4.75% Guarantor, as the case may be, is required, subject to certain exceptions, to pay such additional amounts (“additional amounts”) as may be necessary so that the net amounts received by the holders of the 4.75% Notes after such withholding or deduction are equal to the amounts that would have been received in the absence of any such withholding or deduction. The 4.75% Notes are senior unsecured obligations of the Note Issuer and rank equally in right of payment to all of the Note Issuer’s existing and future senior unsecured indebtedness. The 4.75% Notes are effectively junior to all of the Note Issuer’s existing and future secured indebtedness, including its guarantee of the current Senior Secured Credit Facilities (and any secured indebtedness incurred to refinance the borrowings thereunder), to the extent of the value of the assets securing such indebtedness. The 4.75% Notes are effectively junior to all existing and future indebtedness and other liabilities (including trade payables and capital lease obligations) of all subsidiaries of Darling (other than the Note Issuer) that do not guarantee the 4.75% Notes, including current and future foreign subsidiaries that guarantee the Senior Secured Credit Facilities but not the 4.75% Notes. The 4.75% Notes are senior in right of payment to all of the Note Issuer’s existing and future subordinated indebtedness, if any. The guarantees are senior unsecured obligations of the 4.75% Guarantors and rank equally in right of payment to each 4.75% Guarantor’s existing and future senior unsecured indebtedness (including, in the case of Darling, its outstanding 5.375% Notes and, in the case of any restricted subsidiary of Darling that is a 4.75% Guarantor, such restricted subsidiary’s guarantee of the 5.375% Notes). The guarantees of the 4.75% Notes are effectively junior to all of each 4.75% Guarantor’s existing and future secured indebtedness, including the current Senior Secured Credit Facilities (and any secured indebtedness incurred to refinance borrowings thereunder), to the extent of the value of the assets securing such indebtedness. The guarantees are effectively junior to all existing and future indebtedness and other liabilities (including trade payables and capital lease obligations) of each 4.75% Guarantor’s subsidiaries that do not guarantee the 4.75% Notes (other than the Note Issuer), including current and future foreign subsidiaries that guarantee the Senior Secured Credit Facilities but not the 4.75% Notes. The guarantees are senior in right of payment to all of each 4.75% Guarantor’s existing and future subordinated indebtedness, if any. The Note Issuer may at any time and from time to time purchase the 4.75% Notes in the open market or otherwise. The Note Issuer may redeem some or all of the 4.75% Notes at any time prior to May 30, 2018, at a redemption price equal to 100% of the principal amount of the 4.75% Notes redeemed, plus accrued and unpaid interest to the redemption date and an Applicable Premium as specified in the 4.75% Indenture and all additional amounts (if any) then due or which will become due on the redemption date as a result of the redemption or otherwise (subject to the rights of holders on the relevant record dates to receive interest due on the relevant interest payment date and additional amounts (if any) in respect thereof). On and after May 30, 2018, the Note Issuer may redeem all or, from time to time, a part of the 4.75% Notes at the following redemption prices (expressed as a percentage of principal amount) plus accrued and unpaid interest on the 4.75% Notes, if any, to, but excluding, the applicable redemption date and all additional amounts (if any) then due or which will become due on the applicable redemption date as a result of the redemption or otherwise (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date and additional amounts (if any) in respect thereof), if redeemed during the twelve-month period beginning on May 30 of the years indicated below: Year Percentage 2018 102.3750% 2019 101.1875% 2020 and thereafter 100.0000% In addition, prior to May 30, 2018, the Note Issuer may on any one or more occasions redeem up to 40% of the original principal amount of the 4.75% Notes (calculated after giving effect to the issuance of any additional 4.75% Notes), with the net cash proceeds of one or more equity offerings at a redemption price equal to 104.75% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date and all additional amounts (if any) then due or which will become due on the redemption date as a result of the redemption or otherwise (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date and additional amounts (if any) in respect thereof); provided that at least 50% of the original principal amount of the 4.75% Notes (calculated after giving effect to any issuance of any additional 4.75% Notes) remains outstanding after each such redemption; and provided further that the redemption occurs within 90 days after the closing of such equity offering. The Note Issuer may redeem the 4.75% Notes, in whole but not in part, at its option at a redemption price equal to 100% of the principal amount thereof, together with accrued and unpaid interest to the redemption date and all additional amounts (if any) then due or which will become due on the redemption date as a result of the redemption or otherwise (subject to the right of holders on the relevant record dates to receive interest due on the relevant interest payment dates and additional amounts (if any) in respect thereof), if the Issuer or any 4.75% Guarantor is or would be required to pay additional amounts on the 4.75% Notes as the result of certain changes in relevant tax laws after the date on which the 4.75% |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 03, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company has provided income taxes for the three and nine month periods ended October 3, 2015 and September 27, 2014 , based on its estimate of the effective tax rate for the entire 2015 and 2014 fiscal years. The Company’s estimated annual effective tax rate is based on forecasts of income by jurisdiction, permanent differences between book and tax income, including Subpart F income, the relative proportion of income and losses by jurisdiction, and statutory income tax rates. Discrete events such as the assessment of the ultimate outcome of tax audits, audit settlements, recognizing previously unrecognized tax benefits due to the lapsing of statutes of limitation, recognizing or derecognizing deferred tax assets due to projections of income or loss and changes in tax laws are recognized in the period in which they occur. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company expects to indefinitely reinvest the earnings of its foreign subsidiaries outside of the United States and has generally not provided deferred income taxes on the accumulated earnings of its foreign subsidiaries. The Company periodically assesses whether it is more likely than not that it will generate sufficient taxable income to realize its deferred income tax assets. In making this determination, the Company considers all available positive and negative evidence and makes certain assumptions. The Company considers, among other things, its deferred tax liabilities, the overall business environment, its historical earnings and losses, current industry trends and its outlook for future years. Certain VION Companies acquired as part of the VION Acquisition have deferred tax assets for tax loss carryforwards, and the Company has recorded valuation allowances in respect to those losses to the extent it has been determined that it is not more likely than not that the deferred tax assets will be realized. Unrecognized tax benefits represent the difference between tax positions taken or expected to be taken in a tax return and the benefits recognized for financial statement purposes. As of October 3, 2015 , the Company had $ 5.3 million of gross unrecognized tax benefits and $ 2.3 million of related accrued interest and penalties. An indemnity receivable of $ 5.9 million has been recorded for the uncertain tax positions related to the VION Acquisition. It is reasonably possible within the next twelve months that the Company’s gross unrecognized tax benefits may decrease by up to $ 2.1 million , excluding interest and penalties, primarily due to potential settlements and expiration of certain statutes of limitations. The Company’s major taxing jurisdictions include the United States (federal and state), Canada, the Netherlands, Belgium, Brazil, Germany, France and China. The Company is subject to regular examination by various tax authorities and although the final outcome of these examinations is not yet determinable, the Company does not anticipate that any of the examinations will have a significant impact on the Company's results of operations or financial position. The statute of limitations for the Company’s major tax jurisdictions is open for varying periods, but is generally closed through the 2005 tax year. |
Other Comprehensive Income
Other Comprehensive Income | 9 Months Ended |
Oct. 03, 2015 | |
Equity [Abstract] | |
Comprehensive Income | Other Comprehensive Income The Company follows Financial Accounting Standards Board ("FASB") authoritative guidance for reporting and presentation of comprehensive income or loss and its components. Other comprehensive income (loss) is derived from adjustments that reflect pension adjustments, natural gas derivative adjustments, corn option adjustments and interest rate swap derivative adjustments. The components of other comprehensive income (loss) and the related tax impacts for the three and nine months ended October 3, 2015 and September 27, 2014 are as follows (in thousands): Three Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Defined benefit pension plans Amortization of prior service cost $ (21 ) $ 4 $ 9 $ (2 ) $ (12 ) $ 2 Amortization of actuarial loss 1,286 520 (494 ) (201 ) 792 319 Total defined benefit pension plans 1,265 524 (485 ) (203 ) 780 321 Natural gas swap derivatives Loss/(gain) reclassified to net income — (70 ) — 27 — (43 ) Gain/(loss) activity recognized in other comprehensive income (loss) — 5 — (2 ) — 3 Total natural gas swap derivatives — (65 ) — 25 — (40 ) Corn option derivatives Loss/(gain) reclassified to net income (211 ) (1,212 ) 82 470 (129 ) (742 ) Gain/(loss) activity recognized in other comprehensive income (loss) 3,254 2,538 (1,264 ) (985 ) 1,990 1,553 Total corn option derivatives 3,043 1,326 (1,182 ) (515 ) 1,861 811 Foreign currency translation (41,604 ) (71,231 ) — — (41,604 ) (71,231 ) Other comprehensive income (loss) $ (37,296 ) $ (69,446 ) $ (1,667 ) $ (693 ) $ (38,963 ) $ (70,139 ) Nine Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Defined benefit pension plans Amortization of prior service cost $ (61 ) $ 12 $ 29 $ (6 ) $ (32 ) $ 6 Amortization of actuarial loss 3,855 1,559 (1,496 ) (603 ) 2,359 956 Total defined benefit pension plans 3,794 1,571 (1,467 ) (609 ) 2,327 962 Natural gas swap derivatives Loss/(gain) reclassified to net income — (427 ) — 166 — (261 ) Gain/(loss) activity recognized in other comprehensive income (loss) — 160 — (63 ) — 97 Total natural gas swap derivatives — (267 ) — 103 — (164 ) Corn option derivatives Loss/(gain) reclassified to net income (792 ) (2,536 ) 307 983 (485 ) (1,553 ) Gain/(loss) activity recognized in other comprehensive income (loss) 1,731 2,265 (672 ) (878 ) 1,059 1,387 Total corn option derivatives 939 (271 ) (365 ) 105 574 (166 ) Foreign currency translation (131,794 ) (57,547 ) — — (131,794 ) (57,547 ) Other Comprehensive income (loss) $ (127,061 ) $ (56,514 ) $ (1,832 ) $ (401 ) $ (128,893 ) $ (56,915 ) The following table presents the amounts reclassified out of each component of other comprehensive income (loss), net of tax for the three and nine months ended October 3, 2015 and September 27, 2014 as follows (in thousands): Three Months Ended Nine Months Ended October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Statement of Operations Classification Derivative instruments Natural gas swap derivatives $ — $ 70 $ — $ 427 Cost of sales and operating expenses Corn option derivatives 211 1,212 792 2,536 Cost of sales and operating expenses 211 1,282 792 2,963 Total before tax (82 ) (497 ) (307 ) (1,150 ) Income taxes 129 785 485 1,813 Net of tax Defined benefit pension plans Amortization of prior service cost $ 21 $ (4 ) $ 61 $ (12 ) (a) Amortization of actuarial loss (1,286 ) (520 ) (3,855 ) (1,559 ) (a) (1,265 ) (524 ) (3,794 ) (1,571 ) Total before tax 485 203 1,467 609 Income taxes (780 ) (321 ) (2,327 ) (962 ) Net of tax Total reclassifications $ (651 ) $ 464 $ (1,842 ) $ 851 Net of tax (a) These items are included in the computation of net periodic pension cost. See Note 9 Employee Benefit Plans for additional information. The following table presents changes in each component of accumulated comprehensive income (loss) as of October 3, 2015 as follows (in thousands): Nine Months Ended October 3, 2015 Foreign Currency Derivative Defined Benefit Translation Instruments Pension Plans Total Accumulated Other Comprehensive Income (loss) January 3, 2015, net of tax $ (140,386 ) $ 76 $ (36,750 ) $ (177,060 ) Other comprehensive gain before reclassifications (131,794 ) 1,059 — (130,735 ) Amounts reclassified from accumulated other comprehensive income (loss) — (485 ) 2,327 1,842 Net current-period other comprehensive income (131,794 ) 574 2,327 (128,893 ) Accumulated Other Comprehensive Income (loss) October 3, 2015, net of tax (272,180 ) $ 650 $ (34,423 ) $ (305,953 ) |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Oct. 03, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity In August 2015, the Company's Board of Directors approved a share repurchase program of up to an aggregate of $ 100.0 million of the Company's Common Stock depending on market conditions. The repurchases may be made from time to time on the open market at prevailing market prices or in negotiated transactions off the market. Repurchases may occur over the 24 month period ending in August 2017, unless extended or shortened by the Board of Directors. As of October 3, 2015, the Company has approximately $ 94.1 million remaining under the share repurchase program approved in August 2015. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Oct. 03, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company has retirement and pension plans covering a substantial number of its domestic and foreign employees. Most retirement benefits are provided by the Company under separate final-pay noncontributory and contributory defined benefit and defined contribution plans for all salaried and hourly employees (excluding those covered by union-sponsored plans) who meet service and age requirements. Although various defined benefit formulas exist for employees, generally these are based on length of service and earnings patterns during employment. Effective January 1, 2012, the Company's Board of Directors authorized the Company to proceed with the restructuring of its domestic retirement benefit program to include the closing of Darling's salaried and hourly defined benefit plans to new participants as well as the freezing of service and wage accruals thereunder effective December 31, 2011 (a curtailment of these plans for financial reporting purposes) and the enhancing of benefits under the Company's domestic defined contribution plans. The Company-sponsored domestic hourly union plan has not been curtailed; however, several locations of the Company-sponsored domestic hourly union plan have been curtailed as a result of collective bargaining renewals for those sites. Net pension cost for the three and nine months ended October 3, 2015 and September 27, 2014 includes the following components (in thousands): Pension Benefits Pension Benefits Three Months Ended Nine Months Ended October 3, September 27, October 3, September 27, Service cost $ 1,633 $ 1,461 $ 4,978 $ 4,447 Interest cost 2,622 3,295 7,907 9,996 Expected return on plan assets (3,053 ) (3,563 ) (9,169 ) (10,782 ) Amortization of prior service cost (21 ) 4 (61 ) 12 Amortization of net loss 1,286 520 3,855 1,559 Net pension cost $ 2,467 $ 1,717 $ 7,510 $ 5,232 The Company's funding policy for employee benefit pension plans is to contribute annually not less than the minimum amount required nor more than the maximum amount that can be deducted for federal and foreign income tax purposes. Contributions are intended to provide not only for benefits attributed to service to date, but also for those expected to be earned in the future. Based on actuarial estimates at October 3, 2015 , the Company expects to contribute approximately $ 7.5 million to its pension plans to meet funding requirements during the next twelve months. Additionally, the Company has made tax deductible discretionary and required contributions to its pension plans for the nine months ended October 3, 2015 and September 27, 2014 of approximately $ 5.0 million and $ 4.7 million , respectively. The Company participates in various multiemployer pension plans which provide defined benefits to certain employees covered by labor contracts. These plans are not administered by the Company and contributions are determined in accordance with provisions of negotiated labor contracts to meet their pension benefit obligations to their participants. The Company's contributions to each individual multiemployer plan represent less than 5% of the total contributions to each such plan. Based on the most currently available information, the Company has determined that, if a withdrawal were to occur, withdrawal liabilities on two of the plans in which the Company currently participates could be material to the Company, with one of these material plans certified as critical or red zone. With respect to the other multiemployer pension plans in which the Company participates and which are not individually significant, five plans have certified as critical or red zone, two plans have certified as endangered or yellow zone as defined by the Pension Protection Act of 2006. In June 2009 , the Company received a notice of a mass withdrawal termination and a notice of initial withdrawal liability from a multiemployer plan in which it participated. The Company had anticipated this event and as a result had accrued approximately $ 3.2 million as of January 3, 2009 based on the most recent information that was probable and estimable for this plan. The plan had given a notice of redetermination liability in December 2009 . In fiscal 2010 , the Company received further third party information confirming the future payout related to this multiemployer plan. As a result, the Company reduced its liability to approximately $ 1.2 million . In fiscal 2010 , another under-funded multiemployer plan in which the Company participates gave notification of partial withdrawal liability. As of October 3, 2015 , the Company has an accrued liability of approximately $ 0.7 million representing the present value of scheduled withdrawal liability payments under this multiemployer plan. While the Company has no ability to calculate a possible current liability for under-funded multiemployer plans that could terminate or could require additional funding under the Pension Protection Act of 2006 , the amounts could be material. |
Derivatives
Derivatives | 9 Months Ended |
Oct. 03, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives The Company’s operations are exposed to market risks relating to commodity prices that affect the Company’s cost of raw materials, finished product prices and energy costs and the risk of changes in interest rates and foreign currency exchange rates. The Company makes limited use of derivative instruments to manage cash flow risks related to natural gas usage, diesel fuel usage, inventory, forecasted sales and foreign currency exchange rates. The Company does not use derivative instruments for trading purposes. Natural gas swaps and options are entered into with the intent of managing the overall cost of natural gas usage by reducing the potential impact of seasonal weather demands on natural gas that increases natural gas prices. Heating oil swaps and options are entered into with the intent of managing the overall cost of diesel fuel usage by reducing the potential impact of seasonal weather demands on diesel fuel that increases diesel fuel prices. Corn options and future contracts are entered into with the intent of managing U.S. forecasted sales of bakery by-products ("BBP") by reducing the impact of changing prices. Foreign currency forward contracts are entered into to mitigate the foreign exchange rate risk for transactions designated in a currency other than the local functional currency. At October 3, 2015 , the Company had corn option contracts outstanding that qualified and were designated for hedge accounting as well as heating oil swap contracts, corn option and forward contracts and foreign currency forward contracts that did not qualify and were not designated for hedge accounting. Entities are required to report all derivative instruments in the statement of financial position at fair value. The accounting for changes in the fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, on the reason for holding the instrument. If certain conditions are met, entities may elect to designate a derivative instrument as a hedge of exposures to changes in fair value, cash flows or foreign currencies. If the hedged exposure is a cash flow exposure, the effective portion of the gain or loss on the derivative instrument is reported initially as a component of other comprehensive income (outside of earnings) and is subsequently reclassified into earnings when the forecasted transaction affects earnings. Any amounts excluded from the assessment of hedge effectiveness, as well as the ineffective portion of the gain or loss are reported in earnings immediately. If the derivative instrument is not designated as a hedge, the gain or loss is recognized in earnings in the period of change. Cash Flow Hedges In fiscal 2014 and the first nine months of fiscal 2015 , the Company entered into corn option contracts that are considered cash flow hedges. Under the terms of the corn option contracts, the Company hedged a portion of its U.S. forecasted sales of BBP through the second quarter of fiscal 2016. As of October 3, 2015 , some of the contracts have settled while the remaining contract positions and activity are disclosed below. From time to time, the Company may enter into corn option contracts in the future. As of October 3, 2015 , the Company had the following outstanding forward contract amounts that were entered into to hedge the future payments of intercompany note transactions, foreign currency transactions in currencies other than the functional currency and forecasted transactions in currencies other than the functional currency. All of these transactions are currently not designated for hedge accounting (in thousands): Functional Currency Contract Currency Type Amount Type Amount Brazilian real 20,035 Euro 4,850 Brazilian real 39,749 U.S. dollar 10,900 Euro 263,129 U.S. dollar 293,428 Euro 8,939 Polish zloty 38,000 Euro 4,067 Japanese yen 550,220 Euro 32,626 Chinese renminbi 236,524 Euro 8,015 Australian dollar 12,950 Euro 2,669 British pound 1,948 Polish zloty 18,651 Euro 4,439 British pound 73 Euro 100 British pound 130 U.S. dollar 200 The Company estimates the amount that will be reclassified from accumulated other comprehensive gain at October 3, 2015 into earnings over the next 12 months will be approximately $ 1.1 million . As of October 3, 2015 , no amounts have been reclassified into earnings as a result of the discontinuance of cash flow hedges. The following table presents the fair value of the Company’s derivative instruments under FASB authoritative guidance as of October 3, 2015 and January 3, 2015 (in thousands): Derivatives Designated Balance Sheet Asset Derivatives Fair Value as Hedges Location October 3, 2015 January 3, 2015 Corn options Other current assets $ 1,728 $ 247 Total asset derivatives designated as hedges $ 1,728 $ 247 Derivatives Not Designated as Hedges Foreign currency contracts Other current assets $ 125 $ 11,559 Heating oil swaps and options Other current assets 141 353 Corn options and futures Other current assets 366 69 Total asset derivatives not designated as hedges $ 632 $ 11,981 Total asset derivatives $ 2,360 $ 12,228 Derivatives Designated Balance Sheet Liability Derivatives Fair Value as Hedges Location October 3, 2015 January 3, 2015 Corn options Accrued expenses $ 45 $ — Total liability derivatives designated as hedges $ 45 $ — Derivatives Not Designated as Hedges Foreign currency contracts Accrued expenses $ 4,717 $ 2,019 Heating oil swaps and options Accrued expenses 327 993 Corn options and futures Accrued expenses 115 3 Total liability derivatives not designated as hedges $ 5,159 $ 3,015 Total liability derivatives $ 5,204 $ 3,015 The effect of the Company’s derivative instruments on the consolidated financial statements as of and for the three months ended October 3, 2015 and September 27, 2014 is as follows (in thousands): Derivatives Designated as Cash Flow Hedges Gain or (Loss) Recognized in Other Comprehensive Income ("OCI") on Derivatives (Effective Portion) (a) Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) (b) Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) (c) 2015 2014 2015 2014 2015 2014 Corn options $ 3,254 $ 2,538 $ 211 $ 1,212 $ 1,206 $ 22 Natural gas swaps — 5 — 70 — 4 Total $ 3,254 $ 2,543 $ 211 $ 1,282 $ 1,206 $ 26 (a) Amount recognized in accumulated OCI (effective portion) is reported as accumulated other comprehensive income/(loss) of approximately $ 3.3 million and approximately $ 2.5 million recorded net of taxes of approximately $ 1.3 million and $ 1.0 million as of October 3, 2015 and September 27, 2014 , respectively. (b) Gains and (losses) reclassified from accumulated OCI into income (effective portion) for corn options and natural gas swaps are included in cost of sales, respectively, in the Company’s consolidated statements of operations. (c) Gains and (losses) recognized in income on derivatives (ineffective portion) for corn options and natural gas swaps is included in other income/ (expense), net in the Company’s consolidated statements of operations. The effect of the Company’s derivative instruments on the consolidated financial statements as of and for the nine months ended October 3, 2015 and September 27, 2014 is as follows (in thousands): Derivatives Designated as Cash Flow Hedges Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) (a) Gain or (Loss) Reclassified From Accumulated OCI into Income (Effective Portion) (b) Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) (c) 2015 2014 2015 2014 2015 2014 Corn options $ 1,731 $ 2,265 $ 792 $ 2,536 $ 479 $ 2 Natural gas swaps — 160 — 427 — (1 ) Total $ 1,731 $ 2,425 $ 792 $ 2,963 $ 479 $ 1 (a) Amount recognized in accumulated OCI (effective portion) is reported as accumulated other comprehensive income/(loss) of approximately $ 1.7 million and approximately $ 2.4 million recorded net of taxes of approximately $ 0.7 million and less than $ 0.9 million as of October 3, 2015 and September 27, 2014 , respectively. (b) Gains and (losses) reclassified from accumulated OCI into income (effective portion) for corn options and natural gas swaps are included in cost of sales, respectively, in the Company’s consolidated statements of operations. (c) Gains and (losses) recognized in income on derivatives (ineffective portion) for corn options and natural gas swaps is included in other income/ (expense), net in the Company’s consolidated statements of operations. The table below summarizes the effect of derivatives not designated as hedges on the Company's consolidated statements of operations for the three and nine months ended October 3, 2015 and September 27, 2014 (in thousands): Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges Three Months Ended Nine Months Ended Derivatives not designated as hedging instruments Location October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Foreign Exchange Foreign currency loss/(gain) $ 4,081 $ (20,176 ) $ (20,750 ) $ (7,878 ) Foreign Exchange Cost of sales and operating expenses — — 1 (1 ) Foreign Exchange Selling, general and administrative expense (138 ) (2,349 ) (1,594 ) (2,607 ) Corn options and futures Net sales (95 ) — (25 ) — Corn options and futures Cost of sales and operating expenses (1,516 ) (117 ) (1,138 ) (39 ) Heating Oil swaps and options Cost of sales and operating expenses 11 181 141 163 Total $ 2,343 $ (22,461 ) $ (23,365 ) $ (10,362 ) At October 3, 2015 , the Company had forward purchase agreements in place for purchases of approximately $ 9.0 million of natural gas and diesel fuel. These forward purchase agreements have no net settlement provisions and the Company intends to take physical delivery of the underlying product. Accordingly, the forward purchase agreements are not subject to the requirements of fair value accounting because they qualify and the Company has elected to account for these as normal purchases as defined in the FASB authoritative guidance. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Oct. 03, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements FASB authoritative guidance defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The following table presents the Company’s financial instruments that are measured at fair value on a recurring and nonrecurring basis as of October 3, 2015 and are categorized using the fair value hierarchy under FASB authoritative guidance. The fair value hierarchy has three levels based on the reliability of the inputs used to determine the fair value. Fair Value Measurements at October 3, 2015 Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets: Derivative instruments $ 2,360 $ — $ 2,360 $ — Total Assets $ 2,360 $ — $ 2,360 $ — Liabilities: Derivative instruments $ 5,204 $ — $ 5,204 $ — 5.375% Senior notes 486,250 — 486,250 — 4.75% Senior notes 531,611 — 531,611 — Term loan A 286,589 — 286,589 — Term loan B 591,724 — 591,724 — Revolver debt 45,172 — 45,172 — Total Liabilities $ 1,946,550 $ — $ 1,946,550 $ — Fair Value Measurements at January 3, 2015 Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets: Derivative instruments $ 12,228 $ — $ 12,228 $ — Total Assets $ 12,228 $ — $ 12,228 $ — Liabilities: Derivative instruments $ 3,015 $ — $ 3,015 $ — 5.375% Senior notes 493,750 — 493,750 — 4.75% Senior notes — — — — Term loan A 310,600 — 310,600 — Term loan B 1,198,546 — 1,198,546 — Revolver debt 100,335 — 100,335 — Total Liabilities $ 2,106,246 $ — $ 2,106,246 $ — Derivative assets consist of the Company’s heating oil swap and option contracts, corn option and future contracts and foreign currency contracts, which represents the difference between observable market rates of commonly quoted intervals for similar assets and liabilities in active markets and the fixed swap rate considering the instruments term, notional amount and credit risk. See Note 11 (Derivatives) for breakdown by instrument type. Derivative liabilities consist of the Company’s heating oil swap and option contracts, corn option and future contracts and foreign currency contracts, which represents the difference between observable market rates of commonly quoted intervals for similar assets and liabilities in active markets and the fixed swap rate considering the instruments term, notional amount and credit risk. See Note 11 (Derivatives) for breakdown by instrument type. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximates fair value due to the short maturity of these instruments and as such have been excluded from the table above. The carrying amount for the Company's other debt is not deemed to be significantly different than the fair value and all other instruments have been recorded at fair value. The fair value of the senior notes, term loan A, term loan B and revolver debt is based on market quotation from third-party banks. |
Contingencies
Contingencies | 9 Months Ended |
Oct. 03, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies The Company is a party to several lawsuits, claims and loss contingencies arising in the ordinary course of its business, including employment related matters and assertions by certain regulatory and governmental agencies related to permitting requirements and air, wastewater and storm water discharges from the Company’s processing facilities. The Company’s workers compensation, auto and general liability policies contain significant deductibles or self-insured retentions. The Company estimates and accrues its expected ultimate claim costs related to accidents occurring during each fiscal year and carries this accrual as a reserve until these claims are paid by the Company. As a result of the matters discussed above, the Company has established loss reserves for insurance, environmental, litigation and tax matters. At October 3, 2015 and January 3, 2015 , the reserves for insurance, environmental, litigation and tax contingencies reflected on the balance sheet in accrued expenses and other non-current liabilities were approximately $ 57.1 million and $ 56.8 million , respectively. The Company has insurance recovery receivables of approximately $ 11.4 million as of October 3, 2015 and January 3, 2015 , related to these liabilities. The Company's management believes these reserves for contingencies are reasonable and sufficient based upon present governmental regulations and information currently available to management; however, there can be no assurance that final costs related to these matters will not exceed current estimates. The Company believes that the likelihood is remote that any additional liability from these lawsuits and claims that may not be covered by insurance would have a material effect on the Company's financial position, results of operations or cash flows. Lower Passaic River Area . In December 2009 , the Company, along with numerous other entities, received notice from the United States Environmental Protection Agency ("EPA") that the Company (as successor-in-interest to Standard Tallow Company) is considered a potentially responsible party with respect to alleged contamination in the lower Passaic River area which is part of the Diamond Alkali Superfund Site located in Newark, New Jersey. The Company’s designation as a potentially responsible party is based upon the operation of a former plant site located in Newark, New Jersey by Standard Tallow Company, an entity that the Company acquired in 1996. In the letter, EPA requested that the Company join a group of other parties in funding a remedial investigation and feasibility study at the site. As of the date of this report, the Company has not agreed to participate in the funding group. The Company's ultimate liability for investigatory costs, remedial costs and/or natural resource damages in connection with the lower Passaic River area cannot be determined at this time; however, as of the date of this report, there is nothing that leads the Company to believe that this matter will have a material effect on the Company's financial position, results of operations or cash flows. Fresno Facility Permit Issue. The Company has been named as a defendant and a real party in interest in a lawsuit filed on April 9, 2012 in the Superior Court of the State of California, Fresno County, styled Concerned Citizens of West Fresno vs. Darling International Inc. The complaint, as subsequently amended, alleges that the Company's Fresno facility is operating without a proper use permit and seeks, among other things, injunctive relief. The complaint had at one time also alleged that the Company's Fresno facility constitutes a continuing private and public nuisance, but the plaintiff has since amended the complaint to drop these allegations. The City of Fresno was also named as a defendant in the original complaint but has since had a judgment entered in its favor and is no longer a defendant in the lawsuit; however, in December 2013 the City of Fresno filed a motion to intervene as a plaintiff in this matter. The Superior Court heard the motion on February 4, 2014, and entered an order on February 18, 2014 denying the motion. Rendering operations have been conducted on the site since 1955, and the Company believes that it possesses all of the required federal, state and local permits to continue to operate the facility in the manner currently conducted and that its operations do not constitute a private or public nuisance. Accordingly, the Company intends to defend itself vigorously in this matter. Discovery has begun and this matter was scheduled for trial in July 2014; however, the parties have agreed to stay the litigation while they participate in a mediation process. While management cannot predict the ultimate outcome of this matter, management does not believe the outcome will have a material effect on the Company's financial condition, results of operations or cash flows. |
Business Segments
Business Segments | 9 Months Ended |
Oct. 03, 2015 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments Effective December 29, 2013, the Company's business operations were reorganized into three industry segments: Feed Ingredients, Food Ingredients and Fuel Ingredients, in order to better align its business with the underlying markets and customers that the Company serves. All historical periods have been recast for the changes to the segment reporting structure. The Company sells its products domestically and internationally. The measure of segment profit (loss) includes all revenues, operating expenses (excluding certain amortization of intangibles), and selling, general and administrative expenses incurred at all operating locations and excludes general corporate expenses. Included in corporate activities are general corporate expenses and the amortization of certain intangibles. Assets of corporate activities include cash, unallocated prepaid expenses, deferred tax assets, prepaid pension, and miscellaneous other assets. Feed Ingredients Feed Ingredients consists principally of (i) the Company's U.S. ingredients business, including the Company's used cooking oil, trap grease and food residuals collection businesses, the Rothsay ingredients business, and the ingredients and specialty products businesses conducted by Darling Ingredients International under the Sonac name (proteins, fats, and plasma products) and (ii) the Company's bakery residuals business. Feed Ingredients operations process animal by-products and used cooking oil into fats, protein and hides. Food Ingredients Food Ingredients consists principally of (i) the gelatin and collagen hydrolysates business conducted by Darling Ingredients International under the Rousselot name, (ii) the natural casings and meat-by-products business conducted by Darling Ingredients International under the CTH name and (iii) certain specialty products businesses conducted by Darling Ingredients International under the Sonac name. Fuel Ingredients The Company's Fuel Ingredients segment consists of (i) the Company's biofuel business conducted under the Dar Pro® and Rothsay names (ii) the bioenergy business conducted by Darling Ingredients International under the Ecoson and Rendac names and (iii) the Company's investment in the DGD Joint Venture. Business Segments (in thousands): Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended October 3, 2015 Net Sales $ 525,213 $ 269,230 $ 59,319 $ — $ 853,762 Cost of sales and operating expenses 409,030 214,406 47,885 — 671,321 Gross Margin 116,183 54,824 11,434 — 182,441 Selling, general and administrative expense 39,718 26,118 4,459 4,731 75,026 Acquisition and integration costs — — — 1,280 1,280 Depreciation and amortization 40,846 17,144 6,729 2,608 67,327 Segment operating income/ (loss) 35,619 11,562 246 (8,619 ) 38,808 Equity in net income of unconsolidated subsidiaries 309 — (12,330 ) — (12,021 ) Segment income/(loss) 35,928 11,562 (12,084 ) (8,619 ) 26,787 Total other expense (26,285 ) Income before income taxes $ 502 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended September 27, 2014 Net Sales $ 607,271 $ 301,398 $ 69,996 $ — $ 978,665 Cost of sales and operating expenses 474,731 237,209 52,194 27 764,161 Gross Margin 132,540 64,189 17,802 (27 ) 214,504 Selling, general and administrative expense 48,422 31,640 6,258 8,757 95,077 Acquisition and integration costs — — — 2,191 2,191 Depreciation and amortization 37,720 18,503 8,780 2,308 67,311 Segment operating income/ (loss) 46,398 14,046 2,764 (13,283 ) 49,925 Equity in net income of unconsolidated subsidiaries 426 — (1,481 ) — (1,055 ) Segment income/(loss) 46,824 14,046 1,283 (13,283 ) 48,870 Total other expense (21,780 ) Income before income taxes $ 27,090 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended October 3, 2015 Net Sales $ 1,602,141 $ 822,741 $ 162,889 $ — $ 2,587,771 Cost of sales and operating expenses 1,237,936 654,233 131,949 — 2,024,118 Gross Margin 364,205 168,508 30,940 — 563,653 Selling, general and administrative expense 136,397 79,461 6,204 23,889 245,951 Acquisition and integration costs — — — 7,807 7,807 Depreciation and amortization 121,386 51,126 19,959 7,499 199,970 Segment operating income/(loss) 106,422 37,921 4,777 (39,195 ) 109,925 Equity in net income of unconsolidated subsidiaries 1,128 — (10,785 ) — (9,657 ) Segment income/(loss) 107,550 37,921 (6,008 ) (39,195 ) 100,268 Total other expense (86,225 ) Income before income taxes $ 14,043 Segment assets at October 3, 2015 $ 2,504,512 $ 1,537,640 $ 590,567 $ 215,657 $ 4,848,376 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended September 27, 2014 Net Sales $ 1,815,487 $ 926,304 $ 214,449 $ — $ 2,956,240 Cost of sales and operating expenses 1,391,347 770,832 166,693 — 2,328,872 Gross Margin 424,140 155,472 47,756 — 627,368 Selling, general and administrative expense 149,359 86,683 15,429 28,269 279,740 Acquisition and integration costs — — — 22,304 22,304 Depreciation and amortization 116,145 55,572 21,976 6,785 200,478 Segment operating income/(loss) 158,636 13,217 10,351 (57,358 ) 124,846 Equity in net income of unconsolidated subsidiaries 1,390 — 4,672 — 6,062 Segment income/(loss) 160,026 13,217 15,023 (57,358 ) 130,908 Total other expense (123,036 ) Income before income taxes $ 7,872 Segment assets at January 3, 2015 $ 2,667,369 $ 1,734,387 $ 693,921 $ 75,036 $ 5,170,713 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Oct. 03, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Raw Material Agreement The Company entered into a Raw Material Agreement with the DGD Joint Venture in May 2011 pursuant to which the Company will offer to supply certain animal fats and used cooking oil at market prices, up to the DGD Joint Venture's full operational requirement of feedstock, but the DGD Joint Venture is not obligated to purchase the raw material offered by the Company. Additionally, the Company may offer other feedstocks to the DGD Joint Venture, such as inedible corn oil, purchased on a resale basis. For the three months ended October 3, 2015 and September 27, 2014 , the Company has recorded sales to the DGD Joint Venture of approximately $ 42.8 million and $ 29.0 million , respectively. For the nine months ended October 3, 2015 and September 27, 2014 , the Company has recorded sales to the DGD Joint Venture of approximately $ 125.8 million and $ 112.6 million , respectively. At October 3, 2015 and January 3, 2015 , the Company has $ 14.2 million and $ 6.1 million in outstanding receivables due from the DGD Joint Venture, respectively. In addition, the Company has eliminated approximately $ 5.1 million of additional sales for the three months ended October 3, 2015 to defer the Company's portion of profit of approximately $ 0.9 million on those sales relating to inventory assets still remaining on the DGD Joint Venture's balance sheet at October 3, 2015 . Revolving Loan Agreement On February 23, 2015, Darling through its wholly owned subsidiary Darling Green Energy LLC, ("Darling Green") and a third party Diamond Alternative Energy, LLC ("Diamond Alternative" and together with Darling Green, the "DGD Lenders") entered into a revolving loan agreement (the "DGD Loan Agreement") with the DGD Joint Venture Opco. The DGD Lenders have committed to make loans available to Opco in the total amount of $ 10.0 million with each lender committed to $ 5.0 million of the total commitment. Any borrowings by Opco under the DGD Loan Agreement are at the applicable annum rate equal to the sum of (a) the LIBO Rate (meaning Reuters BBA Libor Rates Page 3750) on such day plus (b) 2.50% . The DGD Loan Agreement matures on December 31, 2015, unless extended by agreement of the parties. During the first nine months of fiscal 2015, Opco borrowed and repaid $ 3.5 million plus an insignificant amount of interest to Darling Green. As of October 3, 2015, no amounts are owed to Darling Green under the DGD Loan Agreement. |
New Accounting Pronoucements
New Accounting Pronoucements | 9 Months Ended |
Oct. 03, 2015 | |
New Accounting Pronoucements [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In September 2015, the FASB issued Accounting Standards Update ("ASU") No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments. This ASU amends Topic 805, Business Combinations . This ASU simplifies the treatment of adjustments to provisional amounts recognized in the period for items in a business combination for which the accounting is incomplete at the end of the reporting period. This ASU requires entities to present separately on the face of the income statement (or disclose in the notes to the financial statements) the portion of the amount recorded in the current period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2015 and for interim periods therein. The Company is currently evaluating the impact of this standard. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. This ASU amends Topic 330, Inventory . The ASU simplifies the measurement of inventory by requiring certain inventory to be measured at the lower of cost and net realizable value. The ASU is effective for financial statements issued for fiscal years beginning after December 15, 2016 and for interim periods therein. The Company is currently evaluating the impact of this standard. In April 2015, the FASB issued ASU No. 2015-04, Practical Expedient for the Measurement Date of an Employer's Defined Benefit Obligation and Plan Assets. The ASU amends ASC Topic 715, Compensation-Retirement Benefits. The new standard permits a reporting entity with a fiscal year-end that does not coincide with a month-end to measure defined benefit plan assets and obligations using the month-end that is closest to the entity's fiscal year-end and apply that expedient consistently from year to year. The practical expedient should be applied consistently to all plans if an entity has more than one plan. This ASU is effective for public entities for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those years. Early adoption is permitted. The Company is currently evaluating the impact of this standard. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. The ASU amends ASC (Subtopic 835-30), Interest - Imputation of Interest. The new standard requires debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying value of the debt liability, which is similar to the presentation of debt discounts or premiums. The costs will continue to be amortized to interest expense using the effective interest method. The ASU is effective for public entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of this standard. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which will supersede nearly all existing revenue recognition guidance under GAAP. The new ASU introduces a new five-step revenue recognition model in which an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, this ASU requires disclosures sufficient to enable the users to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers, including qualitative and quantitative disclosures about contracts with customers, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. In July 2015, the FASB deferred the elective date of the standard by one year. This ASU allows for either full retrospective or modified retrospective adoption and will become effective for the Company for the fiscal years beginning after December 15, 2017. The Company is currently evaluating the impact of this standard. |
Guarantor Financial Information
Guarantor Financial Information | 9 Months Ended |
Oct. 03, 2015 | |
Guarantor Financial Information [Abstract] | |
Guarantor Financial Information | Guarantor Financial Information The Company's 5.375% Notes and 4.75% Notes (see Note 6) are guaranteed on a senior unsecured basis by the following Notes Guarantors, each of which is a 100% directly or indirectly owned subsidiary of Darling and which constitute all of Darling's existing restricted subsidiaries that are Credit Agreement Guarantors (other than Darling's foreign subsidiaries, Darling Global Finance B.V., which issued the 4.75% Notes and is discussed further below, or any receivables entity): Darling National, Griffin and its subsidiary Craig Protein, Darling AWS LLC, Terra Holding Company, Darling Global Holdings Inc., Darling Northstar LLC, TRS, EV Acquisition, Inc., Rousselot Inc., Rousselot Dubuque Inc., Sonac USA LLC and Rousselot Peabody Inc. In addition, the 4.75% Notes, which were issued by Darling Global Finance B.V., a wholly-owned indirect subsidiary of Darling, are guaranteed on a senior unsecured basis by Darling. The Notes Guarantors, and Darling in the case of the 4.75% Notes, fully and unconditionally guaranteed the 5.375% Notes and 4.75% Notes on a joint and several basis. The following financial statements present condensed consolidating financial data for (i) Darling, (ii) the combined Notes Guarantors, (iii) the combined other subsidiaries of the Company that did not guarantee the 5.375% Notes or the 4.75% Notes (the "Non-guarantors"), and (iv) eliminations necessary to arrive at the Company's consolidated financial statements, which include condensed consolidated balance sheets as of October 3, 2015 and January 3, 2015 , and the condensed consolidating statements of operations, the condensed consolidating statements of comprehensive income and the condensed consolidating statements of cash flows for the three and nine months ended October 3, 2015 and September 27, 2014 . Separate financial information is not presented for Darling Global Finance B.V. since it was formed as a special purpose finance subsidiary for the purpose of issuing the 4.75% Notes and therefore does not have any substantial operations or assets. Condensed Consolidating Balance Sheet As of October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 1,309 $ 1,873 $ 145,704 $ — $ 148,886 Restricted cash 103 — 231 — 334 Accounts receivable 349,668 100,474 311,001 (382,050 ) 379,093 Inventories 12,799 108,433 245,543 — 366,775 Income taxes refundable 22,693 — 2,243 — 24,936 Prepaid expenses 15,893 2,178 29,015 — 47,086 Other current assets 2,983 (8 ) 19,108 (13,365 ) 8,718 Deferred income taxes 25,776 — 4,019 — 29,795 Total current assets 431,224 212,950 756,864 (395,415 ) 1,005,623 Investment in subsidiaries 3,865,014 1,126,082 837,604 (5,828,700 ) — Property, plant and equipment, net 214,980 472,863 828,755 — 1,516,598 Intangible assets, net 18,816 336,054 460,859 — 815,729 Goodwill 21,860 549,690 682,143 — 1,253,693 Investment in unconsolidated subsidiaries — — 165,137 — 165,137 Other assets 57,898 524,806 334,980 (842,161 ) 75,523 Deferred taxes — — 16,073 — 16,073 $ 4,609,792 $ 3,222,445 $ 4,082,415 $ (7,066,276 ) $ 4,848,376 LIABILITIES AND STOCKHOLDERS’ EQUITY Current portion of long-term debt $ 20,933 $ — $ 40,398 $ (13,365 ) $ 47,966 Accounts payable 34,774 369,068 106,581 (354,874 ) 155,549 Income taxes payable 3,274 373 7,594 — 11,241 Accrued expenses 64,500 27,616 173,794 (27,176 ) 238,734 Deferred income taxes — — 1,864 — 1,864 Total current liabilities 123,481 397,057 330,231 (395,415 ) 455,354 Long-term debt, net of current portion 1,285,119 — 1,533,454 (842,161 ) 1,976,412 Other noncurrent liabilities 52,399 2,144 51,240 — 105,783 Deferred income taxes 182,018 — 211,936 — 393,954 Total liabilities 1,643,017 399,201 2,126,861 (1,237,576 ) 2,931,503 Total stockholders’ equity 2,966,775 2,823,244 1,955,554 (5,828,700 ) 1,916,873 $ 4,609,792 $ 3,222,445 $ 4,082,415 $ (7,066,276 ) $ 4,848,376 Condensed Consolidating Balance Sheet As of January 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 10,447 $ 14,460 $ 83,877 $ — $ 108,784 Restricted cash 103 — 240 — 343 Accounts receivable 30,237 604,486 320,040 (544,984 ) 409,779 Inventories 19,762 93,253 288,598 — 401,613 Income taxes refundable 18,647 — 3,493 — 22,140 Prepaid expenses 11,513 1,792 31,324 — 44,629 Other current assets 1,894 14 206,338 (186,922 ) 21,324 Deferred income taxes 42,497 — 2,504 — 45,001 Total current assets 135,100 714,005 936,414 (731,906 ) 1,053,613 Investment in subsidiaries 3,874,466 1,096,541 837,605 (5,808,612 ) — Property, plant and equipment, net 205,895 445,301 922,920 — 1,574,116 Intangible assets, net 21,903 366,315 544,195 — 932,413 Goodwill 21,860 549,950 748,609 — 1,320,419 Investment in unconsolidated subsidiary — — 202,712 — 202,712 Other assets 56,404 575,656 538,460 (1,099,511 ) 71,009 Deferred income taxes — — 16,431 — 16,431 $ 4,315,628 $ 3,747,768 $ 4,747,346 $ (7,640,029 ) $ 5,170,713 LIABILITIES AND STOCKHOLDERS’ EQUITY Current portion of long-term debt $ 16,017 $ 55 $ 225,252 $ (186,923 ) $ 54,401 Accounts payable 540,784 11,349 127,994 (511,609 ) 168,518 Income taxes payable — — 4,363 — 4,363 Accrued expenses 88,840 34,842 165,812 (33,375 ) 256,119 Deferred income taxes — — 642 — 642 Total current liabilities 645,641 46,246 524,063 (731,907 ) 484,043 Long-term debt, net of current portion 1,334,556 — 1,862,994 (1,099,511 ) 2,098,039 Other noncurrent liabilities 56,849 1,979 55,872 — 114,700 Deferred income taxes 176,745 — 246,052 — 422,797 Total liabilities 2,213,791 48,225 2,688,981 (1,831,418 ) 3,119,579 Total stockholders’ equity 2,101,837 3,699,543 2,058,365 (5,808,611 ) 2,051,134 $ 4,315,628 $ 3,747,768 $ 4,747,346 $ (7,640,029 ) $ 5,170,713 Condensed Consolidating Statements of Operations For the three months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 122,670 $ 341,936 $ 437,905 $ (48,749 ) $ 853,762 Cost and expenses: Cost of sales and operating expenses 92,188 282,218 345,664 (48,749 ) 671,321 Selling, general and administrative expenses 23,651 14,285 37,090 — 75,026 Acquisition and integration costs 764 — 516 — 1,280 Depreciation and amortization 8,074 24,409 34,844 — 67,327 Total costs and expenses 124,677 320,912 418,114 (48,749 ) 814,954 Operating income/(loss) (2,007 ) 21,024 19,791 — 38,808 Interest expense (15,339 ) 4,635 (14,124 ) — (24,828 ) Foreign currency gains/(losses) 1 (561 ) (1,901 ) — (2,461 ) Other, net (1,282 ) 1,488 798 — 1,004 Equity in net income/(loss) of unconsolidated subsidiaries — — (12,021 ) — (12,021 ) Earnings in investments in subsidiaries (45,361 ) — — 45,361 — Income/(loss) before taxes (63,988 ) 26,586 (7,457 ) 45,361 502 Income taxes (benefit) (54,901 ) 67,707 (4,947 ) — 7,859 Net (income)/loss attributable to noncontrolling interests — — (1,730 ) — (1,730 ) Net income/(loss) attributable to Darling $ (9,087 ) $ (41,121 ) $ (4,240 ) $ 45,361 $ (9,087 ) Condensed Consolidating Statements of Operations For the nine months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 369,734 $ 1,045,673 $ 1,323,884 $ (151,520 ) $ 2,587,771 Cost and expenses: Cost of sales and operating expenses 285,125 845,594 1,044,919 (151,520 ) 2,024,118 Selling, general and administrative expenses 91,905 42,322 111,724 — 245,951 Acquisition and integration costs 3,340 — 4,467 — 7,807 Depreciation and amortization 24,228 71,841 103,901 — 199,970 Total costs and expenses 404,598 959,757 1,265,011 (151,520 ) 2,477,846 Operating income/(loss) (34,864 ) 85,916 58,873 — 109,925 Interest expense (45,568 ) 14,334 (50,988 ) — (82,222 ) Foreign currency gains/(losses) (8 ) (958 ) (2,333 ) — (3,299 ) Other, net (3,687 ) 1,117 1,866 — (704 ) Equity in net income of unconsolidated subsidiaries — — (9,657 ) — (9,657 ) Earnings in investments in subsidiaries (9,468 ) — — 9,468 — Income/(loss) before taxes (93,595 ) 100,409 (2,239 ) 9,468 14,043 Income taxes (benefit) (87,697 ) 104,670 (2,334 ) — 14,639 Net income/(loss) attributable to noncontrolling interests — — (5,302 ) — (5,302 ) Net income/(loss) attributable to Darling $ (5,898 ) $ (4,261 ) $ (5,207 ) $ 9,468 $ (5,898 ) Condensed Consolidating Statements of Operations For the three months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 122,289 $ 410,010 $ 510,474 $ (64,108 ) $ 978,665 Cost and expenses: Cost of sales and operating expenses 91,532 340,061 396,676 (64,108 ) 764,161 Selling, general and administrative expenses 32,520 13,945 48,612 — 95,077 Acquisition and integration costs 1,291 — 900 — 2,191 Depreciation and amortization 7,303 19,693 40,315 — 67,311 Total costs and expenses 132,646 373,699 486,503 (64,108 ) 928,740 Operating income/(loss) (10,357 ) 36,311 23,971 — 49,925 Interest expense (15,603 ) 5,104 (14,675 ) (181 ) (25,355 ) Foreign currency gains/(losses) (28 ) (501 ) 2,051 — 1,522 Other, net 301 447 1,124 181 2,053 Equity in net income of unconsolidated subsidiaries — — (1,055 ) — (1,055 ) Earnings in investments in subsidiaries 10,216 — — (10,216 ) — Income/(loss) before taxes (15,471 ) 41,361 11,416 (10,216 ) 27,090 Income taxes (benefit) (29,789 ) 40,290 635 — 11,136 Net (income)/loss attributable to noncontrolling interests — — (1,636 ) — (1,636 ) Net income/(loss) attributable to Darling $ 14,318 $ 1,071 $ 9,145 $ (10,216 ) $ 14,318 Condensed Consolidating Statements of Operations For the nine months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 424,943 $ 1,227,098 $ 1,530,258 $ (226,059 ) $ 2,956,240 Cost and expenses: Cost of sales and operating expenses 313,096 1,000,311 1,241,524 (226,059 ) 2,328,872 Selling, general and administrative expenses 104,980 42,713 132,047 — 279,740 Acquisition costs 18,298 — 4,006 — 22,304 Depreciation and amortization 22,451 58,216 119,811 — 200,478 Total costs and expenses 458,825 1,101,240 1,497,388 (226,059 ) 2,831,394 Operating income/(loss) (33,882 ) 125,858 32,870 — 124,846 Interest expense (81,338 ) 15,659 (44,923 ) (181 ) (110,783 ) Foreign currency gains/(losses) (12,256 ) (265 ) 240 — (12,281 ) Other, net (2,418 ) (123 ) 2,388 181 28 Equity in net loss of unconsolidated subsidiaries — — 6,062 — 6,062 Earnings in investments in subsidiaries 79,265 — — (79,265 ) — Income/(loss) before taxes (50,629 ) 141,129 (3,363 ) (79,265 ) 7,872 Income taxes (44,901 ) 54,758 (1,508 ) — 8,349 Net (income)/loss attributable to noncontrolling interests — — (5,251 ) — (5,251 ) Net income/(loss) $ (5,728 ) $ 86,371 $ (7,106 ) $ (79,265 ) $ (5,728 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the three months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ (7,357 ) $ (41,121 ) $ (4,240 ) $ 45,361 $ (7,357 ) Other comprehensive income/(loss), net of tax: Foreign currency translation — — (41,604 ) — (41,604 ) Pension adjustments 730 — 50 — 780 Corn option derivative adjustments 1,861 — — — 1,861 Total other comprehensive income, net of tax 2,591 — (41,554 ) — (38,963 ) Total comprehensive income/(loss) (4,766 ) (41,121 ) (45,794 ) 45,361 (46,320 ) Total comprehensive income attributable to noncontrolling interest — — 39 — 39 Total comprehensive income/(loss) attributable to Darling $ (4,766 ) $ (41,121 ) $ (45,833 ) $ 45,361 $ (46,359 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the nine months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ (596 ) $ (4,261 ) $ (5,207 ) $ 9,468 $ (596 ) Other comprehensive income/ (loss), net of tax: Foreign currency translation — — (131,794 ) — (131,794 ) Pension adjustments 2,188 — 139 — 2,327 Corn option derivative adjustments 574 — — — 574 Total other comprehensive income, net of tax 2,762 — (131,655 ) — (128,893 ) Total comprehensive income/(loss) 2,166 (4,261 ) (136,862 ) 9,468 (129,489 ) Total comprehensive income attributable to noncontrolling interest — — 7,929 — 7,929 Total comprehensive income/(loss) attributable to Darling $ 2,166 $ (4,261 ) $ (144,791 ) $ 9,468 $ (137,418 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the three months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ 15,954 $ 1,071 $ 9,145 $ (10,216 ) $ 15,954 Other comprehensive income/(loss), net of tax: Foreign currency translation — — (71,231 ) — (71,231 ) Pension adjustments 321 — — — 321 Natural gas swap derivative adjustments (40 ) — — — (40 ) Corn option derivative adjustments 811 — — — 811 Total other comprehensive income, net of tax 1,092 — (71,231 ) — (70,139 ) Total comprehensive income/(loss) 17,046 1,071 (62,086 ) (10,216 ) (54,185 ) Total comprehensive income attributable to noncontrolling interest — — 4,985 — 4,985 Total comprehensive income/(loss) attributable to Darling $ 17,046 $ 1,071 $ (67,071 ) $ (10,216 ) $ (59,170 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the nine months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ (477 ) $ 86,371 $ (7,106 ) $ (79,265 ) $ (477 ) Other comprehensive income/(loss), net of tax: Foreign currency translation — — (57,547 ) — (57,547 ) Pension adjustments 962 — — — 962 Natural gas swap derivative adjustments (164 ) — — — (164 ) Corn option derivative adjustments (166 ) — — — (166 ) Total other comprehensive income, net of tax 632 — (57,547 ) — (56,915 ) Total comprehensive income/(loss) 155 86,371 (64,653 ) (79,265 ) (57,392 ) Total comprehensive income attributable to noncontrolling interest — — 8,095 — 8,095 Total comprehensive income/(loss) attributable to Darling $ 155 $ 86,371 $ (72,748 ) $ (79,265 ) $ (65,487 ) Condensed Consolidating Statements of Cash Flows For the nine months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Cash flows from operating activities: Net income/(loss) $ (596 ) $ (4,261 ) $ (5,207 ) $ 9,468 $ (596 ) Earnings in investments in subsidiaries 9,468 — — (9,468 ) — Other operating cash flows 74,837 39,901 182,512 — 297,250 Net cash provided by operating activities 83,709 35,640 177,305 — 296,654 Cash flows from investing activities: Capital expenditures (28,830 ) (70,947 ) (62,487 ) — (162,264 ) Acquisitions — — — — — Investment in subsidiaries and affiliates (20 ) (29,541 ) 29,541 20 — Note receivable from affiliates — 51,019 (51,019 ) — — Gross proceeds from sale of property, plant and equipment and other assets 707 807 959 — 2,473 Proceeds from insurance settlements 71 490 — — 561 Payments related to routes and other intangibles — — (2,939 ) — (2,939 ) Net cash used in investing activities (28,072 ) (48,172 ) (85,945 ) 20 (162,169 ) Cash flows from financing activities: Proceeds for long-term debt — — 586,199 — 586,199 Payments on long-term debt (12,092 ) (55 ) (583,725 ) — (595,872 ) Borrowings from revolving facilities 25,000 — 53,244 — 78,244 Payments on revolving facilities (60,000 ) — (70,876 ) — (130,876 ) Net cash overdraft financing — — (1,261 ) — (1,261 ) Deferred loan costs (7,104 ) — (10,015 ) — (17,119 ) Issuances of common stock 171 — — — 171 Repurchase of treasury stock (5,912 ) — — — (5,912 ) Contributions from parent — — 20 (20 ) — Minimum withholding taxes paid on stock awards (4,838 ) — — — (4,838 ) Excess tax benefits from stock-based compensation — — — — — Distributions to noncontrolling interests — — (2,820 ) — (2,820 ) Net cash used in financing activities (64,775 ) (55 ) (29,234 ) (20 ) (94,084 ) Effect of exchange rate changes on cash — — (299 ) — (299 ) Net increase/(decrease) in cash and cash equivalents (9,138 ) (12,587 ) 61,827 — 40,102 Cash and cash equivalents at beginning of year 10,447 14,460 83,877 — 108,784 Cash and cash equivalents at end of year $ 1,309 $ 1,873 $ 145,704 $ — $ 148,886 Condensed Consolidating Statements of Cash Flows For the nine months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Cash flows from operating activities: Net income/(loss) $ (477 ) $ 86,371 $ (7,106 ) $ (79,265 ) $ (477 ) Earnings in investments in subsidiaries (79,265 ) — — 79,265 — Other operating cash flows 123,484 (11,109 ) 67,399 — 179,774 Net cash provided by operating activities 43,742 75,262 60,293 — 179,297 Cash flows from investing activities: Capital expenditures (29,915 ) (60,391 ) (63,678 ) — (153,984 ) Acquisitions — (645 ) (2,075,006 ) — (2,075,651 ) Investment in subsidiaries and affiliates (1,483,007 ) (1,428,542 ) (440,615 ) 3,352,164 — Note receivable from affiliates — (204,074 ) 204,074 — — Gross proceeds from sale of property, plant and equipment and other assets 1,421 602 787 — 2,810 Proceeds from insurance settlements 1,350 200 — — 1,550 Payments related to routes and other intangibles (8,210 ) — — — (8,210 ) Net cash used in investing activities (1,518,361 ) (1,692,850 ) (2,374,438 ) 3,352,164 (2,233,485 ) Cash flows from financing activities: Proceeds for long-term debt 1,100,000 — 736,917 — 1,836,917 Payments on long-term debt (256,500 ) (65 ) (54,208 ) — (310,773 ) Borrowings from revolving credit facility 122,445 — 47,698 — 170,143 Payments on revolving credit facility (227,445 ) — (49,809 ) — (277,254 ) Net cash overdraft financing — — 933 — 933 Deferred loan costs (41,748 ) — (3,475 ) — (45,223 ) Issuances of common stock 417 — — — 417 Contributions from parent — 1,632,616 1,719,548 (3,352,164 ) — Minimum withholding taxes paid on stock awards (6,814 ) — — — (6,814 ) Excess tax benefits from stock-based compensation 1,451 — — — 1,451 Net cash used in financing activities 691,806 1,632,551 2,397,604 (3,352,164 ) 1,369,797 Effect of exchange rate changes on cash — — 6,961 — 6,961 Net increase/(decrease) in cash and cash equivalents (782,813 ) 14,963 90,420 — (677,430 ) Cash and cash equivalents at beginning of year 857,267 6,117 7,473 — 870,857 Cash and cash equivalents at end of year $ 74,454 $ 21,080 $ 97,893 $ — $ 193,427 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 03, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of Darling and its consolidated subsidiaries. Noncontrolling interests represents the outstanding ownership interest in the Company's consolidated subsidiaries that are not owned by the Company. In the accompanying Consolidated Statements of Operations, the noncontrolling interest in net income (loss) of the consolidated subsidiaries is shown as an allocation of the Company's net income and is presented separately as "Net income/(loss) attributable to noncontrolling interests". In the Company's Consolidated Balance Sheets, noncontrolling interests represents the ownership interests in the Company consolidated subsidiaries' net assets held by parties other than the Company. These ownership interests are presented separately as "Noncontrolling interests" within "Stockholders' Equity." All significant intercompany balances and transactions have been eliminated in consolidation. |
Fiscal Periods | Fiscal Periods The Company has a 52 / 53 week fiscal year ending on the Saturday nearest December 31 . Fiscal periods for the consolidated financial statements included herein are as of October 3, 2015 , and include the 13 and 39 weeks ended October 3, 2015 , and the 13 and 39 weeks ended September 27, 2014 . |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
Earnings Per Share | Earnings Per Share Basic income/(loss) per common share is computed by dividing net income attributable to Darling by the weighted average number of common shares including non-vested and restricted shares outstanding during the period. Diluted income/(loss) per common share is computed by dividing net income attributable to Darling by the weighted average number of common shares outstanding during the period increased by dilutive common equivalent shares determined using the treasury stock method. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue on sales when products are shipped and the customer takes ownership and assumes risk of loss. Certain customers may be required to prepay prior to shipment in order to maintain payment protection related to certain foreign and domestic sales. These amounts are recorded as unearned revenue and recognized when the products have shipped and the customer takes ownership and assumes risk of loss. The Company recognizes service revenue in the fiscal month the service occurs. |
Income Taxes | Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company expects to indefinitely reinvest the earnings of its foreign subsidiaries outside of the United States and has generally not provided deferred income taxes on the accumulated earnings of its foreign subsidiaries. The Company periodically assesses whether it is more likely than not that it will generate sufficient taxable income to realize its deferred income tax assets. In making this determination, the Company considers all available positive and negative evidence and makes certain assumptions. The Company considers, among other things, its deferred tax liabilities, the overall business environment, its historical earnings and losses, current industry trends and its outlook for future years. Certain VION Companies acquired as part of the VION Acquisition have deferred tax assets for tax loss carryforwards, and the Company has recorded valuation allowances in respect to those losses to the extent it has been determined that it is not more likely than not that the deferred tax assets will be realized. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation and Remeasurement Foreign currency translation is included as a component of accumulated other comprehensive income and reflects the adjustments resulting from translating the foreign currency denominated financial statements of foreign subsidiaries into U.S. dollars. The functional currency of the Company's foreign subsidiaries is the currency of the primary economic environment in which the entity operates, which is generally the local currency of the country. Accordingly, assets and liabilities of the foreign subsidiaries are translated to U.S. dollars at fiscal period end exchange rates, including intercompany foreign currency transactions that are of long-term investment nature. Income and expense items are translated at average exchange rates occurring during the period. Changes in exchange rates that affect cash flows and the related receivables or payables are recognized as transaction gains and losses in determining net income. |
Long Lived Assets [Policy Text Block] | Long-Lived Assets Property, Plant and Equipment Property, plant and equipment are recorded at cost. Depreciation is computed by the straight-line method over the estimated useful lives of assets: 1) Buildings and improvements, 15 to 30 years; 2) Machinery and equipment, 3 to 10 years; 3) Vehicles, 3 to 8 years; and 4) Aircraft, 7 to 10 years. Maintenance and repairs are charged to expense as incurred and expenditures for major renewals and improvements are capitalized. Intangible Assets Intangible assets with indefinite lives, and therefore, not subject to amortization, consist of trade names acquired in the acquisition of Griffin Industries Inc. on December 17, 2010 (which was subsequently converted to a limited liability company) and its subsidiaries ("Griffin") and trade names acquired in the VION Acquisition. In the first quarter of fiscal 2015, the Company has determined that due to a global re-branding strategy, the Griffin Industries trade name in the amount of approximately $ 65.1 million has been determined to have a limited useful life and therefore the Company has started to amortize the Griffin Industries name over a useful life of 10 years. Intangible assets subject to amortization consist of: 1) collection routes which are made up of groups of suppliers of raw materials in similar geographic areas from which the Company derives collection fees and a dependable source of raw materials for processing into finished products; 2) permits that represent licensing of operating plants that have been acquired, giving those plants the ability to operate; 3) non-compete agreements that represent contractual arrangements with former competitors whose businesses were acquired; 4) trade names; and 5) royalty, consulting, land use rights and leasehold agreements. Amortization expense is calculated using the straight-line method over the estimated useful lives of the assets ranging from: 5 to 21 years for collection routes; 10 to 20 years for permits; 3 to 7 years for non-compete covenants; and 4 to 15 years for trade names. Royalty, consulting, land use rights and leasehold agreements are amortized over the term of the agreement. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Accounting Policies [Abstract] | |
Net Income per Common Share | Net Income per Common Share (in thousands, except per share data) Three Months Ended October 3, 2015 September 27, 2014 Loss Shares Per Share Income Shares Per Share Basic: Net Income attributable to Darling $ (9,087 ) 165,195 $ (0.06 ) $ 14,318 164,676 $ 0.09 Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards — 796 Less: Pro forma treasury shares — (515 ) Diluted: Net income attributable to Darling $ (9,087 ) 165,195 $ (0.06 ) $ 14,318 164,957 $ 0.09 Net Income/ (loss) per Common Share (in thousands, except per share data) Nine Months Ended October 3, 2015 September 27, 2014 Loss Shares Per Share Loss Shares Per Share Basic: Net Income/(loss) attributable to Darling $ (5,898 ) 165,086 $ (0.04 ) $ (5,728 ) 164,551 $ (0.03 ) Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards — — Less: Pro forma treasury shares — — Diluted: Net income/(loss) attributable to Darling $ (5,898 ) 165,086 $ (0.04 ) $ (5,728 ) 164,551 $ (0.03 ) |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | A summary of inventories follows (in thousands): October 3, 2015 January 3, 2015 Finished product $ 226,709 $ 255,130 Work in process 91,671 98,936 Supplies and other 48,395 47,547 $ 366,775 $ 401,613 |
Investment in Unconsolidated 27
Investment in Unconsolidated Subsidiary (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Selected financial information for the Company's DGD Joint Venture is as follows (in thousands): (in thousands) September 30, 2015 December 31, 2014 Assets: Total current assets $ 110,625 $ 216,991 Property, plant and equipment, net 357,305 373,117 Other assets 1,067 2,092 Total assets $ 468,997 $ 592,200 Liabilities and members' equity: Total current portion of long term debt $ 17,023 $ 57,514 Total other current liabilities 29,337 21,313 Total long term debt 136,074 155,273 Total other long term liabilities 371 339 Total members' equity 286,192 357,761 Total liabilities and member's equity $ 468,997 $ 592,200 Three Months Ended Nine Months Ended (in thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Revenues: Operating revenues $ 107,160 $ 80,206 $ 380,048 $ 347,926 Expenses: Total costs and expenses 128,738 78,800 391,081 325,355 Operating income/(loss) (21,578 ) 1,406 (11,033 ) 22,571 Other income 41 27 93 69 Interest and debt expense, net (3,122 ) (4,395 ) (10,629 ) (13,296 ) Net income/(loss) $ (24,659 ) $ (2,962 ) $ (21,569 ) $ 9,344 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Debt Instrument [Line Items] | |
Schedule of Debt | Debt consists of the following (in thousands): October 3, 2015 January 3, 2015 Amended Credit Agreement: Revolving Credit Facility ($15.9 million and $36.9 million denominated in CAD at October 3, 2015 and January 3, 2015, respectively) $ 45,860 $ 101,863 Term Loan A ($103.4 million and $122.2 million denominated in CAD at October 3, 2015 and January 3, 2015, respectively) 285,874 312,161 Term Loan B ($610.2 million denominated in Euro at January 3, 2015) 591,000 1,205,669 5.375% Senior Notes due 2022 500,000 500,000 4.75% Senior Notes due 2022 - Denominated in euro 574,714 — Other Notes and Obligations 26,930 32,747 2,024,378 2,152,440 Less Current Maturities 47,966 54,401 $ 1,976,412 $ 2,098,039 |
Senior Notes 5.375% Due 2022 [Member] | |
Debt Instrument [Line Items] | |
Schedule Of Debt Redemption Prices | On and after January 15, 2017, Darling may redeem all or, from time to time, a part of the 5.375% Notes (including any additional 5.375% Notes), upon not less than 30 nor more than 60 days' notice at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest on the 5.375% Notes, if any, to, but excluding, the applicable redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve-month period beginning on January 15 of the years indicated below: Year Percentage 2017 104.031% 2018 102.688% 2019 101.344% 2020 and thereafter 100.000% |
Senior Notes 4.75% Due 2022 [Member] | |
Debt Instrument [Line Items] | |
Schedule Of Debt Redemption Prices | On and after May 30, 2018, the Note Issuer may redeem all or, from time to time, a part of the 4.75% Notes at the following redemption prices (expressed as a percentage of principal amount) plus accrued and unpaid interest on the 4.75% Notes, if any, to, but excluding, the applicable redemption date and all additional amounts (if any) then due or which will become due on the applicable redemption date as a result of the redemption or otherwise (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date and additional amounts (if any) in respect thereof), if redeemed during the twelve-month period beginning on May 30 of the years indicated below: Year Percentage 2018 102.3750% 2019 101.1875% 2020 and thereafter 100.0000% |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Equity [Abstract] | |
Schedule of Comprehensive Income (Loss) | The components of other comprehensive income (loss) and the related tax impacts for the three and nine months ended October 3, 2015 and September 27, 2014 are as follows (in thousands): Three Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Defined benefit pension plans Amortization of prior service cost $ (21 ) $ 4 $ 9 $ (2 ) $ (12 ) $ 2 Amortization of actuarial loss 1,286 520 (494 ) (201 ) 792 319 Total defined benefit pension plans 1,265 524 (485 ) (203 ) 780 321 Natural gas swap derivatives Loss/(gain) reclassified to net income — (70 ) — 27 — (43 ) Gain/(loss) activity recognized in other comprehensive income (loss) — 5 — (2 ) — 3 Total natural gas swap derivatives — (65 ) — 25 — (40 ) Corn option derivatives Loss/(gain) reclassified to net income (211 ) (1,212 ) 82 470 (129 ) (742 ) Gain/(loss) activity recognized in other comprehensive income (loss) 3,254 2,538 (1,264 ) (985 ) 1,990 1,553 Total corn option derivatives 3,043 1,326 (1,182 ) (515 ) 1,861 811 Foreign currency translation (41,604 ) (71,231 ) — — (41,604 ) (71,231 ) Other comprehensive income (loss) $ (37,296 ) $ (69,446 ) $ (1,667 ) $ (693 ) $ (38,963 ) $ (70,139 ) Nine Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Defined benefit pension plans Amortization of prior service cost $ (61 ) $ 12 $ 29 $ (6 ) $ (32 ) $ 6 Amortization of actuarial loss 3,855 1,559 (1,496 ) (603 ) 2,359 956 Total defined benefit pension plans 3,794 1,571 (1,467 ) (609 ) 2,327 962 Natural gas swap derivatives Loss/(gain) reclassified to net income — (427 ) — 166 — (261 ) Gain/(loss) activity recognized in other comprehensive income (loss) — 160 — (63 ) — 97 Total natural gas swap derivatives — (267 ) — 103 — (164 ) Corn option derivatives Loss/(gain) reclassified to net income (792 ) (2,536 ) 307 983 (485 ) (1,553 ) Gain/(loss) activity recognized in other comprehensive income (loss) 1,731 2,265 (672 ) (878 ) 1,059 1,387 Total corn option derivatives 939 (271 ) (365 ) 105 574 (166 ) Foreign currency translation (131,794 ) (57,547 ) — — (131,794 ) (57,547 ) Other Comprehensive income (loss) $ (127,061 ) $ (56,514 ) $ (1,832 ) $ (401 ) $ (128,893 ) $ (56,915 ) |
Reclassification out of Accumulated Other Comprehensive Income | The following table presents the amounts reclassified out of each component of other comprehensive income (loss), net of tax for the three and nine months ended October 3, 2015 and September 27, 2014 as follows (in thousands): Three Months Ended Nine Months Ended October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Statement of Operations Classification Derivative instruments Natural gas swap derivatives $ — $ 70 $ — $ 427 Cost of sales and operating expenses Corn option derivatives 211 1,212 792 2,536 Cost of sales and operating expenses 211 1,282 792 2,963 Total before tax (82 ) (497 ) (307 ) (1,150 ) Income taxes 129 785 485 1,813 Net of tax Defined benefit pension plans Amortization of prior service cost $ 21 $ (4 ) $ 61 $ (12 ) (a) Amortization of actuarial loss (1,286 ) (520 ) (3,855 ) (1,559 ) (a) (1,265 ) (524 ) (3,794 ) (1,571 ) Total before tax 485 203 1,467 609 Income taxes (780 ) (321 ) (2,327 ) (962 ) Net of tax Total reclassifications $ (651 ) $ 464 $ (1,842 ) $ 851 Net of tax (a) These items are included in the computation of net periodic pension cost. See Note 9 Employee Benefit Plans for additional information. |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents changes in each component of accumulated comprehensive income (loss) as of October 3, 2015 as follows (in thousands): Nine Months Ended October 3, 2015 Foreign Currency Derivative Defined Benefit Translation Instruments Pension Plans Total Accumulated Other Comprehensive Income (loss) January 3, 2015, net of tax $ (140,386 ) $ 76 $ (36,750 ) $ (177,060 ) Other comprehensive gain before reclassifications (131,794 ) 1,059 — (130,735 ) Amounts reclassified from accumulated other comprehensive income (loss) — (485 ) 2,327 1,842 Net current-period other comprehensive income (131,794 ) 574 2,327 (128,893 ) Accumulated Other Comprehensive Income (loss) October 3, 2015, net of tax (272,180 ) $ 650 $ (34,423 ) $ (305,953 ) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Net pension cost | Net pension cost for the three and nine months ended October 3, 2015 and September 27, 2014 includes the following components (in thousands): Pension Benefits Pension Benefits Three Months Ended Nine Months Ended October 3, September 27, October 3, September 27, Service cost $ 1,633 $ 1,461 $ 4,978 $ 4,447 Interest cost 2,622 3,295 7,907 9,996 Expected return on plan assets (3,053 ) (3,563 ) (9,169 ) (10,782 ) Amortization of prior service cost (21 ) 4 (61 ) 12 Amortization of net loss 1,286 520 3,855 1,559 Net pension cost $ 2,467 $ 1,717 $ 7,510 $ 5,232 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | All of these transactions are currently not designated for hedge accounting (in thousands): Functional Currency Contract Currency Type Amount Type Amount Brazilian real 20,035 Euro 4,850 Brazilian real 39,749 U.S. dollar 10,900 Euro 263,129 U.S. dollar 293,428 Euro 8,939 Polish zloty 38,000 Euro 4,067 Japanese yen 550,220 Euro 32,626 Chinese renminbi 236,524 Euro 8,015 Australian dollar 12,950 Euro 2,669 British pound 1,948 Polish zloty 18,651 Euro 4,439 British pound 73 Euro 100 British pound 130 U.S. dollar 200 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents the fair value of the Company’s derivative instruments under FASB authoritative guidance as of October 3, 2015 and January 3, 2015 (in thousands): Derivatives Designated Balance Sheet Asset Derivatives Fair Value as Hedges Location October 3, 2015 January 3, 2015 Corn options Other current assets $ 1,728 $ 247 Total asset derivatives designated as hedges $ 1,728 $ 247 Derivatives Not Designated as Hedges Foreign currency contracts Other current assets $ 125 $ 11,559 Heating oil swaps and options Other current assets 141 353 Corn options and futures Other current assets 366 69 Total asset derivatives not designated as hedges $ 632 $ 11,981 Total asset derivatives $ 2,360 $ 12,228 Derivatives Designated Balance Sheet Liability Derivatives Fair Value as Hedges Location October 3, 2015 January 3, 2015 Corn options Accrued expenses $ 45 $ — Total liability derivatives designated as hedges $ 45 $ — Derivatives Not Designated as Hedges Foreign currency contracts Accrued expenses $ 4,717 $ 2,019 Heating oil swaps and options Accrued expenses 327 993 Corn options and futures Accrued expenses 115 3 Total liability derivatives not designated as hedges $ 5,159 $ 3,015 Total liability derivatives $ 5,204 $ 3,015 |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The effect of the Company’s derivative instruments on the consolidated financial statements as of and for the three months ended October 3, 2015 and September 27, 2014 is as follows (in thousands): Derivatives Designated as Cash Flow Hedges Gain or (Loss) Recognized in Other Comprehensive Income ("OCI") on Derivatives (Effective Portion) (a) Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) (b) Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) (c) 2015 2014 2015 2014 2015 2014 Corn options $ 3,254 $ 2,538 $ 211 $ 1,212 $ 1,206 $ 22 Natural gas swaps — 5 — 70 — 4 Total $ 3,254 $ 2,543 $ 211 $ 1,282 $ 1,206 $ 26 (a) Amount recognized in accumulated OCI (effective portion) is reported as accumulated other comprehensive income/(loss) of approximately $ 3.3 million and approximately $ 2.5 million recorded net of taxes of approximately $ 1.3 million and $ 1.0 million as of October 3, 2015 and September 27, 2014 , respectively. (b) Gains and (losses) reclassified from accumulated OCI into income (effective portion) for corn options and natural gas swaps are included in cost of sales, respectively, in the Company’s consolidated statements of operations. (c) Gains and (losses) recognized in income on derivatives (ineffective portion) for corn options and natural gas swaps is included in other income/ (expense), net in the Company’s consolidated statements of operations. The effect of the Company’s derivative instruments on the consolidated financial statements as of and for the nine months ended October 3, 2015 and September 27, 2014 is as follows (in thousands): Derivatives Designated as Cash Flow Hedges Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) (a) Gain or (Loss) Reclassified From Accumulated OCI into Income (Effective Portion) (b) Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) (c) 2015 2014 2015 2014 2015 2014 Corn options $ 1,731 $ 2,265 $ 792 $ 2,536 $ 479 $ 2 Natural gas swaps — 160 — 427 — (1 ) Total $ 1,731 $ 2,425 $ 792 $ 2,963 $ 479 $ 1 |
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location | The table below summarizes the effect of derivatives not designated as hedges on the Company's consolidated statements of operations for the three and nine months ended October 3, 2015 and September 27, 2014 (in thousands): Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges Three Months Ended Nine Months Ended Derivatives not designated as hedging instruments Location October 3, 2015 September 27, 2014 October 3, 2015 September 27, 2014 Foreign Exchange Foreign currency loss/(gain) $ 4,081 $ (20,176 ) $ (20,750 ) $ (7,878 ) Foreign Exchange Cost of sales and operating expenses — — 1 (1 ) Foreign Exchange Selling, general and administrative expense (138 ) (2,349 ) (1,594 ) (2,607 ) Corn options and futures Net sales (95 ) — (25 ) — Corn options and futures Cost of sales and operating expenses (1,516 ) (117 ) (1,138 ) (39 ) Heating Oil swaps and options Cost of sales and operating expenses 11 181 141 163 Total $ 2,343 $ (22,461 ) $ (23,365 ) $ (10,362 ) |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair value measured on recurring basis | The fair value hierarchy has three levels based on the reliability of the inputs used to determine the fair value. Fair Value Measurements at October 3, 2015 Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets: Derivative instruments $ 2,360 $ — $ 2,360 $ — Total Assets $ 2,360 $ — $ 2,360 $ — Liabilities: Derivative instruments $ 5,204 $ — $ 5,204 $ — 5.375% Senior notes 486,250 — 486,250 — 4.75% Senior notes 531,611 — 531,611 — Term loan A 286,589 — 286,589 — Term loan B 591,724 — 591,724 — Revolver debt 45,172 — 45,172 — Total Liabilities $ 1,946,550 $ — $ 1,946,550 $ — Fair Value Measurements at January 3, 2015 Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets: Derivative instruments $ 12,228 $ — $ 12,228 $ — Total Assets $ 12,228 $ — $ 12,228 $ — Liabilities: Derivative instruments $ 3,015 $ — $ 3,015 $ — 5.375% Senior notes 493,750 — 493,750 — 4.75% Senior notes — — — — Term loan A 310,600 — 310,600 — Term loan B 1,198,546 — 1,198,546 — Revolver debt 100,335 — 100,335 — Total Liabilities $ 2,106,246 $ — $ 2,106,246 $ — |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments (in thousands): Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended October 3, 2015 Net Sales $ 525,213 $ 269,230 $ 59,319 $ — $ 853,762 Cost of sales and operating expenses 409,030 214,406 47,885 — 671,321 Gross Margin 116,183 54,824 11,434 — 182,441 Selling, general and administrative expense 39,718 26,118 4,459 4,731 75,026 Acquisition and integration costs — — — 1,280 1,280 Depreciation and amortization 40,846 17,144 6,729 2,608 67,327 Segment operating income/ (loss) 35,619 11,562 246 (8,619 ) 38,808 Equity in net income of unconsolidated subsidiaries 309 — (12,330 ) — (12,021 ) Segment income/(loss) 35,928 11,562 (12,084 ) (8,619 ) 26,787 Total other expense (26,285 ) Income before income taxes $ 502 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended September 27, 2014 Net Sales $ 607,271 $ 301,398 $ 69,996 $ — $ 978,665 Cost of sales and operating expenses 474,731 237,209 52,194 27 764,161 Gross Margin 132,540 64,189 17,802 (27 ) 214,504 Selling, general and administrative expense 48,422 31,640 6,258 8,757 95,077 Acquisition and integration costs — — — 2,191 2,191 Depreciation and amortization 37,720 18,503 8,780 2,308 67,311 Segment operating income/ (loss) 46,398 14,046 2,764 (13,283 ) 49,925 Equity in net income of unconsolidated subsidiaries 426 — (1,481 ) — (1,055 ) Segment income/(loss) 46,824 14,046 1,283 (13,283 ) 48,870 Total other expense (21,780 ) Income before income taxes $ 27,090 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended October 3, 2015 Net Sales $ 1,602,141 $ 822,741 $ 162,889 $ — $ 2,587,771 Cost of sales and operating expenses 1,237,936 654,233 131,949 — 2,024,118 Gross Margin 364,205 168,508 30,940 — 563,653 Selling, general and administrative expense 136,397 79,461 6,204 23,889 245,951 Acquisition and integration costs — — — 7,807 7,807 Depreciation and amortization 121,386 51,126 19,959 7,499 199,970 Segment operating income/(loss) 106,422 37,921 4,777 (39,195 ) 109,925 Equity in net income of unconsolidated subsidiaries 1,128 — (10,785 ) — (9,657 ) Segment income/(loss) 107,550 37,921 (6,008 ) (39,195 ) 100,268 Total other expense (86,225 ) Income before income taxes $ 14,043 Segment assets at October 3, 2015 $ 2,504,512 $ 1,537,640 $ 590,567 $ 215,657 $ 4,848,376 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended September 27, 2014 Net Sales $ 1,815,487 $ 926,304 $ 214,449 $ — $ 2,956,240 Cost of sales and operating expenses 1,391,347 770,832 166,693 — 2,328,872 Gross Margin 424,140 155,472 47,756 — 627,368 Selling, general and administrative expense 149,359 86,683 15,429 28,269 279,740 Acquisition and integration costs — — — 22,304 22,304 Depreciation and amortization 116,145 55,572 21,976 6,785 200,478 Segment operating income/(loss) 158,636 13,217 10,351 (57,358 ) 124,846 Equity in net income of unconsolidated subsidiaries 1,390 — 4,672 — 6,062 Segment income/(loss) 160,026 13,217 15,023 (57,358 ) 130,908 Total other expense (123,036 ) Income before income taxes $ 7,872 Segment assets at January 3, 2015 $ 2,667,369 $ 1,734,387 $ 693,921 $ 75,036 $ 5,170,713 |
Guarantor Financial Informati34
Guarantor Financial Information (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Guarantor Financial Information [Abstract] | |
Guarantor Financial Information Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 1,309 $ 1,873 $ 145,704 $ — $ 148,886 Restricted cash 103 — 231 — 334 Accounts receivable 349,668 100,474 311,001 (382,050 ) 379,093 Inventories 12,799 108,433 245,543 — 366,775 Income taxes refundable 22,693 — 2,243 — 24,936 Prepaid expenses 15,893 2,178 29,015 — 47,086 Other current assets 2,983 (8 ) 19,108 (13,365 ) 8,718 Deferred income taxes 25,776 — 4,019 — 29,795 Total current assets 431,224 212,950 756,864 (395,415 ) 1,005,623 Investment in subsidiaries 3,865,014 1,126,082 837,604 (5,828,700 ) — Property, plant and equipment, net 214,980 472,863 828,755 — 1,516,598 Intangible assets, net 18,816 336,054 460,859 — 815,729 Goodwill 21,860 549,690 682,143 — 1,253,693 Investment in unconsolidated subsidiaries — — 165,137 — 165,137 Other assets 57,898 524,806 334,980 (842,161 ) 75,523 Deferred taxes — — 16,073 — 16,073 $ 4,609,792 $ 3,222,445 $ 4,082,415 $ (7,066,276 ) $ 4,848,376 LIABILITIES AND STOCKHOLDERS’ EQUITY Current portion of long-term debt $ 20,933 $ — $ 40,398 $ (13,365 ) $ 47,966 Accounts payable 34,774 369,068 106,581 (354,874 ) 155,549 Income taxes payable 3,274 373 7,594 — 11,241 Accrued expenses 64,500 27,616 173,794 (27,176 ) 238,734 Deferred income taxes — — 1,864 — 1,864 Total current liabilities 123,481 397,057 330,231 (395,415 ) 455,354 Long-term debt, net of current portion 1,285,119 — 1,533,454 (842,161 ) 1,976,412 Other noncurrent liabilities 52,399 2,144 51,240 — 105,783 Deferred income taxes 182,018 — 211,936 — 393,954 Total liabilities 1,643,017 399,201 2,126,861 (1,237,576 ) 2,931,503 Total stockholders’ equity 2,966,775 2,823,244 1,955,554 (5,828,700 ) 1,916,873 $ 4,609,792 $ 3,222,445 $ 4,082,415 $ (7,066,276 ) $ 4,848,376 Condensed Consolidating Balance Sheet As of January 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 10,447 $ 14,460 $ 83,877 $ — $ 108,784 Restricted cash 103 — 240 — 343 Accounts receivable 30,237 604,486 320,040 (544,984 ) 409,779 Inventories 19,762 93,253 288,598 — 401,613 Income taxes refundable 18,647 — 3,493 — 22,140 Prepaid expenses 11,513 1,792 31,324 — 44,629 Other current assets 1,894 14 206,338 (186,922 ) 21,324 Deferred income taxes 42,497 — 2,504 — 45,001 Total current assets 135,100 714,005 936,414 (731,906 ) 1,053,613 Investment in subsidiaries 3,874,466 1,096,541 837,605 (5,808,612 ) — Property, plant and equipment, net 205,895 445,301 922,920 — 1,574,116 Intangible assets, net 21,903 366,315 544,195 — 932,413 Goodwill 21,860 549,950 748,609 — 1,320,419 Investment in unconsolidated subsidiary — — 202,712 — 202,712 Other assets 56,404 575,656 538,460 (1,099,511 ) 71,009 Deferred income taxes — — 16,431 — 16,431 $ 4,315,628 $ 3,747,768 $ 4,747,346 $ (7,640,029 ) $ 5,170,713 LIABILITIES AND STOCKHOLDERS’ EQUITY Current portion of long-term debt $ 16,017 $ 55 $ 225,252 $ (186,923 ) $ 54,401 Accounts payable 540,784 11,349 127,994 (511,609 ) 168,518 Income taxes payable — — 4,363 — 4,363 Accrued expenses 88,840 34,842 165,812 (33,375 ) 256,119 Deferred income taxes — — 642 — 642 Total current liabilities 645,641 46,246 524,063 (731,907 ) 484,043 Long-term debt, net of current portion 1,334,556 — 1,862,994 (1,099,511 ) 2,098,039 Other noncurrent liabilities 56,849 1,979 55,872 — 114,700 Deferred income taxes 176,745 — 246,052 — 422,797 Total liabilities 2,213,791 48,225 2,688,981 (1,831,418 ) 3,119,579 Total stockholders’ equity 2,101,837 3,699,543 2,058,365 (5,808,611 ) 2,051,134 $ 4,315,628 $ 3,747,768 $ 4,747,346 $ (7,640,029 ) $ 5,170,713 |
Guarantor Financial Information Condensed Consolidating Statements Of Operations | Condensed Consolidating Statements of Operations For the three months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 122,670 $ 341,936 $ 437,905 $ (48,749 ) $ 853,762 Cost and expenses: Cost of sales and operating expenses 92,188 282,218 345,664 (48,749 ) 671,321 Selling, general and administrative expenses 23,651 14,285 37,090 — 75,026 Acquisition and integration costs 764 — 516 — 1,280 Depreciation and amortization 8,074 24,409 34,844 — 67,327 Total costs and expenses 124,677 320,912 418,114 (48,749 ) 814,954 Operating income/(loss) (2,007 ) 21,024 19,791 — 38,808 Interest expense (15,339 ) 4,635 (14,124 ) — (24,828 ) Foreign currency gains/(losses) 1 (561 ) (1,901 ) — (2,461 ) Other, net (1,282 ) 1,488 798 — 1,004 Equity in net income/(loss) of unconsolidated subsidiaries — — (12,021 ) — (12,021 ) Earnings in investments in subsidiaries (45,361 ) — — 45,361 — Income/(loss) before taxes (63,988 ) 26,586 (7,457 ) 45,361 502 Income taxes (benefit) (54,901 ) 67,707 (4,947 ) — 7,859 Net (income)/loss attributable to noncontrolling interests — — (1,730 ) — (1,730 ) Net income/(loss) attributable to Darling $ (9,087 ) $ (41,121 ) $ (4,240 ) $ 45,361 $ (9,087 ) Condensed Consolidating Statements of Operations For the nine months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 369,734 $ 1,045,673 $ 1,323,884 $ (151,520 ) $ 2,587,771 Cost and expenses: Cost of sales and operating expenses 285,125 845,594 1,044,919 (151,520 ) 2,024,118 Selling, general and administrative expenses 91,905 42,322 111,724 — 245,951 Acquisition and integration costs 3,340 — 4,467 — 7,807 Depreciation and amortization 24,228 71,841 103,901 — 199,970 Total costs and expenses 404,598 959,757 1,265,011 (151,520 ) 2,477,846 Operating income/(loss) (34,864 ) 85,916 58,873 — 109,925 Interest expense (45,568 ) 14,334 (50,988 ) — (82,222 ) Foreign currency gains/(losses) (8 ) (958 ) (2,333 ) — (3,299 ) Other, net (3,687 ) 1,117 1,866 — (704 ) Equity in net income of unconsolidated subsidiaries — — (9,657 ) — (9,657 ) Earnings in investments in subsidiaries (9,468 ) — — 9,468 — Income/(loss) before taxes (93,595 ) 100,409 (2,239 ) 9,468 14,043 Income taxes (benefit) (87,697 ) 104,670 (2,334 ) — 14,639 Net income/(loss) attributable to noncontrolling interests — — (5,302 ) — (5,302 ) Net income/(loss) attributable to Darling $ (5,898 ) $ (4,261 ) $ (5,207 ) $ 9,468 $ (5,898 ) Condensed Consolidating Statements of Operations For the three months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 122,289 $ 410,010 $ 510,474 $ (64,108 ) $ 978,665 Cost and expenses: Cost of sales and operating expenses 91,532 340,061 396,676 (64,108 ) 764,161 Selling, general and administrative expenses 32,520 13,945 48,612 — 95,077 Acquisition and integration costs 1,291 — 900 — 2,191 Depreciation and amortization 7,303 19,693 40,315 — 67,311 Total costs and expenses 132,646 373,699 486,503 (64,108 ) 928,740 Operating income/(loss) (10,357 ) 36,311 23,971 — 49,925 Interest expense (15,603 ) 5,104 (14,675 ) (181 ) (25,355 ) Foreign currency gains/(losses) (28 ) (501 ) 2,051 — 1,522 Other, net 301 447 1,124 181 2,053 Equity in net income of unconsolidated subsidiaries — — (1,055 ) — (1,055 ) Earnings in investments in subsidiaries 10,216 — — (10,216 ) — Income/(loss) before taxes (15,471 ) 41,361 11,416 (10,216 ) 27,090 Income taxes (benefit) (29,789 ) 40,290 635 — 11,136 Net (income)/loss attributable to noncontrolling interests — — (1,636 ) — (1,636 ) Net income/(loss) attributable to Darling $ 14,318 $ 1,071 $ 9,145 $ (10,216 ) $ 14,318 Condensed Consolidating Statements of Operations For the nine months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net sales $ 424,943 $ 1,227,098 $ 1,530,258 $ (226,059 ) $ 2,956,240 Cost and expenses: Cost of sales and operating expenses 313,096 1,000,311 1,241,524 (226,059 ) 2,328,872 Selling, general and administrative expenses 104,980 42,713 132,047 — 279,740 Acquisition costs 18,298 — 4,006 — 22,304 Depreciation and amortization 22,451 58,216 119,811 — 200,478 Total costs and expenses 458,825 1,101,240 1,497,388 (226,059 ) 2,831,394 Operating income/(loss) (33,882 ) 125,858 32,870 — 124,846 Interest expense (81,338 ) 15,659 (44,923 ) (181 ) (110,783 ) Foreign currency gains/(losses) (12,256 ) (265 ) 240 — (12,281 ) Other, net (2,418 ) (123 ) 2,388 181 28 Equity in net loss of unconsolidated subsidiaries — — 6,062 — 6,062 Earnings in investments in subsidiaries 79,265 — — (79,265 ) — Income/(loss) before taxes (50,629 ) 141,129 (3,363 ) (79,265 ) 7,872 Income taxes (44,901 ) 54,758 (1,508 ) — 8,349 Net (income)/loss attributable to noncontrolling interests — — (5,251 ) — (5,251 ) Net income/(loss) $ (5,728 ) $ 86,371 $ (7,106 ) $ (79,265 ) $ (5,728 ) |
Guarantor Financial Information Condensed Consolidating Statements of Comprehensive Income (Loss) | Condensed Consolidating Statements of Comprehensive Income/(Loss) For the three months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ (7,357 ) $ (41,121 ) $ (4,240 ) $ 45,361 $ (7,357 ) Other comprehensive income/(loss), net of tax: Foreign currency translation — — (41,604 ) — (41,604 ) Pension adjustments 730 — 50 — 780 Corn option derivative adjustments 1,861 — — — 1,861 Total other comprehensive income, net of tax 2,591 — (41,554 ) — (38,963 ) Total comprehensive income/(loss) (4,766 ) (41,121 ) (45,794 ) 45,361 (46,320 ) Total comprehensive income attributable to noncontrolling interest — — 39 — 39 Total comprehensive income/(loss) attributable to Darling $ (4,766 ) $ (41,121 ) $ (45,833 ) $ 45,361 $ (46,359 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the nine months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ (596 ) $ (4,261 ) $ (5,207 ) $ 9,468 $ (596 ) Other comprehensive income/ (loss), net of tax: Foreign currency translation — — (131,794 ) — (131,794 ) Pension adjustments 2,188 — 139 — 2,327 Corn option derivative adjustments 574 — — — 574 Total other comprehensive income, net of tax 2,762 — (131,655 ) — (128,893 ) Total comprehensive income/(loss) 2,166 (4,261 ) (136,862 ) 9,468 (129,489 ) Total comprehensive income attributable to noncontrolling interest — — 7,929 — 7,929 Total comprehensive income/(loss) attributable to Darling $ 2,166 $ (4,261 ) $ (144,791 ) $ 9,468 $ (137,418 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the three months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ 15,954 $ 1,071 $ 9,145 $ (10,216 ) $ 15,954 Other comprehensive income/(loss), net of tax: Foreign currency translation — — (71,231 ) — (71,231 ) Pension adjustments 321 — — — 321 Natural gas swap derivative adjustments (40 ) — — — (40 ) Corn option derivative adjustments 811 — — — 811 Total other comprehensive income, net of tax 1,092 — (71,231 ) — (70,139 ) Total comprehensive income/(loss) 17,046 1,071 (62,086 ) (10,216 ) (54,185 ) Total comprehensive income attributable to noncontrolling interest — — 4,985 — 4,985 Total comprehensive income/(loss) attributable to Darling $ 17,046 $ 1,071 $ (67,071 ) $ (10,216 ) $ (59,170 ) Condensed Consolidating Statements of Comprehensive Income/(Loss) For the nine months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Net income/(loss) $ (477 ) $ 86,371 $ (7,106 ) $ (79,265 ) $ (477 ) Other comprehensive income/(loss), net of tax: Foreign currency translation — — (57,547 ) — (57,547 ) Pension adjustments 962 — — — 962 Natural gas swap derivative adjustments (164 ) — — — (164 ) Corn option derivative adjustments (166 ) — — — (166 ) Total other comprehensive income, net of tax 632 — (57,547 ) — (56,915 ) Total comprehensive income/(loss) 155 86,371 (64,653 ) (79,265 ) (57,392 ) Total comprehensive income attributable to noncontrolling interest — — 8,095 — 8,095 Total comprehensive income/(loss) attributable to Darling $ 155 $ 86,371 $ (72,748 ) $ (79,265 ) $ (65,487 ) |
Guarantor Financial Information Condensed Consolidating Statements Of Cash Flows | Condensed Consolidating Statements of Cash Flows For the nine months ended October 3, 2015 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Cash flows from operating activities: Net income/(loss) $ (596 ) $ (4,261 ) $ (5,207 ) $ 9,468 $ (596 ) Earnings in investments in subsidiaries 9,468 — — (9,468 ) — Other operating cash flows 74,837 39,901 182,512 — 297,250 Net cash provided by operating activities 83,709 35,640 177,305 — 296,654 Cash flows from investing activities: Capital expenditures (28,830 ) (70,947 ) (62,487 ) — (162,264 ) Acquisitions — — — — — Investment in subsidiaries and affiliates (20 ) (29,541 ) 29,541 20 — Note receivable from affiliates — 51,019 (51,019 ) — — Gross proceeds from sale of property, plant and equipment and other assets 707 807 959 — 2,473 Proceeds from insurance settlements 71 490 — — 561 Payments related to routes and other intangibles — — (2,939 ) — (2,939 ) Net cash used in investing activities (28,072 ) (48,172 ) (85,945 ) 20 (162,169 ) Cash flows from financing activities: Proceeds for long-term debt — — 586,199 — 586,199 Payments on long-term debt (12,092 ) (55 ) (583,725 ) — (595,872 ) Borrowings from revolving facilities 25,000 — 53,244 — 78,244 Payments on revolving facilities (60,000 ) — (70,876 ) — (130,876 ) Net cash overdraft financing — — (1,261 ) — (1,261 ) Deferred loan costs (7,104 ) — (10,015 ) — (17,119 ) Issuances of common stock 171 — — — 171 Repurchase of treasury stock (5,912 ) — — — (5,912 ) Contributions from parent — — 20 (20 ) — Minimum withholding taxes paid on stock awards (4,838 ) — — — (4,838 ) Excess tax benefits from stock-based compensation — — — — — Distributions to noncontrolling interests — — (2,820 ) — (2,820 ) Net cash used in financing activities (64,775 ) (55 ) (29,234 ) (20 ) (94,084 ) Effect of exchange rate changes on cash — — (299 ) — (299 ) Net increase/(decrease) in cash and cash equivalents (9,138 ) (12,587 ) 61,827 — 40,102 Cash and cash equivalents at beginning of year 10,447 14,460 83,877 — 108,784 Cash and cash equivalents at end of year $ 1,309 $ 1,873 $ 145,704 $ — $ 148,886 Condensed Consolidating Statements of Cash Flows For the nine months ended September 27, 2014 (in thousands) Parent Guarantors Non-guarantors Eliminations Consolidated Cash flows from operating activities: Net income/(loss) $ (477 ) $ 86,371 $ (7,106 ) $ (79,265 ) $ (477 ) Earnings in investments in subsidiaries (79,265 ) — — 79,265 — Other operating cash flows 123,484 (11,109 ) 67,399 — 179,774 Net cash provided by operating activities 43,742 75,262 60,293 — 179,297 Cash flows from investing activities: Capital expenditures (29,915 ) (60,391 ) (63,678 ) — (153,984 ) Acquisitions — (645 ) (2,075,006 ) — (2,075,651 ) Investment in subsidiaries and affiliates (1,483,007 ) (1,428,542 ) (440,615 ) 3,352,164 — Note receivable from affiliates — (204,074 ) 204,074 — — Gross proceeds from sale of property, plant and equipment and other assets 1,421 602 787 — 2,810 Proceeds from insurance settlements 1,350 200 — — 1,550 Payments related to routes and other intangibles (8,210 ) — — — (8,210 ) Net cash used in investing activities (1,518,361 ) (1,692,850 ) (2,374,438 ) 3,352,164 (2,233,485 ) Cash flows from financing activities: Proceeds for long-term debt 1,100,000 — 736,917 — 1,836,917 Payments on long-term debt (256,500 ) (65 ) (54,208 ) — (310,773 ) Borrowings from revolving credit facility 122,445 — 47,698 — 170,143 Payments on revolving credit facility (227,445 ) — (49,809 ) — (277,254 ) Net cash overdraft financing — — 933 — 933 Deferred loan costs (41,748 ) — (3,475 ) — (45,223 ) Issuances of common stock 417 — — — 417 Contributions from parent — 1,632,616 1,719,548 (3,352,164 ) — Minimum withholding taxes paid on stock awards (6,814 ) — — — (6,814 ) Excess tax benefits from stock-based compensation 1,451 — — — 1,451 Net cash used in financing activities 691,806 1,632,551 2,397,604 (3,352,164 ) 1,369,797 Effect of exchange rate changes on cash — — 6,961 — 6,961 Net increase/(decrease) in cash and cash equivalents (782,813 ) 14,963 90,420 — (677,430 ) Cash and cash equivalents at beginning of year 857,267 6,117 7,473 — 870,857 Cash and cash equivalents at end of year $ 74,454 $ 21,080 $ 97,893 $ — $ 193,427 |
General (Details)
General (Details) | Oct. 03, 2015Facility | Jan. 07, 2014continent |
Business Acquisition [Line Items] | ||
Number of Processing and Transfer Facilities (over 200) | 200 | |
Vion Ingredients [Member] | ||
Business Acquisition [Line Items] | ||
Number of continents in which entity operates | continent | 5 | |
Best Hides GmbH [Member] | Vion Ingredients [Member] | ||
Business Acquisition [Line Items] | ||
Business acquisition, percentage of interests acquired | 60.00% |
Summary of Significant Accoun36
Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Summary of Significant Accounting Policies [Line Items] | ||||
Minimum fiscal year period in days | 364 days | |||
Maximum fiscal year period in days | 371 days | |||
Fiscal quarter period in days | 91 days | 91 days | ||
Fiscal Year to Date in Days | 273 days | 273 days | ||
Foreign currency translation | $ (41,604) | $ (71,231) | $ (131,794) | $ (57,547) |
Foreign currency gains/ (losses) | 2,461 | (1,522) | 3,299 | 12,281 |
Basic: | ||||
Net income | $ (9,087) | $ 14,318 | $ (5,898) | $ (5,728) |
Shares | 165,195,000 | 164,676,000 | 165,086,000 | 164,551,000 |
Per Share | $ (0.06) | $ 0.09 | $ (0.04) | $ (0.03) |
Effect of dilutive securities: [Abstract] | ||||
Add: Option shares in the money and dilutive effect of non-vested stock | 0 | 796,000 | 0 | 0 |
Less: Pro forma treasury shares | 0 | (515,000) | 0 | 0 |
Diluted: | ||||
Net Income | $ (9,087) | $ 14,318 | $ (5,898) | $ (5,728) |
Shares | 165,195,000 | 164,957,000 | 165,086,000 | 164,551,000 |
Per Share | $ (0.06) | $ 0.09 | $ (0.04) | $ (0.03) |
Stock Options [Member] | ||||
Antidilutive Securities [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 905,903 | 163,078 | 947,095 | 986,748 |
Non Vested Stock [Member] | ||||
Antidilutive Securities [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 646,813 | 914,603 | 685,624 | 931,727 |
Net Investment Hedging [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Foreign currency gains/ (losses) | $ (12,600) | |||
Minimum [Member] | Machinery and Equipment [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Minimum [Member] | Vehicles [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Minimum [Member] | Air Transportation Equipment [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 7 years | |||
Minimum [Member] | Building and Building Improvements [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 15 years | |||
Maximum [Member] | Machinery and Equipment [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 10 years | |||
Maximum [Member] | Vehicles [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 8 years | |||
Maximum [Member] | Air Transportation Equipment [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 10 years | |||
Maximum [Member] | Building and Building Improvements [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 30 years | |||
Permits [Member] | Minimum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 10 years | |||
Permits [Member] | Maximum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 20 years | |||
Noncompete Agreements [Member] | Minimum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 3 years | |||
Noncompete Agreements [Member] | Maximum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 7 years | |||
Trade Names [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Trade name, Gross | $ 65,100 | $ 65,100 | ||
Finite lived intangible assets, useful life | 10 years | |||
Trade Names [Member] | Minimum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 4 years | |||
Trade Names [Member] | Maximum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 15 years | |||
Collection Routes [Member] | Minimum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 5 years | |||
Collection Routes [Member] | Maximum [Member] | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Finite lived intangible assets, useful life | 21 years |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) € in Billions | Oct. 01, 2014USD ($) | Jan. 07, 2014USD ($)Facilitybrandcontinentproduct | Jan. 07, 2014EUR (€)Facilitybrandcontinentproduct | Oct. 03, 2015USD ($) | Dec. 28, 2013USD ($) | Oct. 03, 2015USD ($) | Sep. 27, 2014USD ($) | Jul. 04, 2015USD ($) | Jan. 03, 2015USD ($) | Jan. 02, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 0 | $ 2,075,651,000 | ||||||||
Goodwill | $ 1,253,693,000 | $ 1,253,693,000 | $ 1,320,419,000 | |||||||
Common Stock [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Stock issued, value | $ 874,000,000 | |||||||||
Senior Notes [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Face amount of debt instrument | $ 500,000,000 | |||||||||
Vion Ingredients [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants | Facility | 68 | 68 | ||||||||
Number of continents in which entity operates | continent | 5 | 5 | ||||||||
Number of brands | brand | 6 | 6 | ||||||||
Number of products in portfolio (over 400) | product | 400 | 400 | ||||||||
Purchase price of transaction | $ 2,200,000,000 | € 1.6 | ||||||||
Foreign currency exchange rate, translation | 1.3605 | 1.3605 | ||||||||
CustomBlendersCompany [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 18,800,000 | |||||||||
Business Combination, Contingent Consideration, Asset | $ 800,000 | |||||||||
Goodwill, Period Increase (Decrease) | $ 500,000 | |||||||||
Property and equipment | 3,200,000 | |||||||||
Finite-lived Intangibles assets | 8,600,000 | |||||||||
Goodwill | 5,200,000 | |||||||||
Inventory | $ 1,000,000 | |||||||||
Weighted average useful life of identifiable intangibles | 14 years |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Oct. 03, 2015 | Jan. 03, 2015 |
Inventory Disclosure [Abstract] | ||
Finished product | $ 226,709 | $ 255,130 |
Work in process | 91,671 | 98,936 |
Supplies and other | 48,395 | 47,547 |
Inventories | $ 366,775 | $ 401,613 |
Investment in Unconsolidated 39
Investment in Unconsolidated Subsidiary (Details) barrel in Thousands, $ in Thousands | Apr. 05, 2015USD ($) | Oct. 03, 2015USD ($) | Sep. 27, 2014USD ($) | Oct. 03, 2015USD ($)barrel | Sep. 27, 2014USD ($) | Jan. 03, 2015USD ($) | Jan. 21, 2011 |
Schedule of Equity Method Investments [Line Items] | |||||||
Investment in the joint venture | $ 165,137 | $ 165,137 | $ 202,712 | ||||
Income (loss) from equity method investments | (12,021) | $ (1,055) | (9,657) | $ 6,062 | |||
Distributions of earnings from unconsolidated subsidiaries | $ 26,155 | 0 | |||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||
Processing cabaility | barrel | 12 | ||||||
Line of credit term | 14 years | ||||||
Term loan facility | 221,300 | $ 221,300 | |||||
Investment in the joint venture | $ 143,100 | 143,100 | |||||
Income (loss) from equity method investments | $ (10,800) | $ 4,700 | |||||
Distributions of earnings from unconsolidated subsidiaries | $ 25,000 | ||||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | Valero Energy Corporation [Member] | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 50.00% |
Investment in Unconsolidated 40
Investment in Unconsolidated Subsidiary (Selected Financial Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | |||||
Total Assets | $ 468,997 | $ 468,997 | $ 592,200 | ||
Partners' Capital | 286,192 | 286,192 | 357,761 | ||
Equity Method Investment, Summarized Financial Information, Income (Loss) from Continuing Operations before Extraordinary Items | (21,578) | $ 1,406 | (11,033) | $ 22,571 | |
Equity Method Investment, Summarized Financial Information, Interest and Debt, Expense, Net | (3,122) | (4,395) | (10,629) | (13,296) | |
Equity Method Investment, Summarized Financial Information, Property, Plant and Equipment, Net | 357,305 | 357,305 | 373,117 | ||
Equity Method Investment, Summarized Financial Information, Current Portion of Long Term Debt | 17,023 | 17,023 | 57,514 | ||
Equity Method Investment, Summarized Financial Information, Total Long Term Debt | 136,074 | 136,074 | 155,273 | ||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity Method Investment, Summarized Financial Information, Current Assets | 110,625 | 110,625 | 216,991 | ||
Revenues | 107,160 | 80,206 | 380,048 | 347,926 | |
Net Income | (24,659) | (2,962) | (21,569) | 9,344 | |
Equity Method Investment, Summarized Financial Information, Cost of Sales | 128,738 | 78,800 | 391,081 | 325,355 | |
Equity Method Investment, Summarized Financial Information, Other Income | 41 | $ 27 | 93 | $ 69 | |
Equity Method Investment, Summarized Financial Information, Other Assets | 1,067 | 1,067 | 2,092 | ||
Equity Method Investment, Summarized Financial Information, Other Current Liabilities | 29,337 | 29,337 | 21,313 | ||
Equity Method Investment, Summarized Financial Information, Other Long Term Liabilities | 371 | 371 | 339 | ||
Equity Method Investment, Summarized Financial Information, Liabilities and Equity | $ 468,997 | $ 468,997 | $ 592,200 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt) (Details) $ in Thousands, € in Millions, CAD in Millions | Oct. 03, 2015USD ($) | Oct. 03, 2015CAD | Oct. 03, 2015EUR (€) | Jun. 03, 2015EUR (€) | Jan. 03, 2015USD ($) |
Debt Instrument [Line Items] | |||||
Long-term Debt | $ 2,024,378 | $ 2,152,440 | |||
Current portion of long-term debt | 47,966 | 54,401 | |||
Long-term debt, net of current portion | 1,976,412 | 2,098,039 | |||
Capital Lease Obligations, Current | CAD | CAD 2.2 | ||||
Capital Lease Obligations, Noncurrent | CAD | 3.2 | ||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 285,874 | 312,161 | |||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 591,000 | € 504.9 | 1,205,669 | ||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 500,000 | 500,000 | |||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | € | € 515 | ||||
Long-term Debt | 574,714 | 0 | |||
Capital Lease Obligations, Current | € | 0.4 | ||||
Capital Lease Obligations, Noncurrent | € | € 0.7 | ||||
Notes Payable, Other Payables [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 26,930 | 32,747 | |||
Revolving Credit Facility [Member] | Line of Credit [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 45,860 | 101,863 | |||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 1,300,000 | ||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 350,000 | ||||
Canada, Dollars | Revolving Credit Facility [Member] | Line of Credit [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 15,900 | 36,900 | |||
Canada, Dollars | Term Loan A Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 103,400 | 136.9 | 122,200 | ||
Euro Member Countries, Euro | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 610,200 | ||||
Canadian Dealer Offered Rate (CDOR) [Member] | Canada, Dollars | Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | CAD | CAD 21 | ||||
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 23,000 |
Debt (Senior Secured Credit Fac
Debt (Senior Secured Credit Facilities) (Details) € in Millions, CAD in Millions | Jun. 03, 2015USD ($) | Oct. 03, 2015USD ($) | Sep. 27, 2014USD ($) | Oct. 03, 2015CAD | Oct. 03, 2015EUR (€) | Sep. 23, 2015 | Jun. 03, 2015EUR (€) | May. 13, 2015 | Jan. 03, 2015USD ($) | Jan. 02, 2014USD ($) |
Debt Instrument [Line Items] | ||||||||||
Long-term Debt | $ 2,024,378,000 | $ 2,152,440,000 | ||||||||
Gains (Losses) on Extinguishment of Debt | $ (10,633,000) | $ (4,330,000) | ||||||||
Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit term | 5 years | |||||||||
Secured Debt [Member] | Senior Secured Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 2.75% | |||||||||
Line of credit facility, interest rate at period end | 3.00% | 3.00% | 3.00% | |||||||
Secured Debt [Member] | Senior Secured Facilities [Member] | Canadian Dealer Offered Rate (CDOR) [Member] | Canada, Dollars | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 2.75% | |||||||||
Line of credit facility, interest rate at period end | 3.5733% | 3.5733% | 3.5733% | |||||||
Secured Debt [Member] | Senior Secured Facilities [Member] | Base Rate [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.75% | |||||||||
Line of credit facility, interest rate at period end | 5.00% | 5.00% | 5.00% | |||||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of debt instrument | $ 350,000,000 | |||||||||
Line of credit outstanding | 350,000,000 | |||||||||
Debt Instrument, Covenant, Leverage Ratio | 4.25 | 5 | ||||||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | Canada, Dollars | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | 103,400,000 | CAD 136.9 | 122,200,000 | |||||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | U.S. dollar | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | $ 182,500,000 | |||||||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | Quarters One Thru Eight [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt periodic payment, percent of principal | 1.25% | |||||||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | Quarters Nine Thru Sixteen [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt periodic payment, percent of principal | 1.875% | |||||||||
Term Loan A Facility [Member] | Senior Secured Facilities [Member] | Quarter Seventeen and Ongoing [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt periodic payment, percent of principal | 3.75% | |||||||||
Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit, maximum borrowing capacity | $ 1,000,000,000 | |||||||||
Company availability under revolving loan facility | 920,100,000 | |||||||||
Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | $ 23,000,000 | |||||||||
Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | Canadian Dealer Offered Rate (CDOR) [Member] | Canada, Dollars | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | CAD | CAD 21 | |||||||||
Basis spread on variable rate | 2.75% | |||||||||
Line of credit facility, interest rate at period end | 3.5728% | 3.5728% | 3.5728% | |||||||
Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | Base Rate [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | $ 7,000,000 | |||||||||
Letter of Credit [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit, maximum borrowing capacity | 250,000,000 | |||||||||
Line of credit outstanding | 34,000,000 | |||||||||
Swingline Sub-Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit, maximum borrowing capacity | 50,000,000 | |||||||||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of debt instrument | 1,300,000,000 | |||||||||
Line of credit outstanding | $ 1,300,000,000 | |||||||||
Debt periodic payment, percent of principal | 0.25% | |||||||||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | U.S. dollar | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | $ 591,000,000 | |||||||||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | Euro | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | 610,200,000 | |||||||||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 2.50% | |||||||||
Line of credit facility, interest rate at period end | 3.25% | 3.25% | 3.25% | |||||||
Senior Notes [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of debt instrument | $ 500,000,000 | |||||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Deferred Finance Costs, Gross | $ 17,200,000 | |||||||||
Face amount of debt instrument | € | € 515 | |||||||||
Line of credit outstanding | € | € 515 | |||||||||
Long-term Debt | 574,714,000 | 0 | ||||||||
Term Loan B Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt | 591,000,000 | € 504.9 | $ 1,205,669,000 | |||||||
Gains (Losses) on Extinguishment of Debt | $ 10,600,000 | |||||||||
Secured Debt [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit, maximum borrowing capacity | $ 2,650,000,000 | |||||||||
Secured Debt [Member] | Term Loan A Facility [Member] | Senior Secured Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 2.75% | |||||||||
Secured Debt [Member] | Term Loan A Facility [Member] | Senior Secured Facilities [Member] | Canadian Prime Rate [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.75% | |||||||||
Secured Debt [Member] | Revolving Credit Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Company availability under revolving loan facility | $ 350,000,000 | |||||||||
Secured Debt [Member] | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | U.S. dollar | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 2.50% | |||||||||
Secured Debt [Member] | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | Euro | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 0.75% | |||||||||
Secured Debt [Member] | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | Euro Interbank Offered Rate [Member] | Euro | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 2.75% | |||||||||
Secured Debt [Member] | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | Base Rate [Member] | U.S. dollar | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.50% | |||||||||
United States | Secured Debt [Member] | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | $ 600,000,000 | |||||||||
International | Secured Debt [Member] | Term Loan B Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit outstanding | $ 700,000,000 | |||||||||
Minimum [Member] | Term Loan A Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Covenant, Leverage Ratio | 5 | |||||||||
Maximum [Member] | Term Loan A Facility [Member] | Senior Secured Facilities [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Covenant, Leverage Ratio | 5.50 |
Debt (Senior Notes Due 2022) (D
Debt (Senior Notes Due 2022) (Details) € in Millions | 3 Months Ended | 9 Months Ended | ||||||
Oct. 03, 2015USD ($) | Oct. 03, 2015USD ($) | Oct. 03, 2015EUR (€) | Sep. 27, 2014USD ($) | Jun. 03, 2015USD ($) | Jun. 03, 2015EUR (€) | Jan. 02, 2014USD ($) | Dec. 17, 2010 | |
Debt Instrument [Line Items] | ||||||||
Proceeds from long-term debt | $ 586,199,000 | $ 1,836,917,000 | ||||||
Senior Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount of debt instrument | $ 500,000,000 | |||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount of debt instrument | $ 500,000,000 | |||||||
Stated interest rate | 5.375% | |||||||
Guarantee indebtedness amount related to restricted subsidiary | $ 50,000,000 | |||||||
Redemption period | 90 days | 90 days | ||||||
Default event, percent of principal held in order to declare notes due and payable immediately | 25.00% | |||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | Prior to January 15, 2017 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 100.00% | 100.00% | ||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | 2017 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 104.031% | |||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | 2018 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 102.688% | |||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | 2019 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 101.344% | |||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | 2020 and thereafter [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 100.00% | |||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | Prior to January 15, 2017 with Additional Restrictions [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 105.375% | 105.375% | ||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage of principal amount redeemed | 40.00% | 40.00% | ||||||
Redemption period | 60 days | 60 days | ||||||
Senior Notes [Member] | Senior Notes 5.375% Due 2022 [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage of principal amount redeemed | 50.00% | 50.00% | ||||||
Redemption period | 30 days | 30 days | ||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount of debt instrument | € | € 515 | |||||||
Stated interest rate | 4.75% | 4.75% | ||||||
Guarantee indebtedness amount related to restricted subsidiary | $ 50,000,000 | |||||||
Redemption period | 90 days | 90 days | ||||||
Default event, percent of principal held in order to declare notes due and payable immediately | 25.00% | 25.00% | ||||||
Proceeds from long-term debt | € | € 515 | |||||||
Deferred Finance Costs, Gross | $ 17,200,000 | $ 17,200,000 | ||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | 2018 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 102.375% | |||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | 2019 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 101.1875% | |||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | 2020 and thereafter [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 100.00% | |||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | Prior to May 30, 2018 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 100.00% | 100.00% | ||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | Prior to May 30, 2018 with Additional Restrictions [Member] [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 104.75% | 104.75% | ||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | Redemption Period, Subject to Additional Amounts, Applicable Tax Laws [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage | 100.00% | 100.00% | ||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage of principal amount redeemed | 40.00% | 40.00% | ||||||
Senior Notes [Member] | Senior Notes 4.75% Due 2022 [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price, percentage of principal amount redeemed | 50.00% | 50.00% | ||||||
Unsecured Debt [Member] | Senior Notes 8.5% due 2018 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate | 8.50% |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | Oct. 03, 2015USD ($) |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 5.3 |
Income tax penalties and interest accrued | 2.3 |
Indemnity receivable | 5.9 |
Significant change in unrecognized tax benefits is reasonably possible, estimated change, upper bound | $ 2.1 |
Other Comprehensive Income (Sch
Other Comprehensive Income (Schedule of OCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Before-Tax Amount: | ||||
Amortization of prior service cost | $ (21) | $ 4 | $ (61) | $ 12 |
Amortization of actuarial loss | 1,286 | 520 | 3,855 | 1,559 |
Total defined benefit pension plans | 1,265 | 524 | 3,794 | 1,571 |
Loss activity recognized in other comprehensive loss | 3,300 | 1,700 | ||
Other Comprehensive income (loss) | (37,296) | (69,446) | (127,061) | (56,514) |
Tax (Expense) or Benefit: | ||||
Amortization of prior service cost | 9 | (2) | 29 | (6) |
Amortization of actuarial loss | (494) | (201) | (1,496) | (603) |
Total defined benefit pension plans | (485) | (203) | (1,467) | (609) |
Loss activity recognized in other comprehensive loss | (1,300) | (1,000) | (700) | (900) |
Other Comprehensive income (loss) | (1,667) | (693) | (1,832) | (401) |
Net-of-Tax Amount: | ||||
Amortization of prior service cost | (12) | 2 | (32) | 6 |
Amortization of actuarial loss | 792 | 319 | 2,359 | 956 |
Total defined benefit pension plans | 780 | 321 | 2,327 | 962 |
Loss activity recognized in other comprehensive loss | 2,500 | 2,400 | ||
Foreign currency translation | (41,604) | (71,231) | (131,794) | (57,547) |
Net current-period other comprehensive income | (38,963) | (70,139) | (128,893) | (56,915) |
Natural Gas Swap [Member] | ||||
Before-Tax Amount: | ||||
Loss reclassified to net income | 0 | (70) | 0 | (427) |
Loss activity recognized in other comprehensive loss | 0 | 5 | 0 | 160 |
Total swap derivatives | 0 | (65) | 0 | (267) |
Tax (Expense) or Benefit: | ||||
Loss reclassified to net income | 0 | 27 | 0 | 166 |
Loss activity recognized in other comprehensive loss | 0 | (2) | 0 | (63) |
Total swap derivatives | 0 | 25 | 0 | 103 |
Net-of-Tax Amount: | ||||
Loss reclassified to net income | 0 | (43) | 0 | (261) |
Loss activity recognized in other comprehensive loss | 0 | 3 | 0 | 97 |
Total swap derivatives | 0 | (40) | 0 | (164) |
Corn Option [Member] | ||||
Before-Tax Amount: | ||||
Loss reclassified to net income | (211) | (1,212) | (792) | (2,536) |
Loss activity recognized in other comprehensive loss | 3,254 | 2,538 | 1,731 | 2,265 |
Total swap derivatives | 3,043 | 1,326 | 939 | (271) |
Tax (Expense) or Benefit: | ||||
Loss reclassified to net income | 82 | 470 | 307 | 983 |
Loss activity recognized in other comprehensive loss | (1,264) | (985) | (672) | (878) |
Total swap derivatives | (1,182) | (515) | (365) | 105 |
Net-of-Tax Amount: | ||||
Loss reclassified to net income | (129) | (742) | (485) | (1,553) |
Loss activity recognized in other comprehensive loss | 1,990 | 1,553 | 1,059 | 1,387 |
Total swap derivatives | 1,861 | 811 | 574 | (166) |
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Before-Tax Amount: | ||||
Foreign currency translation | (41,604) | (71,231) | (131,794) | (57,547) |
Tax (Expense) or Benefit: | ||||
Foreign currency translation | 0 | 0 | 0 | 0 |
Net-of-Tax Amount: | ||||
Foreign currency translation | $ (41,604) | $ (71,231) | $ (131,794) | $ (57,547) |
Other Comprehensive Income (Rec
Other Comprehensive Income (Reclassification out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | ||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of sales and operating expenses | $ (671,321) | $ (764,161) | $ (2,024,118) | $ (2,328,872) | |
Amortization of prior service cost | (21) | 4 | (61) | 12 | |
Amortization of actuarial loss | 1,286 | 520 | 3,855 | 1,559 | |
Total before tax | 502 | 27,090 | 14,043 | 7,872 | |
Income taxes | (7,859) | (11,136) | (14,639) | (8,349) | |
Net income/(loss) attributable to Darling | (9,087) | 14,318 | (5,898) | (5,728) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Net income/(loss) attributable to Darling | (651) | 464 | (1,842) | 851 | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Derivative Instruments [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Total before tax | 211 | 1,282 | 792 | 2,963 | |
Income taxes | (82) | (497) | (307) | (1,150) | |
Net income/(loss) attributable to Darling | 129 | 785 | 485 | 1,813 | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Derivative Instruments [Member] | Natural Gas Swap [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of sales and operating expenses | 0 | (70) | 0 | (427) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Derivative Instruments [Member] | Corn Option [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of sales and operating expenses | (211) | (1,212) | (792) | (2,536) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Foreign Currency Translation [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Amortization of prior service cost | [1] | 21 | (4) | 61 | (12) |
Amortization of actuarial loss | [1] | (1,286) | (520) | (3,855) | (1,559) |
Total before tax | (1,265) | (524) | (3,794) | (1,571) | |
Income taxes | 485 | 203 | 1,467 | 609 | |
Net income/(loss) attributable to Darling | $ (780) | $ (321) | $ (2,327) | $ (962) | |
[1] | These items are included in the computation of net periodic pension cost. See Note 9 Employee Benefit Plans for additional information. |
Other Comprehensive Income (S47
Other Comprehensive Income (Schedule of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated Other Comprehensive Income (loss) January 3, 2015, net of tax | $ (177,060) | |||
Other comprehensive gain before reclassifications | (130,735) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 1,842 | |||
Net current-period other comprehensive income | $ (38,963) | $ (70,139) | (128,893) | $ (56,915) |
Accumulated Other Comprehensive Income (loss) October 3, 2015, net of tax | (305,953) | (305,953) | ||
Foreign Currency Translation [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated Other Comprehensive Income (loss) January 3, 2015, net of tax | (140,386) | |||
Other comprehensive gain before reclassifications | (131,794) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | |||
Net current-period other comprehensive income | (131,794) | |||
Accumulated Other Comprehensive Income (loss) October 3, 2015, net of tax | (272,180) | (272,180) | ||
Derivative Instruments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated Other Comprehensive Income (loss) January 3, 2015, net of tax | 76 | |||
Other comprehensive gain before reclassifications | 1,059 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | (485) | |||
Net current-period other comprehensive income | 574 | |||
Accumulated Other Comprehensive Income (loss) October 3, 2015, net of tax | 650 | 650 | ||
Defined Benefit Pension Plans [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated Other Comprehensive Income (loss) January 3, 2015, net of tax | (36,750) | |||
Other comprehensive gain before reclassifications | 0 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 2,327 | |||
Net current-period other comprehensive income | 2,327 | |||
Accumulated Other Comprehensive Income (loss) October 3, 2015, net of tax | $ (34,423) | $ (34,423) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Aug. 31, 2015 | Oct. 03, 2015 | Aug. 01, 2015 | |
Equity [Abstract] | |||
Stock Repurchase Program, Authorized Amount | $ 100 | ||
Stock Repurchase Program, Period in Force | 24 months | ||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 94.1 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Oct. 03, 2015USD ($)plan | Sep. 27, 2014USD ($) | Oct. 03, 2015USD ($)plan | Sep. 27, 2014USD ($) | Jan. 01, 2011USD ($) | Jan. 03, 2009USD ($) | |
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ||||||
Amount Company expects to contribute to its pension plans | $ 7,500 | |||||
Pension Contributions | $ 5,000 | $ 4,700 | ||||
Multiemployer Plans [Abstract] | ||||||
Number Of Multiemployer Plans, Withdrawal Obligation Could Be Material | plan | 2 | 2 | ||||
Number Of Multiemployer Plans Withdrawal Obligation Could Be Material Certified Red Zone | plan | 1 | 1 | ||||
Number of Multiemployer Plans, Certified Red Zone | plan | 5 | 5 | ||||
Number of Multiemployer Plans, Certified Yellow Zone | plan | 2 | 2 | ||||
Accrued liability representing the present value of scheduled withdrawal liability payments for under-funded multi-employer plan | $ 700 | $ 700 | $ 1,200 | $ 3,200 | ||
Maximum [Member] | ||||||
Multiemployer Plans [Abstract] | ||||||
Multiemployer Plan, Contributions To Individual Plan, Percent | 5.00% | |||||
Pension Plan, Defined Benefit [Member] | ||||||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ||||||
Service cost | 1,633 | $ 1,461 | $ 4,978 | 4,447 | ||
Interest cost | 2,622 | 3,295 | 7,907 | 9,996 | ||
Expected return on plan assets | (3,053) | (3,563) | (9,169) | (10,782) | ||
Amortization of prior service cost | (21) | 4 | (61) | 12 | ||
Amortization of net loss | 1,286 | 520 | 3,855 | 1,559 | ||
Net pension cost | $ 2,467 | $ 1,717 | $ 7,510 | $ 5,232 |
Derivatives (Forward Contracts
Derivatives (Forward Contracts Not Designated as Hedging Instruments) (Details) - Oct. 03, 2015 - Forward Contracts [Member] - Not Designated as Hedging Instrument [Member] € in Thousands, ¥ in Thousands, ¥ in Thousands, £ in Thousands, PLN in Thousands, BRL in Thousands, AUD in Thousands, $ in Thousands | USD ($) | EUR (€) | GBP (£) | CNY (¥) | AUD | PLN | BRL | JPY (¥) |
Short [Member] | BRI/EUR 1 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | BRL | BRL 20,035 | |||||||
Short [Member] | BRI/EUR 2 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | BRL | BRL 39,749 | |||||||
Short [Member] | EUR/USD [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | € 263,129 | |||||||
Short [Member] | EUR/PLN [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 8,939 | |||||||
Short [Member] | EUR/JPN [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 4,067 | |||||||
Short [Member] | EUR/CNY [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 32,626 | |||||||
Short [Member] | EUR/AUD [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 8,015 | |||||||
Short [Member] | EUR/GBP [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 2,669 | £ 73 | ||||||
Short [Member] | PLN/EUR [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | PLN | PLN 18,651 | |||||||
Short [Member] | GBP/USD [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | £ | 130 | |||||||
Long [Member] | BRI/EUR 1 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 4,850 | |||||||
Long [Member] | BRI/EUR 2 [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | $ | $ 10,900 | |||||||
Long [Member] | EUR/USD [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | $ | 293,428 | |||||||
Long [Member] | EUR/PLN [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | PLN | PLN 38,000 | |||||||
Long [Member] | EUR/JPN [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | ¥ | ¥ 550,220 | |||||||
Long [Member] | EUR/CNY [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | ¥ | ¥ 236,524 | |||||||
Long [Member] | EUR/AUD [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | AUD | AUD 12,950 | |||||||
Long [Member] | EUR/GBP [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | 100 | £ 1,948 | ||||||
Long [Member] | PLN/EUR [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | € 4,439 | |||||||
Long [Member] | GBP/USD [Member] | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | $ | $ 200 |
Derivatives (Fair Value) (Detai
Derivatives (Fair Value) (Details) - USD ($) $ in Thousands | Oct. 03, 2015 | Jan. 03, 2015 |
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | $ 2,360 | $ 12,228 |
Liability Derivatives Fair Value | 5,204 | 3,015 |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | 1,728 | 247 |
Liability Derivatives Fair Value | 45 | 0 |
Designated as Hedging Instrument [Member] | Corn Option [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | 1,728 | 247 |
Designated as Hedging Instrument [Member] | Corn Option [Member] | Accrued Expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives Fair Value | 45 | 0 |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | 632 | 11,981 |
Liability Derivatives Fair Value | 5,159 | 3,015 |
Not Designated as Hedging Instrument [Member] | Corn Option [Member] | Accrued Expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives Fair Value | 115 | 3 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | 125 | 11,559 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Accrued Expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives Fair Value | 4,717 | 2,019 |
Not Designated as Hedging Instrument [Member] | Heating Oil Swaps And Options [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | 141 | 353 |
Not Designated as Hedging Instrument [Member] | Heating Oil Swaps And Options [Member] | Accrued Expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives Fair Value | 327 | 993 |
Not Designated as Hedging Instrument [Member] | Corn options and futures [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives Fair Value | $ 366 | $ 69 |
Derivatives (Gain (Loss) on Der
Derivatives (Gain (Loss) on Derivatives) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) | $ 3,254 | [1] | $ 2,543 | [1] | $ 1,731 | [2] | $ 2,425 | [2] |
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | 211 | [3] | 1,282 | [3] | 792 | [4] | 2,963 | [4] |
Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 1,206 | [5] | 26 | [5] | 479 | [6] | 1 | [6] |
Loss activity recognized in other comprehensive loss | (3,300) | (1,700) | ||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | (2,500) | (2,400) | ||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | (1,300) | (1,000) | (700) | (900) | ||||
Corn Option [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Loss activity recognized in other comprehensive loss | (3,254) | (2,538) | (1,731) | (2,265) | ||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | (1,990) | (1,553) | (1,059) | (1,387) | ||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | (1,264) | (985) | (672) | (878) | ||||
Corn Option [Member] | Cash Flow Hedging [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) | 3,254 | [1] | 2,538 | [1] | 1,731 | [2] | 2,265 | [2] |
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | 211 | [3] | 1,212 | [3] | 792 | [4] | 2,536 | [4] |
Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 1,206 | [5] | 22 | [5] | 479 | [6] | 2 | [6] |
Natural Gas Swap [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Loss activity recognized in other comprehensive loss | 0 | (5) | 0 | (160) | ||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 0 | (3) | 0 | (97) | ||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 0 | (2) | 0 | (63) | ||||
Natural Gas Swap [Member] | Cash Flow Hedging [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) | 0 | [1] | 5 | [1] | 0 | [2] | 160 | [2] |
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | 0 | [3] | 70 | [3] | 0 | [4] | 427 | [4] |
Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) | $ 0 | [5] | $ 4 | [5] | $ 0 | [6] | $ (1) | [6] |
[1] | Amount recognized in accumulated OCI (effective portion) is reported as accumulated other comprehensive income/(loss) of approximately $3.3 million and approximately $2.5 million recorded net of taxes of approximately $1.3 million and $1.0 million as of October 3, 2015 and September 27, 2014, respectively. | |||||||
[2] | Amount recognized in accumulated OCI (effective portion) is reported as accumulated other comprehensive income/(loss) of approximately $1.7 million and approximately $2.4 million recorded net of taxes of approximately $0.7 million and less than $0.9 million as of October 3, 2015 and September 27, 2014, respectively. | |||||||
[3] | Gains and (losses) reclassified from accumulated OCI into income (effective portion) for corn options and natural gas swaps are included in cost of sales, respectively, in the Company’s consolidated statements of operations. | |||||||
[4] | Gains and (losses) reclassified from accumulated OCI into income (effective portion) for corn options and natural gas swaps are included in cost of sales, respectively, in the Company’s consolidated statements of operations. | |||||||
[5] | Gains and (losses) recognized in income on derivatives (ineffective portion) for corn options and natural gas swaps is included in other income/ (expense), net in the Company’s consolidated statements of operations. | |||||||
[6] | Gains and (losses) recognized in income on derivatives (ineffective portion) for corn options and natural gas swaps is included in other income/ (expense), net in the Company’s consolidated statements of operations. |
Derivatives (Narrative) (Detail
Derivatives (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Derivative [Line Items] | ||||
Net income/(loss) | $ (7,357) | $ 15,954 | $ (596) | $ (477) |
Forward Contracts [Member] | Commodity Contract [Member] | ||||
Derivative [Line Items] | ||||
Forward purchase amount | $ 9,000 | 9,000 | ||
Cash Flow Hedging [Member] | ||||
Derivative [Line Items] | ||||
Cash flow hedge gain (loss) to be reclassified within 12 months | 1,100 | |||
Net income/(loss) | $ 0 |
Derivatives Derivative Effect o
Derivatives Derivative Effect of Derivatives Not Designated As Hedges (Details) - Not Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 2,343 | $ (22,461) | $ (23,365) | $ (10,362) |
Foreign Exchange Contract [Member] | Foreign Currency Gain (Loss) [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | 4,081 | (20,176) | (20,750) | (7,878) |
Foreign Exchange Contract [Member] | Selling, General and Administrative Expenses [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | (138) | (2,349) | (1,594) | (2,607) |
Foreign Exchange Contract [Member] | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | 0 | 0 | 1 | (1) |
Corn options and futures [Member] | Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | (95) | 0 | (25) | 0 |
Corn options and futures [Member] | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | (1,516) | (117) | (1,138) | (39) |
Heating Oil Swaps And Options [Member] | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 11 | $ 181 | $ 141 | $ 163 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Oct. 03, 2015 | Jan. 03, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative instruments | $ 2,360 | $ 12,228 |
Total Assets | 2,360 | 12,228 |
Derivative instruments | 5,204 | 3,015 |
Total Liabilities | 1,946,550 | 2,106,246 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative instruments | 0 | 0 |
Total Assets | 0 | 0 |
Derivative instruments | 0 | 0 |
Total Liabilities | 0 | 0 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative instruments | 2,360 | 12,228 |
Total Assets | 2,360 | 12,228 |
Derivative instruments | 5,204 | 3,015 |
Total Liabilities | 1,946,550 | 2,106,246 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative instruments | 0 | 0 |
Total Assets | 0 | 0 |
Derivative instruments | 0 | 0 |
Total Liabilities | 0 | 0 |
Term Loan A Facility [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 286,589 | 310,600 |
Term Loan A Facility [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term Loan A Facility [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 286,589 | 310,600 |
Term Loan A Facility [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term Loan B Facility [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 591,724 | 1,198,546 |
Term Loan B Facility [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term Loan B Facility [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 591,724 | 1,198,546 |
Term Loan B Facility [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Revolving Credit Facility [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 45,172 | 100,335 |
Revolving Credit Facility [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Revolving Credit Facility [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 45,172 | 100,335 |
Revolving Credit Facility [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 5.375% Due 2022 [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 486,250 | 493,750 |
Senior Notes 5.375% Due 2022 [Member] | Senior Notes [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 5.375% Due 2022 [Member] | Senior Notes [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 486,250 | 493,750 |
Senior Notes 5.375% Due 2022 [Member] | Senior Notes [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 4.75% Due 2022 [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 531,611 | 0 |
Senior Notes 4.75% Due 2022 [Member] | Senior Notes [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 4.75% Due 2022 [Member] | Senior Notes [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 531,611 | 0 |
Senior Notes 4.75% Due 2022 [Member] | Senior Notes [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | $ 0 | $ 0 |
Contingencies (Details)
Contingencies (Details) - Insurance Environmental and Litigation Matters [Member] - USD ($) $ in Millions | Oct. 03, 2015 | Jan. 03, 2015 |
Loss Contingencies [Line Items] | ||
Reserves for insurance, environmental and litigation contingencies | $ 57.1 | $ 56.8 |
Insurance Settlements Receivable, Noncurrent | $ 11.4 | $ 11.4 |
Business Segments (Narrative) (
Business Segments (Narrative) (Details) | Oct. 03, 2015segment |
Segment Reporting [Abstract] | |
Number of Business Segments | 3 |
Business Segments (Details)
Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | Jan. 03, 2015 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | $ 853,762 | $ 978,665 | $ 2,587,771 | $ 2,956,240 | |
Cost of sales and operating expenses | 671,321 | 764,161 | 2,024,118 | 2,328,872 | |
Selling, general and administrative expenses | 75,026 | 95,077 | 245,951 | 279,740 | |
Depreciation and amortization | 67,327 | 67,311 | 199,970 | 200,478 | |
Operating income | 38,808 | 49,925 | 109,925 | 124,846 | |
Equity in net income/(loss) of unconsolidated subsidiaries | (12,021) | (1,055) | (9,657) | 6,062 | |
Total other expense | (26,285) | (21,780) | (86,225) | (123,036) | |
Income/(loss) before income taxes | 502 | 27,090 | 14,043 | 7,872 | |
Segment Assets | 4,848,376 | 4,848,376 | $ 5,170,713 | ||
Feed Ingredients [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 525,213 | 607,271 | 1,602,141 | 1,815,487 | |
Cost of sales and operating expenses | 409,030 | 474,731 | 1,237,936 | 1,391,347 | |
Gross Margin | 116,183 | 132,540 | 364,205 | 424,140 | |
Selling, general and administrative expenses | 39,718 | 48,422 | 136,397 | 149,359 | |
Acquisition and integration costs | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 40,846 | 37,720 | 121,386 | 116,145 | |
Operating income | 35,619 | 46,398 | 106,422 | 158,636 | |
Equity in net income/(loss) of unconsolidated subsidiaries | 309 | 426 | 1,128 | 1,390 | |
Segment income/(loss) | 35,928 | 46,824 | 107,550 | 160,026 | |
Segment Assets | 2,504,512 | 2,504,512 | 2,667,369 | ||
Food Ingredients [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 269,230 | 301,398 | 822,741 | 926,304 | |
Cost of sales and operating expenses | 214,406 | 237,209 | 654,233 | 770,832 | |
Gross Margin | 54,824 | 64,189 | 168,508 | 155,472 | |
Selling, general and administrative expenses | 26,118 | 31,640 | 79,461 | 86,683 | |
Acquisition and integration costs | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 17,144 | 18,503 | 51,126 | 55,572 | |
Operating income | 11,562 | 14,046 | 37,921 | 13,217 | |
Equity in net income/(loss) of unconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Segment income/(loss) | 11,562 | 14,046 | 37,921 | 13,217 | |
Segment Assets | 1,537,640 | 1,537,640 | 1,734,387 | ||
Fuel Ingredients [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 59,319 | 69,996 | 162,889 | 214,449 | |
Cost of sales and operating expenses | 47,885 | 52,194 | 131,949 | 166,693 | |
Gross Margin | 11,434 | 17,802 | 30,940 | 47,756 | |
Selling, general and administrative expenses | 4,459 | 6,258 | 6,204 | 15,429 | |
Acquisition and integration costs | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 6,729 | 8,780 | 19,959 | 21,976 | |
Operating income | 246 | 2,764 | 4,777 | 10,351 | |
Equity in net income/(loss) of unconsolidated subsidiaries | (12,330) | (1,481) | (10,785) | 4,672 | |
Segment income/(loss) | (12,084) | 1,283 | (6,008) | 15,023 | |
Segment Assets | 590,567 | 590,567 | 693,921 | ||
Corporate [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 0 | 0 | 0 | 0 | |
Cost of sales and operating expenses | 0 | 27 | 0 | 0 | |
Gross Margin | 0 | (27) | 0 | 0 | |
Selling, general and administrative expenses | 4,731 | 8,757 | 23,889 | 28,269 | |
Acquisition and integration costs | 1,280 | 2,191 | 7,807 | 22,304 | |
Depreciation and amortization | 2,608 | 2,308 | 7,499 | 6,785 | |
Operating income | (8,619) | (13,283) | (39,195) | (57,358) | |
Equity in net income/(loss) of unconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Segment income/(loss) | (8,619) | (13,283) | (39,195) | (57,358) | |
Segment Assets | 215,657 | 215,657 | 75,036 | ||
Operating Segments [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 853,762 | 978,665 | 2,587,771 | 2,956,240 | |
Cost of sales and operating expenses | 671,321 | 764,161 | 2,024,118 | 2,328,872 | |
Gross Margin | 182,441 | 214,504 | 563,653 | 627,368 | |
Selling, general and administrative expenses | 75,026 | 95,077 | 245,951 | 279,740 | |
Acquisition and integration costs | 1,280 | 2,191 | 7,807 | 22,304 | |
Depreciation and amortization | 67,327 | 67,311 | 199,970 | 200,478 | |
Operating income | 38,808 | 49,925 | 109,925 | 124,846 | |
Equity in net income/(loss) of unconsolidated subsidiaries | (12,021) | (1,055) | (9,657) | 6,062 | |
Segment income/(loss) | 26,787 | $ 48,870 | 100,268 | $ 130,908 | |
Segment Assets | $ 4,848,376 | $ 4,848,376 | $ 5,170,713 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Feb. 23, 2015 | Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | Jan. 03, 2015 |
Related Party Transaction [Line Items] | ||||||
Payments on long-term debt | $ (595,872,000) | $ (310,773,000) | ||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from Related Parties | $ 42,800,000 | $ 29,000,000 | 125,800,000 | $ 112,600,000 | ||
Accounts Receivable, Related Parties, Current | 14,200,000 | 14,200,000 | $ 6,100,000 | |||
Related Party Sales Eliminated | 5,100,000 | |||||
Deferred Revenue, Additions | 900,000 | |||||
Revolving Loan Agreement [Member] | Revolving Credit Facility [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revolving Loan Agreement, Maximum Borrowing Capacity | $ 10,000,000 | |||||
Payments on long-term debt | (3,500,000) | |||||
Revolving Loan Agreement, Fair Value of Amount Outstanding | $ 0 | $ 0 | ||||
Revolving Loan Agreement [Member] | Lender One [Member] | Revolving Credit Facility [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revolving Loan Agreement, Maximum Borrowing Capacity | $ 5,000,000 | |||||
LIBO Rate [Member] | Revolving Loan Agreement [Member] | Revolving Credit Facility [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Basis spread on variable rate | 2.50% |
Guarantor Financial Informati60
Guarantor Financial Information (Narrative) (Details) | Oct. 03, 2015 |
Guarantor Financial Information [Abstract] | |
Company's percentage of directly and indirectly owned subsidiaries | 100.00% |
Guarantor Financial Informati61
Guarantor Financial Information (Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Thousands | Oct. 03, 2015 | Jan. 03, 2015 | Sep. 27, 2014 | Dec. 28, 2013 |
ASSETS | ||||
Cash and cash equivalents | $ 148,886 | $ 108,784 | $ 193,427 | $ 870,857 |
Restricted cash | 334 | 343 | ||
Accounts receivable, net | 379,093 | 409,779 | ||
Inventories | 366,775 | 401,613 | ||
Income taxes refundable | 24,936 | 22,140 | ||
Prepaid expenses | 47,086 | 44,629 | ||
Other current assets | 8,718 | 21,324 | ||
Deferred income taxes | 29,795 | 45,001 | ||
Total current assets | 1,005,623 | 1,053,613 | ||
Investment in subsidiaries | 0 | 0 | ||
Property, plant and equipment, net | 1,516,598 | 1,574,116 | ||
Intangible assets, net | 815,729 | 932,413 | ||
Goodwill | 1,253,693 | 1,320,419 | ||
Investment in unconsolidated subsidiaries | 165,137 | 202,712 | ||
Other assets | 75,523 | 71,009 | ||
Deferred income taxes | 16,073 | 16,431 | ||
Total assets | 4,848,376 | 5,170,713 | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Current portion of long-term debt | 47,966 | 54,401 | ||
Accounts payable | 155,549 | 168,518 | ||
Income taxes payable | 11,241 | 4,363 | ||
Accrued expenses | 238,734 | 256,119 | ||
Deferred income taxes | 1,864 | 642 | ||
Total current liabilities | 455,354 | 484,043 | ||
Long-term debt, net of current portion | 1,976,412 | 2,098,039 | ||
Other non-current liabilities | 105,783 | 114,700 | ||
Deferred income taxes | 393,954 | 422,797 | ||
Total liabilities | 2,931,503 | 3,119,579 | ||
Total stockholders’ equity | 1,916,873 | 2,051,134 | ||
Total liabilities and stockholders' equity | 4,848,376 | 5,170,713 | ||
Parent [Member] | ||||
ASSETS | ||||
Cash and cash equivalents | 1,309 | 10,447 | 74,454 | 857,267 |
Restricted cash | 103 | 103 | ||
Accounts receivable, net | 349,668 | 30,237 | ||
Inventories | 12,799 | 19,762 | ||
Income taxes refundable | 22,693 | 18,647 | ||
Prepaid expenses | 15,893 | 11,513 | ||
Other current assets | 2,983 | 1,894 | ||
Deferred income taxes | 25,776 | 42,497 | ||
Total current assets | 431,224 | 135,100 | ||
Investment in subsidiaries | 3,865,014 | 3,874,466 | ||
Property, plant and equipment, net | 214,980 | 205,895 | ||
Intangible assets, net | 18,816 | 21,903 | ||
Goodwill | 21,860 | 21,860 | ||
Investment in unconsolidated subsidiaries | 0 | 0 | ||
Other assets | 57,898 | 56,404 | ||
Deferred income taxes | 0 | 0 | ||
Total assets | 4,609,792 | 4,315,628 | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Current portion of long-term debt | 20,933 | 16,017 | ||
Accounts payable | 34,774 | 540,784 | ||
Income taxes payable | 3,274 | 0 | ||
Accrued expenses | 64,500 | 88,840 | ||
Deferred income taxes | 0 | 0 | ||
Total current liabilities | 123,481 | 645,641 | ||
Long-term debt, net of current portion | 1,285,119 | 1,334,556 | ||
Other non-current liabilities | 52,399 | 56,849 | ||
Deferred income taxes | 182,018 | 176,745 | ||
Total liabilities | 1,643,017 | 2,213,791 | ||
Total stockholders’ equity | 2,966,775 | 2,101,837 | ||
Total liabilities and stockholders' equity | 4,609,792 | 4,315,628 | ||
Guarantors [Member] | ||||
ASSETS | ||||
Cash and cash equivalents | 1,873 | 14,460 | 21,080 | 6,117 |
Restricted cash | 0 | 0 | ||
Accounts receivable, net | 100,474 | 604,486 | ||
Inventories | 108,433 | 93,253 | ||
Income taxes refundable | 0 | 0 | ||
Prepaid expenses | 2,178 | 1,792 | ||
Other current assets | (8) | 14 | ||
Deferred income taxes | 0 | 0 | ||
Total current assets | 212,950 | 714,005 | ||
Investment in subsidiaries | 1,126,082 | 1,096,541 | ||
Property, plant and equipment, net | 472,863 | 445,301 | ||
Intangible assets, net | 336,054 | 366,315 | ||
Goodwill | 549,690 | 549,950 | ||
Investment in unconsolidated subsidiaries | 0 | 0 | ||
Other assets | 524,806 | 575,656 | ||
Deferred income taxes | 0 | 0 | ||
Total assets | 3,222,445 | 3,747,768 | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Current portion of long-term debt | 0 | 55 | ||
Accounts payable | 369,068 | 11,349 | ||
Income taxes payable | 373 | 0 | ||
Accrued expenses | 27,616 | 34,842 | ||
Deferred income taxes | 0 | 0 | ||
Total current liabilities | 397,057 | 46,246 | ||
Long-term debt, net of current portion | 0 | 0 | ||
Other non-current liabilities | 2,144 | 1,979 | ||
Deferred income taxes | 0 | 0 | ||
Total liabilities | 399,201 | 48,225 | ||
Total stockholders’ equity | 2,823,244 | 3,699,543 | ||
Total liabilities and stockholders' equity | 3,222,445 | 3,747,768 | ||
Non-guarantors [Member] | ||||
ASSETS | ||||
Cash and cash equivalents | 145,704 | 83,877 | 97,893 | 7,473 |
Restricted cash | 231 | 240 | ||
Accounts receivable, net | 311,001 | 320,040 | ||
Inventories | 245,543 | 288,598 | ||
Income taxes refundable | 2,243 | 3,493 | ||
Prepaid expenses | 29,015 | 31,324 | ||
Other current assets | 19,108 | 206,338 | ||
Deferred income taxes | 4,019 | 2,504 | ||
Total current assets | 756,864 | 936,414 | ||
Investment in subsidiaries | 837,604 | 837,605 | ||
Property, plant and equipment, net | 828,755 | 922,920 | ||
Intangible assets, net | 460,859 | 544,195 | ||
Goodwill | 682,143 | 748,609 | ||
Investment in unconsolidated subsidiaries | 165,137 | 202,712 | ||
Other assets | 334,980 | 538,460 | ||
Deferred income taxes | 16,073 | 16,431 | ||
Total assets | 4,082,415 | 4,747,346 | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Current portion of long-term debt | 40,398 | 225,252 | ||
Accounts payable | 106,581 | 127,994 | ||
Income taxes payable | 7,594 | 4,363 | ||
Accrued expenses | 173,794 | 165,812 | ||
Deferred income taxes | 1,864 | 642 | ||
Total current liabilities | 330,231 | 524,063 | ||
Long-term debt, net of current portion | 1,533,454 | 1,862,994 | ||
Other non-current liabilities | 51,240 | 55,872 | ||
Deferred income taxes | 211,936 | 246,052 | ||
Total liabilities | 2,126,861 | 2,688,981 | ||
Total stockholders’ equity | 1,955,554 | 2,058,365 | ||
Total liabilities and stockholders' equity | 4,082,415 | 4,747,346 | ||
Eliminations [Member] | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Restricted cash | 0 | 0 | ||
Accounts receivable, net | (382,050) | (544,984) | ||
Inventories | 0 | 0 | ||
Income taxes refundable | 0 | 0 | ||
Prepaid expenses | 0 | 0 | ||
Other current assets | (13,365) | (186,922) | ||
Deferred income taxes | 0 | 0 | ||
Total current assets | (395,415) | (731,906) | ||
Investment in subsidiaries | (5,828,700) | (5,808,612) | ||
Property, plant and equipment, net | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Investment in unconsolidated subsidiaries | 0 | 0 | ||
Other assets | (842,161) | (1,099,511) | ||
Deferred income taxes | 0 | 0 | ||
Total assets | (7,066,276) | (7,640,029) | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Current portion of long-term debt | (13,365) | (186,923) | ||
Accounts payable | (354,874) | (511,609) | ||
Income taxes payable | 0 | 0 | ||
Accrued expenses | (27,176) | (33,375) | ||
Deferred income taxes | 0 | 0 | ||
Total current liabilities | (395,415) | (731,907) | ||
Long-term debt, net of current portion | (842,161) | (1,099,511) | ||
Other non-current liabilities | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Total liabilities | (1,237,576) | (1,831,418) | ||
Total stockholders’ equity | (5,828,700) | (5,808,611) | ||
Total liabilities and stockholders' equity | $ (7,066,276) | $ (7,640,029) |
Guarantor Financial Informati62
Guarantor Financial Information (Condensed Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Net sales | $ 853,762 | $ 978,665 | $ 2,587,771 | $ 2,956,240 |
Costs and expenses: | ||||
Cost of sales and operating expenses | 671,321 | 764,161 | 2,024,118 | 2,328,872 |
Selling, general and administrative expenses | 75,026 | 95,077 | 245,951 | 279,740 |
Acquisition and integration costs | 1,280 | 2,191 | 7,807 | 22,304 |
Depreciation and amortization | 67,327 | 67,311 | 199,970 | 200,478 |
Total costs and expenses | 814,954 | 928,740 | 2,477,846 | 2,831,394 |
Operating income | 38,808 | 49,925 | 109,925 | 124,846 |
Interest expense | (24,828) | (25,355) | (82,222) | (110,783) |
Foreign currency gains/ (losses) | (2,461) | 1,522 | (3,299) | (12,281) |
Other, net | 1,004 | 2,053 | (704) | 28 |
Equity in net income/(loss) of unconsolidated subsidiaries | (12,021) | (1,055) | (9,657) | 6,062 |
Earnings in investments in subsidiaries | 0 | 0 | 0 | 0 |
Income before income taxes | 502 | 27,090 | 14,043 | 7,872 |
Income tax expense | 7,859 | 11,136 | 14,639 | 8,349 |
Net income attributable to noncontrolling interests | (1,730) | (1,636) | (5,302) | (5,251) |
Net income/(loss) attributable to Darling | (9,087) | 14,318 | (5,898) | (5,728) |
Parent [Member] | ||||
Net sales | 122,670 | 122,289 | 369,734 | 424,943 |
Costs and expenses: | ||||
Cost of sales and operating expenses | 92,188 | 91,532 | 285,125 | 313,096 |
Selling, general and administrative expenses | 23,651 | 32,520 | 91,905 | 104,980 |
Acquisition and integration costs | 764 | 1,291 | 3,340 | 18,298 |
Depreciation and amortization | 8,074 | 7,303 | 24,228 | 22,451 |
Total costs and expenses | 124,677 | 132,646 | 404,598 | 458,825 |
Operating income | (2,007) | (10,357) | (34,864) | (33,882) |
Interest expense | (15,339) | (15,603) | (45,568) | (81,338) |
Foreign currency gains/ (losses) | 1 | (28) | (8) | (12,256) |
Other, net | (1,282) | 301 | (3,687) | (2,418) |
Equity in net income/(loss) of unconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Earnings in investments in subsidiaries | (45,361) | 10,216 | (9,468) | 79,265 |
Income before income taxes | (63,988) | (15,471) | (93,595) | (50,629) |
Income tax expense | (54,901) | (29,789) | (87,697) | (44,901) |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income/(loss) attributable to Darling | (9,087) | 14,318 | (5,898) | (5,728) |
Guarantors [Member] | ||||
Net sales | 341,936 | 410,010 | 1,045,673 | 1,227,098 |
Costs and expenses: | ||||
Cost of sales and operating expenses | 282,218 | 340,061 | 845,594 | 1,000,311 |
Selling, general and administrative expenses | 14,285 | 13,945 | 42,322 | 42,713 |
Acquisition and integration costs | 0 | 0 | 0 | 0 |
Depreciation and amortization | 24,409 | 19,693 | 71,841 | 58,216 |
Total costs and expenses | 320,912 | 373,699 | 959,757 | 1,101,240 |
Operating income | 21,024 | 36,311 | 85,916 | 125,858 |
Interest expense | 4,635 | 5,104 | 14,334 | 15,659 |
Foreign currency gains/ (losses) | (561) | (501) | (958) | (265) |
Other, net | 1,488 | 447 | 1,117 | (123) |
Equity in net income/(loss) of unconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Earnings in investments in subsidiaries | 0 | 0 | 0 | 0 |
Income before income taxes | 26,586 | 41,361 | 100,409 | 141,129 |
Income tax expense | 67,707 | 40,290 | 104,670 | 54,758 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income/(loss) attributable to Darling | (41,121) | 1,071 | (4,261) | 86,371 |
Non-guarantors [Member] | ||||
Net sales | 437,905 | 510,474 | 1,323,884 | 1,530,258 |
Costs and expenses: | ||||
Cost of sales and operating expenses | 345,664 | 396,676 | 1,044,919 | 1,241,524 |
Selling, general and administrative expenses | 37,090 | 48,612 | 111,724 | 132,047 |
Acquisition and integration costs | 516 | 900 | 4,467 | 4,006 |
Depreciation and amortization | 34,844 | 40,315 | 103,901 | 119,811 |
Total costs and expenses | 418,114 | 486,503 | 1,265,011 | 1,497,388 |
Operating income | 19,791 | 23,971 | 58,873 | 32,870 |
Interest expense | (14,124) | (14,675) | (50,988) | (44,923) |
Foreign currency gains/ (losses) | (1,901) | 2,051 | (2,333) | 240 |
Other, net | 798 | 1,124 | 1,866 | 2,388 |
Equity in net income/(loss) of unconsolidated subsidiaries | (12,021) | (1,055) | (9,657) | 6,062 |
Earnings in investments in subsidiaries | 0 | 0 | 0 | 0 |
Income before income taxes | (7,457) | 11,416 | (2,239) | (3,363) |
Income tax expense | (4,947) | 635 | (2,334) | (1,508) |
Net income attributable to noncontrolling interests | (1,730) | (1,636) | (5,302) | (5,251) |
Net income/(loss) attributable to Darling | (4,240) | 9,145 | (5,207) | (7,106) |
Eliminations [Member] | ||||
Net sales | (48,749) | (64,108) | (151,520) | (226,059) |
Costs and expenses: | ||||
Cost of sales and operating expenses | (48,749) | (64,108) | (151,520) | (226,059) |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Acquisition and integration costs | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Total costs and expenses | (48,749) | (64,108) | (151,520) | (226,059) |
Operating income | 0 | 0 | 0 | 0 |
Interest expense | 0 | (181) | 0 | (181) |
Foreign currency gains/ (losses) | 0 | 0 | 0 | 0 |
Other, net | 0 | 181 | 0 | 181 |
Equity in net income/(loss) of unconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Earnings in investments in subsidiaries | 45,361 | (10,216) | 9,468 | (79,265) |
Income before income taxes | 45,361 | (10,216) | 9,468 | (79,265) |
Income tax expense | 0 | 0 | 0 | 0 |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income/(loss) attributable to Darling | $ 45,361 | $ (10,216) | $ 9,468 | $ (79,265) |
Guarantor Financial Informati63
Guarantor Financial Information (Condensed Consolidating Statements of Comprehensive Income) (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Net income/(loss) | $ (7,357) | $ 15,954 | $ (596) | $ (477) |
Other comprehensive income, net of tax: | ||||
Foreign currency translation | (41,604) | (71,231) | (131,794) | (57,547) |
Pension adjustments | 780 | 321 | 2,327 | 962 |
Total other comprehensive loss, net of tax | (38,963) | (70,139) | (128,893) | (56,915) |
Total comprehensive loss | (46,320) | (54,185) | (129,489) | (57,392) |
Comprehensive income attributable to noncontrolling interests | 39 | 4,985 | 7,929 | 8,095 |
Comprehensive loss attributable to Darling | (46,359) | (59,170) | (137,418) | (65,487) |
Parent [Member] | ||||
Net income/(loss) | (7,357) | 15,954 | (596) | (477) |
Other comprehensive income, net of tax: | ||||
Foreign currency translation | 0 | 0 | 0 | 0 |
Pension adjustments | 730 | 321 | 2,188 | 962 |
Total other comprehensive loss, net of tax | 2,591 | 1,092 | 2,762 | 632 |
Total comprehensive loss | (4,766) | 17,046 | 2,166 | 155 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive loss attributable to Darling | (4,766) | 17,046 | 2,166 | 155 |
Guarantors [Member] | ||||
Net income/(loss) | (41,121) | 1,071 | (4,261) | 86,371 |
Other comprehensive income, net of tax: | ||||
Foreign currency translation | 0 | 0 | 0 | 0 |
Pension adjustments | 0 | 0 | 0 | 0 |
Total other comprehensive loss, net of tax | 0 | 0 | 0 | 0 |
Total comprehensive loss | (41,121) | 1,071 | (4,261) | 86,371 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive loss attributable to Darling | (41,121) | 1,071 | (4,261) | 86,371 |
Non-guarantors [Member] | ||||
Net income/(loss) | (4,240) | 9,145 | (5,207) | (7,106) |
Other comprehensive income, net of tax: | ||||
Foreign currency translation | (41,604) | (71,231) | (131,794) | (57,547) |
Pension adjustments | 50 | 0 | 139 | 0 |
Total other comprehensive loss, net of tax | (41,554) | (71,231) | (131,655) | (57,547) |
Total comprehensive loss | (45,794) | (62,086) | (136,862) | (64,653) |
Comprehensive income attributable to noncontrolling interests | 39 | 4,985 | 7,929 | 8,095 |
Comprehensive loss attributable to Darling | (45,833) | (67,071) | (144,791) | (72,748) |
Eliminations [Member] | ||||
Net income/(loss) | 45,361 | (10,216) | 9,468 | (79,265) |
Other comprehensive income, net of tax: | ||||
Foreign currency translation | 0 | 0 | 0 | 0 |
Pension adjustments | 0 | 0 | 0 | 0 |
Total other comprehensive loss, net of tax | 0 | 0 | 0 | 0 |
Total comprehensive loss | 45,361 | (10,216) | 9,468 | (79,265) |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive loss attributable to Darling | 45,361 | (10,216) | 9,468 | (79,265) |
Natural Gas Swap [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 0 | (40) | 0 | (164) |
Natural Gas Swap [Member] | Parent [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | (40) | (164) | ||
Natural Gas Swap [Member] | Guarantors [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 0 | 0 | ||
Natural Gas Swap [Member] | Non-guarantors [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 0 | 0 | ||
Natural Gas Swap [Member] | Eliminations [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 0 | 0 | ||
Corn Option [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 1,861 | 811 | 574 | (166) |
Corn Option [Member] | Parent [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 1,861 | 811 | 574 | (166) |
Corn Option [Member] | Guarantors [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 0 | 0 | 0 | 0 |
Corn Option [Member] | Non-guarantors [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | 0 | 0 | 0 | 0 |
Corn Option [Member] | Eliminations [Member] | ||||
Other comprehensive income, net of tax: | ||||
Derivative adjustments | $ 0 | $ 0 | $ 0 | $ 0 |
Guarantor Financial Informati64
Guarantor Financial Information (Condensed Consolidated Statements of Cash Flows) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Cash flows from operating activities: | ||||
Net income/(loss) | $ (7,357) | $ 15,954 | $ (596) | $ (477) |
Earnings in investments in subsidiaries | 0 | 0 | 0 | 0 |
Other operating cash flows | 297,250 | 179,774 | ||
Net cash provided by operating activities | 296,654 | 179,297 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (162,264) | (153,984) | ||
Acquisitions, net of cash acquired | 0 | (2,075,651) | ||
Investment in subsidiaries and affiliates | 0 | 0 | ||
Note receivable from affiliates | 0 | 0 | ||
Gross proceeds from disposal of property, plant and equipment and other assets | 2,473 | 2,810 | ||
Proceeds from insurance settlement | 561 | 1,550 | ||
Payments related to routes and other intangibles | (2,939) | (8,210) | ||
Net cash used by investing activities | (162,169) | (2,233,485) | ||
Cash flows from financing activities: | ||||
Proceeds from long-term debt | 586,199 | 1,836,917 | ||
Payments on long-term debt | (595,872) | (310,773) | ||
Borrowings from revolving credit facility | 78,244 | 170,143 | ||
Payments on revolving credit facility | (130,876) | (277,254) | ||
Net cash overdraft financing | (1,261) | 933 | ||
Deferred loan costs | (17,119) | (45,223) | ||
Issuance of common stock | 171 | 417 | ||
Repurchase of treasury stock | (5,912) | 0 | ||
Contributions from parent | 0 | 0 | ||
Minimum withholding taxes paid on stock awards | (4,838) | (6,814) | ||
Excess tax benefits from stock-based compensation | 0 | 1,451 | ||
Distributions to noncontrolling interests | (2,820) | 0 | ||
Net cash provided/(used) by financing activities | (94,084) | 1,369,797 | ||
Effect of exchange rate changes on cash | (299) | 6,961 | ||
Net increase/(decrease) in cash and cash equivalents | 40,102 | (677,430) | ||
Cash and cash equivalents at beginning of period | 108,784 | 870,857 | ||
Cash and cash equivalents at end of period | 148,886 | 193,427 | 148,886 | 193,427 |
Parent [Member] | ||||
Cash flows from operating activities: | ||||
Net income/(loss) | (7,357) | 15,954 | (596) | (477) |
Earnings in investments in subsidiaries | 45,361 | (10,216) | 9,468 | (79,265) |
Other operating cash flows | 74,837 | 123,484 | ||
Net cash provided by operating activities | 83,709 | 43,742 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (28,830) | (29,915) | ||
Acquisitions, net of cash acquired | 0 | 0 | ||
Investment in subsidiaries and affiliates | (20) | (1,483,007) | ||
Note receivable from affiliates | 0 | 0 | ||
Gross proceeds from disposal of property, plant and equipment and other assets | 707 | 1,421 | ||
Proceeds from insurance settlement | 71 | 1,350 | ||
Payments related to routes and other intangibles | 0 | (8,210) | ||
Net cash used by investing activities | (28,072) | (1,518,361) | ||
Cash flows from financing activities: | ||||
Proceeds from long-term debt | 0 | 1,100,000 | ||
Payments on long-term debt | (12,092) | (256,500) | ||
Borrowings from revolving credit facility | 25,000 | 122,445 | ||
Payments on revolving credit facility | (60,000) | (227,445) | ||
Net cash overdraft financing | 0 | 0 | ||
Deferred loan costs | (7,104) | (41,748) | ||
Issuance of common stock | 171 | 417 | ||
Repurchase of treasury stock | (5,912) | |||
Contributions from parent | 0 | 0 | ||
Minimum withholding taxes paid on stock awards | (4,838) | (6,814) | ||
Excess tax benefits from stock-based compensation | 0 | 1,451 | ||
Distributions to noncontrolling interests | 0 | |||
Net cash provided/(used) by financing activities | (64,775) | 691,806 | ||
Effect of exchange rate changes on cash | 0 | 0 | ||
Net increase/(decrease) in cash and cash equivalents | (9,138) | (782,813) | ||
Cash and cash equivalents at beginning of period | 10,447 | 857,267 | ||
Cash and cash equivalents at end of period | 1,309 | 74,454 | 1,309 | 74,454 |
Guarantors [Member] | ||||
Cash flows from operating activities: | ||||
Net income/(loss) | (41,121) | 1,071 | (4,261) | 86,371 |
Earnings in investments in subsidiaries | 0 | 0 | 0 | 0 |
Other operating cash flows | 39,901 | (11,109) | ||
Net cash provided by operating activities | 35,640 | 75,262 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (70,947) | (60,391) | ||
Acquisitions, net of cash acquired | 0 | (645) | ||
Investment in subsidiaries and affiliates | (29,541) | (1,428,542) | ||
Note receivable from affiliates | 51,019 | (204,074) | ||
Gross proceeds from disposal of property, plant and equipment and other assets | 807 | 602 | ||
Proceeds from insurance settlement | 490 | 200 | ||
Payments related to routes and other intangibles | 0 | 0 | ||
Net cash used by investing activities | (48,172) | (1,692,850) | ||
Cash flows from financing activities: | ||||
Proceeds from long-term debt | 0 | 0 | ||
Payments on long-term debt | (55) | (65) | ||
Borrowings from revolving credit facility | 0 | 0 | ||
Payments on revolving credit facility | 0 | 0 | ||
Net cash overdraft financing | 0 | 0 | ||
Deferred loan costs | 0 | 0 | ||
Issuance of common stock | 0 | 0 | ||
Repurchase of treasury stock | 0 | |||
Contributions from parent | 0 | 1,632,616 | ||
Minimum withholding taxes paid on stock awards | 0 | 0 | ||
Excess tax benefits from stock-based compensation | 0 | 0 | ||
Distributions to noncontrolling interests | 0 | |||
Net cash provided/(used) by financing activities | (55) | 1,632,551 | ||
Effect of exchange rate changes on cash | 0 | 0 | ||
Net increase/(decrease) in cash and cash equivalents | (12,587) | 14,963 | ||
Cash and cash equivalents at beginning of period | 14,460 | 6,117 | ||
Cash and cash equivalents at end of period | 1,873 | 21,080 | 1,873 | 21,080 |
Non-guarantors [Member] | ||||
Cash flows from operating activities: | ||||
Net income/(loss) | (4,240) | 9,145 | (5,207) | (7,106) |
Earnings in investments in subsidiaries | 0 | 0 | 0 | 0 |
Other operating cash flows | 182,512 | 67,399 | ||
Net cash provided by operating activities | 177,305 | 60,293 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (62,487) | (63,678) | ||
Acquisitions, net of cash acquired | 0 | (2,075,006) | ||
Investment in subsidiaries and affiliates | 29,541 | (440,615) | ||
Note receivable from affiliates | (51,019) | 204,074 | ||
Gross proceeds from disposal of property, plant and equipment and other assets | 959 | 787 | ||
Proceeds from insurance settlement | 0 | 0 | ||
Payments related to routes and other intangibles | (2,939) | 0 | ||
Net cash used by investing activities | (85,945) | (2,374,438) | ||
Cash flows from financing activities: | ||||
Proceeds from long-term debt | 586,199 | 736,917 | ||
Payments on long-term debt | (583,725) | (54,208) | ||
Borrowings from revolving credit facility | 53,244 | 47,698 | ||
Payments on revolving credit facility | (70,876) | (49,809) | ||
Net cash overdraft financing | (1,261) | 933 | ||
Deferred loan costs | (10,015) | (3,475) | ||
Issuance of common stock | 0 | 0 | ||
Repurchase of treasury stock | 0 | |||
Contributions from parent | 20 | 1,719,548 | ||
Minimum withholding taxes paid on stock awards | 0 | 0 | ||
Excess tax benefits from stock-based compensation | 0 | 0 | ||
Distributions to noncontrolling interests | (2,820) | |||
Net cash provided/(used) by financing activities | (29,234) | 2,397,604 | ||
Effect of exchange rate changes on cash | (299) | 6,961 | ||
Net increase/(decrease) in cash and cash equivalents | 61,827 | 90,420 | ||
Cash and cash equivalents at beginning of period | 83,877 | 7,473 | ||
Cash and cash equivalents at end of period | 145,704 | 97,893 | 145,704 | 97,893 |
Eliminations [Member] | ||||
Cash flows from operating activities: | ||||
Net income/(loss) | 45,361 | (10,216) | 9,468 | (79,265) |
Earnings in investments in subsidiaries | (45,361) | 10,216 | (9,468) | 79,265 |
Other operating cash flows | 0 | 0 | ||
Net cash provided by operating activities | 0 | 0 | ||
Cash flows from investing activities: | ||||
Capital expenditures | 0 | 0 | ||
Acquisitions, net of cash acquired | 0 | 0 | ||
Investment in subsidiaries and affiliates | 20 | 3,352,164 | ||
Note receivable from affiliates | 0 | 0 | ||
Gross proceeds from disposal of property, plant and equipment and other assets | 0 | 0 | ||
Proceeds from insurance settlement | 0 | 0 | ||
Payments related to routes and other intangibles | 0 | 0 | ||
Net cash used by investing activities | 20 | 3,352,164 | ||
Cash flows from financing activities: | ||||
Proceeds from long-term debt | 0 | 0 | ||
Payments on long-term debt | 0 | 0 | ||
Borrowings from revolving credit facility | 0 | 0 | ||
Payments on revolving credit facility | 0 | 0 | ||
Net cash overdraft financing | 0 | 0 | ||
Deferred loan costs | 0 | 0 | ||
Issuance of common stock | 0 | 0 | ||
Repurchase of treasury stock | 0 | |||
Contributions from parent | (20) | (3,352,164) | ||
Minimum withholding taxes paid on stock awards | 0 | 0 | ||
Excess tax benefits from stock-based compensation | 0 | 0 | ||
Distributions to noncontrolling interests | 0 | |||
Net cash provided/(used) by financing activities | (20) | (3,352,164) | ||
Effect of exchange rate changes on cash | 0 | 0 | ||
Net increase/(decrease) in cash and cash equivalents | 0 | 0 | ||
Cash and cash equivalents at beginning of period | 0 | 0 | ||
Cash and cash equivalents at end of period | $ 0 | $ 0 | $ 0 | $ 0 |