Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 02, 2023 | |
Cover [Abstract] | ||
Entity File Number | 001-13323 | |
Title of 12(b) Security | Common stock $0.01 par value per share | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Entity Registrant Name | DARLING INGREDIENTS INC. | |
Entity Central Index Key | 0000916540 | |
Current Fiscal Year End Date | --12-30 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 159,532,286 | |
Document Transition Report | false | |
Entity Tax Identification Number | 36-2495346 | |
Trading Symbol | DAR | |
Security Exchange Name | NYSE | |
Entity Address, Address Line One | 5601 N MacArthur Blvd. | |
Entity Address, City or Town | Irving | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75038 | |
City Area Code | 972 | |
Local Phone Number | 717-0300 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 118,977 | $ 127,016 |
Restricted cash | 304 | 315 |
Accounts receivable, less allowance for bad debts of $17,525 at September 30, 2023 and $11,889 at December 31, 2022 | 735,582 | 676,573 |
Inventories | 822,765 | 673,621 |
Prepaid expenses | 101,559 | 85,665 |
Income taxes refundable | 25,689 | 18,583 |
Other current assets | 38,119 | 56,324 |
Total current assets | 1,842,995 | 1,638,097 |
Property, plant and equipment, less accumulated depreciation of $2,252,257 at September 30, 2023 and $2,054,928 at December 31, 2022 | 2,798,727 | 2,462,082 |
Intangible assets, less accumulated amortization of $709,690 at September 30, 2023 and $623,101 at December 31, 2022 | 1,091,446 | 865,122 |
Goodwill | 2,447,376 | 1,970,377 |
Investment in unconsolidated subsidiaries | 2,164,182 | 1,926,395 |
Operating lease right-of-use assets | 202,947 | 186,141 |
Other assets | 238,053 | 136,268 |
Deferred income taxes | 24,611 | 17,888 |
Total assets | 10,810,337 | 9,202,370 |
Current liabilities: | ||
Current portion of long-term debt | 73,862 | 69,846 |
Accounts payable, principally trade | 394,748 | 472,491 |
Income taxes payable | 18,294 | 44,851 |
Current operating lease liabilities | 52,378 | 49,232 |
Accrued expenses | 494,421 | 432,023 |
Total current liabilities | 1,033,703 | 1,068,443 |
Long-term debt, net of current portion | 4,338,126 | 3,314,969 |
Long-term operating lease liabilities | 154,858 | 141,703 |
Other non-current liabilities | 313,889 | 298,933 |
Deferred income taxes | 502,779 | 481,832 |
Total liabilities | 6,343,355 | 5,305,880 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value; 250,000,000 shares authorized; 174,426,268 and 173,593,099 shares issued at September 30, 2023 and December 31, 2022, respectively | 1,744 | 1,736 |
Additional paid-in capital | 1,691,636 | 1,660,084 |
Treasury stock, at cost; 14,893,860 and 13,623,503 shares at September 30, 2023 and December 31, 2022, respectively | (628,991) | (554,451) |
Accumulated other comprehensive loss | (332,413) | (383,874) |
Retained earnings | 3,648,738 | 3,085,528 |
Total Darling's stockholders’ equity | 4,380,714 | 3,809,023 |
Noncontrolling interests | 86,268 | 87,467 |
Total stockholders' equity | 4,466,982 | 3,896,490 |
Total liabilities and stockholders' equity | $ 10,810,337 | $ 9,202,370 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Accounts Receivable, Allowance for Credit Loss, Current | $ 17,525 | $ 11,889 |
Property, plant and equipment, accumulated depreciation | 2,252,257 | 2,054,928 |
Intangible assets, accumulated amortization | $ 709,690 | $ 623,101 |
Stockholders’ equity: | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 174,426,268 | 173,593,099 |
Treasury stock, shares | 14,893,860 | 13,623,503 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,625,204 | $ 1,747,599 | $ 5,173,997 | $ 4,764,121 |
Costs and expenses: | ||||
Cost of sales and operating expenses | 1,238,733 | 1,371,237 | 3,965,408 | 3,623,321 |
Loss/(gain) on sale of assets | 929 | (3,116) | 861 | (4,560) |
Selling, general and administrative expenses | 137,697 | 105,080 | 409,914 | 314,888 |
Restructuring and asset impairment charges | 0 | 0 | 5,420 | 8,557 |
Acquisition and integration costs | 3,430 | 4,503 | 12,158 | 13,634 |
Change in fair value of contingent consideration | (5,559) | 0 | (13,058) | 0 |
Depreciation and amortization | 125,994 | 104,978 | 364,086 | 277,337 |
Total costs and expenses | 1,501,224 | 1,582,682 | 4,744,789 | 4,233,177 |
Equity in net income of Diamond Green Diesel | 54,389 | 103,414 | 361,690 | 248,898 |
Operating income | 178,369 | 268,331 | 790,898 | 779,842 |
Other expense: | ||||
Interest expense | (70,278) | (39,816) | (190,770) | (79,427) |
Foreign currency gain/(loss) | 845 | (493) | 8,339 | (6,005) |
Other income/(expense), net | 2,247 | (2,807) | 13,485 | (3,851) |
Total other expense | (67,186) | (43,116) | (168,946) | (89,283) |
Equity in net income of other unconsolidated subsidiaries | 1,534 | 2,301 | 3,503 | 5,933 |
Income before income taxes | 112,717 | 227,516 | 625,455 | 696,492 |
Income tax expense/(benefit) | (15,364) | 35,215 | 52,322 | 108,631 |
Net income | 128,081 | 192,301 | 573,133 | 587,861 |
Net income attributable to noncontrolling interests | (3,055) | (1,220) | (9,923) | (6,731) |
Net income attributable to Darling | $ 125,026 | $ 191,081 | $ 563,210 | $ 581,130 |
Basic income per share (in dollars per share) | $ 0.78 | $ 1.19 | $ 3.52 | $ 3.60 |
Diluted income per share (in dollars per share) | $ 0.77 | $ 1.17 | $ 3.47 | $ 3.54 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Net income | $ 128,081 | $ 192,301 | $ 573,133 | $ 587,861 |
Other comprehensive income/(loss), net of tax: | ||||
Foreign currency translation adjustments | (81,497) | (96,848) | 57,312 | (187,321) |
Pension adjustments | 327 | 429 | 981 | 1,286 |
Total other comprehensive income/(loss), net of tax | (118,972) | (72,275) | 49,170 | (150,771) |
Total comprehensive income | 9,109 | 120,026 | 622,303 | 437,090 |
Comprehensive income attributable to noncontrolling interests | 3,935 | 1,177 | 7,632 | 7,409 |
Comprehensive income attributable to Darling | 5,174 | 118,849 | 614,671 | 429,681 |
Commodity Contract | ||||
Other comprehensive income/(loss), net of tax: | ||||
Derivative adjustments | (29,288) | 26,620 | (25,826) | 29,024 |
Interest Rate Swap | ||||
Other comprehensive income/(loss), net of tax: | ||||
Derivative adjustments | 1,911 | 0 | 12,237 | 0 |
Foreign Exchange Contract | ||||
Other comprehensive income/(loss), net of tax: | ||||
Derivative adjustments | $ (10,425) | $ (2,476) | $ 4,466 | $ 6,240 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands | Total | Commodity Contract | Interest Rate Swap | Foreign Exchange Contract | Stockholders' equity attributable to Darling | Stockholders' equity attributable to Darling Commodity Contract | Stockholders' equity attributable to Darling Interest Rate Swap | Stockholders' equity attributable to Darling Foreign Exchange Contract | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Commodity Contract | Accumulated Other Comprehensive Loss Interest Rate Swap | Accumulated Other Comprehensive Loss Foreign Exchange Contract | Retained Earnings | Non-controlling Interests |
Balance (in shares) at Jan. 01, 2022 | 160,792,004 | ||||||||||||||||
Stockholders' Equity, Beginning Balance at Jan. 01, 2022 | $ 3,347,785 | $ 3,280,960 | $ 1,717 | $ 1,627,816 | $ (374,721) | $ (321,690) | $ 2,347,838 | $ 66,825 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 190,731 | 188,053 | 188,053 | 2,678 | |||||||||||||
Pension adjustments, net of tax | 429 | 429 | 429 | ||||||||||||||
Derivative adjustments | $ (22,058) | $ 29,435 | $ (22,058) | $ 29,435 | $ (22,058) | $ 29,435 | |||||||||||
Foreign currency translation adjustments | 3,382 | 2,515 | 2,515 | 867 | |||||||||||||
Issuance of non-vested stock (in shares) | 5,000 | ||||||||||||||||
Issuance of non-vested stock | 18 | 18 | 18 | ||||||||||||||
Stock-based compensation | 6,305 | 6,305 | 6,305 | ||||||||||||||
Treasury stock (in shares) | (938,113) | ||||||||||||||||
Treasury stock | (64,185) | (64,185) | (64,185) | ||||||||||||||
Issuance of common stock (in shares) | 1,644,866 | ||||||||||||||||
Issuance of common stock | 3,808 | 3,808 | $ 17 | 3,791 | |||||||||||||
Balance (in shares) at Apr. 02, 2022 | 161,503,757 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Apr. 02, 2022 | 3,495,650 | 3,425,280 | $ 1,734 | 1,637,930 | (438,906) | (311,369) | 2,535,891 | 70,370 | |||||||||
Balance (in shares) at Jan. 01, 2022 | 160,792,004 | ||||||||||||||||
Stockholders' Equity, Beginning Balance at Jan. 01, 2022 | 3,347,785 | 3,280,960 | $ 1,717 | 1,627,816 | (374,721) | (321,690) | 2,347,838 | 66,825 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 587,861 | ||||||||||||||||
Derivative adjustments | 29,024 | $ 0 | 6,240 | ||||||||||||||
Foreign currency translation adjustments | (187,321) | ||||||||||||||||
Balance (in shares) at Oct. 01, 2022 | 160,266,480 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Oct. 01, 2022 | 3,668,814 | 3,580,112 | $ 1,735 | 1,652,453 | (529,905) | (473,139) | 2,928,968 | 88,702 | |||||||||
Balance (in shares) at Apr. 02, 2022 | 161,503,757 | ||||||||||||||||
Stockholders' Equity, Beginning Balance at Apr. 02, 2022 | 3,495,650 | 3,425,280 | $ 1,734 | 1,637,930 | (438,906) | (311,369) | 2,535,891 | 70,370 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 204,829 | 201,996 | 201,996 | 2,833 | |||||||||||||
Pension adjustments, net of tax | 428 | 428 | 428 | ||||||||||||||
Derivative adjustments | 24,462 | (20,719) | 24,462 | (20,719) | 24,462 | (20,719) | |||||||||||
Foreign currency translation adjustments | (93,855) | (93,709) | (93,709) | (146) | |||||||||||||
Issuance of non-vested stock | 30 | 30 | 30 | ||||||||||||||
Stock-based compensation | 7,016 | 7,016 | 7,016 | ||||||||||||||
Treasury stock (in shares) | (751,432) | ||||||||||||||||
Treasury stock | (52,811) | (52,811) | (52,811) | ||||||||||||||
Issuance of common stock (in shares) | 108,586 | ||||||||||||||||
Issuance of common stock | 1,493 | 1,493 | $ 1 | 1,492 | |||||||||||||
Balance (in shares) at Jul. 02, 2022 | 160,860,911 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Jul. 02, 2022 | 3,566,523 | 3,493,466 | $ 1,735 | 1,646,468 | (491,717) | (400,907) | 2,737,887 | 73,057 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 192,301 | 191,081 | 191,081 | 1,220 | |||||||||||||
Distribution of noncontrolling interest earnings | (3,744) | (3,744) | |||||||||||||||
Pension adjustments, net of tax | 429 | 429 | 429 | ||||||||||||||
Derivative adjustments | 26,620 | 0 | (2,476) | 26,620 | (2,476) | 26,620 | (2,476) | ||||||||||
Foreign currency translation adjustments | (96,848) | (96,805) | (96,805) | (43) | |||||||||||||
Issuance of non-vested stock (in shares) | 1,500 | ||||||||||||||||
Issuance of non-vested stock | 35 | 35 | 35 | ||||||||||||||
Stock-based compensation | 5,480 | 5,480 | 5,480 | ||||||||||||||
Treasury stock (in shares) | (623,359) | ||||||||||||||||
Treasury stock | (38,188) | (38,188) | (38,188) | ||||||||||||||
Issuance of common stock (in shares) | 27,428 | ||||||||||||||||
Issuance of common stock | 470 | 470 | 470 | ||||||||||||||
Balance (in shares) at Oct. 01, 2022 | 160,266,480 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Oct. 01, 2022 | 3,668,814 | 3,580,112 | $ 1,735 | 1,652,453 | (529,905) | (473,139) | 2,928,968 | 88,702 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Acquisition of noncontrolling interests | 18,212 | 18,212 | |||||||||||||||
Balance (in shares) at Dec. 31, 2022 | 159,969,596 | ||||||||||||||||
Stockholders' Equity, Beginning Balance at Dec. 31, 2022 | 3,896,490 | 3,809,023 | $ 1,736 | 1,660,084 | (554,451) | (383,874) | 3,085,528 | 87,467 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 189,855 | 185,801 | 185,801 | 4,054 | |||||||||||||
Deductions to noncontrolling interests | (3,441) | (3,441) | |||||||||||||||
Addition to noncontrolling interests | 1,643 | 1,643 | |||||||||||||||
Pension adjustments, net of tax | 327 | 327 | 327 | ||||||||||||||
Derivative adjustments | 21,124 | 720 | 5,620 | 21,124 | $ 720 | 5,620 | 21,124 | $ 720 | 5,620 | ||||||||
Foreign currency translation adjustments | 56,217 | 56,875 | 56,875 | (658) | |||||||||||||
Issuance of non-vested stock | 47 | 47 | 47 | ||||||||||||||
Stock-based compensation | 11,806 | 11,806 | 11,806 | ||||||||||||||
Treasury stock (in shares) | (1,039,462) | ||||||||||||||||
Treasury stock | (60,510) | (60,510) | (60,510) | ||||||||||||||
Issuance of common stock (in shares) | 633,972 | ||||||||||||||||
Issuance of common stock | 1,701 | 1,701 | $ 6 | 1,695 | |||||||||||||
Balance (in shares) at Apr. 01, 2023 | 159,564,106 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Apr. 01, 2023 | 4,121,599 | 4,032,534 | $ 1,742 | 1,673,632 | (614,961) | (299,208) | 3,271,329 | 89,065 | |||||||||
Balance (in shares) at Dec. 31, 2022 | 159,969,596 | ||||||||||||||||
Stockholders' Equity, Beginning Balance at Dec. 31, 2022 | 3,896,490 | 3,809,023 | $ 1,736 | 1,660,084 | (554,451) | (383,874) | 3,085,528 | 87,467 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 573,133 | ||||||||||||||||
Derivative adjustments | (25,826) | 12,237 | 4,466 | ||||||||||||||
Foreign currency translation adjustments | 57,312 | ||||||||||||||||
Balance (in shares) at Sep. 30, 2023 | 159,532,408 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Sep. 30, 2023 | 4,466,982 | 4,380,714 | $ 1,744 | 1,691,636 | (628,991) | (332,413) | 3,648,738 | 86,268 | |||||||||
Balance (in shares) at Apr. 01, 2023 | 159,564,106 | ||||||||||||||||
Stockholders' Equity, Beginning Balance at Apr. 01, 2023 | 4,121,599 | 4,032,534 | $ 1,742 | 1,673,632 | (614,961) | (299,208) | 3,271,329 | 89,065 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 255,197 | 252,383 | 252,383 | 2,814 | |||||||||||||
Distribution of noncontrolling interest earnings | (9,036) | (9,036) | |||||||||||||||
Addition to noncontrolling interests | 2,003 | 2,003 | |||||||||||||||
Pension adjustments, net of tax | 327 | 327 | 327 | ||||||||||||||
Derivative adjustments | (17,662) | 9,606 | 9,271 | (17,662) | 9,606 | 9,271 | (17,662) | 9,606 | 9,271 | ||||||||
Foreign currency translation adjustments | 82,592 | 85,105 | 85,105 | (2,513) | |||||||||||||
Issuance of non-vested stock | 46 | 46 | 46 | ||||||||||||||
Stock-based compensation | 6,186 | 6,186 | 6,186 | ||||||||||||||
Treasury stock (in shares) | (164,362) | ||||||||||||||||
Treasury stock | (9,891) | (9,891) | (9,891) | ||||||||||||||
Issuance of common stock (in shares) | 90,162 | ||||||||||||||||
Issuance of common stock | 325 | 325 | $ 1 | 324 | |||||||||||||
Balance (in shares) at Jul. 01, 2023 | 159,489,906 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Jul. 01, 2023 | 4,450,563 | 4,368,230 | $ 1,743 | 1,680,188 | (624,852) | (212,561) | 3,523,712 | 82,333 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net income | 128,081 | 125,026 | 125,026 | 3,055 | |||||||||||||
Pension adjustments, net of tax | 327 | 327 | 327 | ||||||||||||||
Derivative adjustments | $ (29,288) | $ 1,911 | $ (10,425) | $ (29,288) | $ 1,911 | $ (10,425) | $ (29,288) | $ 1,911 | $ (10,425) | ||||||||
Foreign currency translation adjustments | (81,497) | (82,377) | (82,377) | 880 | |||||||||||||
Issuance of non-vested stock | 47 | 47 | 47 | ||||||||||||||
Stock-based compensation | 8,914 | 8,914 | 8,914 | ||||||||||||||
Treasury stock (in shares) | (66,533) | ||||||||||||||||
Treasury stock | (4,139) | (4,139) | (4,139) | ||||||||||||||
Issuance of common stock (in shares) | 109,035 | ||||||||||||||||
Issuance of common stock | 2,488 | 2,488 | $ 1 | 2,487 | |||||||||||||
Balance (in shares) at Sep. 30, 2023 | 159,532,408 | ||||||||||||||||
Stockholders' Equity, Ending Balance at Sep. 30, 2023 | $ 4,466,982 | $ 4,380,714 | $ 1,744 | $ 1,691,636 | $ (628,991) | $ (332,413) | $ 3,648,738 | $ 86,268 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders’ Equity (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 | Oct. 01, 2022 |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Oct. 01, 2022 | |
Cash flows from operating activities: | ||
Net income | $ 573,133 | $ 587,861 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 364,086 | 277,337 |
Loss/(gain) on sale of assets | 861 | (4,560) |
Asset impairment | 0 | 8,557 |
Change in fair value of contingent consideration | (13,058) | 0 |
Gain (Loss) on Insurance Proceeds from Insurance Settlements | (13,836) | 0 |
Deferred taxes | (18,192) | 42,120 |
Increase/(decrease) in long-term pension liability | 809 | (2,753) |
Stock-based compensation expense | 27,046 | 18,884 |
Deferred loan cost amortization | 4,674 | 3,552 |
Equity in net income of Diamond Green Diesel and other unconsolidated subsidiaries | (365,193) | (254,831) |
Distributions of earnings from Diamond Green Diesel and other unconsolidated subsidiaries | 168,277 | 95,546 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | 25,731 | (45,457) |
Income taxes refundable/payable | (39,123) | (2,004) |
Inventories and prepaid expenses | (22,694) | (140,971) |
Accounts payable and accrued expenses | (39,570) | 78,656 |
Other | 29,337 | (23,499) |
Net cash provided by operating activities | 682,288 | 638,438 |
Cash flows from investing activities: | ||
Capital expenditures | (380,556) | (257,120) |
Acquisitions, net of cash acquired | (1,093,183) | (1,760,139) |
Investment in Diamond Green Diesel | (75,000) | (239,750) |
Investment in other unconsolidated subsidiaries | (27) | 0 |
Loan to Diamond Green Diesel | 0 | (25,000) |
Loan repayment from Diamond Green Diesel | 25,000 | 50,000 |
Gross proceeds from disposal of property, plant and equipment and other assets | 4,817 | 9,430 |
Proceeds from insurance settlement | 13,836 | 0 |
Payments related to routes and other intangibles | (1,521) | (179) |
Net cash used in investing activities | (1,506,634) | (2,222,758) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 812,348 | 1,929,870 |
Payments on long-term debt | (102,463) | (39,511) |
Borrowings from revolving credit facility | 1,972,953 | 1,684,840 |
Payments on revolving credit facility | (1,707,840) | (1,743,523) |
Net cash overdraft financing | 6,008 | 21,090 |
Deferred loan costs | (9) | (16,758) |
Repurchase of common stock | (52,941) | (103,061) |
Minimum withholding taxes paid on stock awards | (17,278) | (46,394) |
Payments of Ordinary Dividends, Noncontrolling Interest | (8,628) | (3,653) |
Net cash provided by financing activities | 902,150 | 1,682,900 |
Effect of exchange rate changes on cash | 25,559 | (20,295) |
Net increase in cash, cash equivalents and restricted cash | 103,363 | 78,285 |
Cash, cash equivalents and restricted cash at beginning of period | 150,168 | 69,072 |
Cash, cash equivalents and restricted cash at end of period | $ 253,531 | $ 147,357 |
General
General | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | GeneralThe accompanying consolidated financial statements for the three and nine month periods ended September 30, 2023 and October 1, 2022, have been prepared by Darling Ingredients Inc., a Delaware corporation (“Darling”, and together with its subsidiaries, the “Company” or “we”, “us” or “our”) 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 December 31, 2022. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
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 represent 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 of the consolidated subsidiaries is shown as an allocation of the Company's net income and is presented separately as “Net income attributable to noncontrolling interests.” In the Company's Consolidated Balance Sheets, noncontrolling interests represent the ownership interests in the Company's consolidated subsidiaries' net assets held by parties other than the Company. These ownership interests are presented separately as “Noncontrolling interests” within “Stockholders' Equity.” All 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 September 30, 2023, and include the 13 and 39 weeks ended September 30, 2023, and the 13 and 39 weeks ended October 1, 2022. (c) Cash and Cash Equivalents The Company considers all short-term highly liquid instruments, with an original maturity of three months or less, to be cash equivalents. Cash balances are recorded net of book overdrafts when a bank right-of-offset exists. All other book overdrafts are recorded in accounts payable and the change in the related balance is reflected in operating activities on the Consolidated Statement of Cash Flows. In addition, the Company has bank overdrafts, which are considered a form of short-term financing with changes in the related balance reflected in financing activities in the Consolidated Statement of Cash Flows. Restricted cash shown on the Consolidated Balance Sheet as of September 30, 2023 and December 31, 2022, primarily represented amounts set aside as collateral for foreign construction projects and U.S. environmental claims and were insignificant to the Company. Restricted cash included in other long term assets on the Consolidated Balance Sheet as of September 30, 2023 and December 31, 2022, primarily represents acquisition consideration hold-back amounts that are part of the purchase price set aside in escrow in the Company's name for possible indemnification claims by the Company, which amounts will be paid to the sellers in the future if no claims arise. A reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of same such amounts shown in the Consolidated Statement of Cash flows is as follows (in thousands): September 30, 2023 December 31, 2022 Cash and cash equivalents $ 118,977 $ 127,016 Restricted cash 304 315 Restricted cash included in other long-term assets 134,250 22,837 Total cash, cash equivalents and restricted cash shown in the statement of cash flows $ 253,531 $ 150,168 (d) Accounts Receivable Factoring The Company has entered into agreements with third party banks to factor certain of the Company's trade receivables in order to enhance working capital by turning trade receivables into cash faster. Under these agreements, the Company sells certain selected customers’ trade receivables to third party banks without recourse for cash less a nominal fee. For the three months ended September 30, 2023 and October 1, 2022, the Company sold approximately $110.2 million and $162.7 million of its trade receivables and incurred approximately $1.7 million and $1.2 million in fees, respectively, which are recorded as interest expense. For the nine months ended September 30, 2023 and October 1, 2022, the Company sold approximately $402.2 million and $434.0 million of its trade receivables and incurred approximately $5.4 million and $2.3 million in fees, which are recorded as interest expense. (e) Revenue Recognition The Company recognizes revenue on sales when control of the promised finished product is transferred to the Company's customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for the finished product. Service revenues are recognized when the service occurs. 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 in accrued expenses and recognized when control of the promised finished product is transferred to the Company's customer. See Note 20 (Revenue) to the Company's Consolidated Financial Statements included herein. (f) Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. If it is at least reasonably possible that the estimate of the effect on the financial statements of a condition, situation, or set of circumstances that exist at the date of the financial statements will change in the near term due to one or more future confirming events, and the effect of the change would be material to the financial statements, the Company will disclose the nature of the uncertainty and include an indication that it is at least reasonably possible that a change in the estimate will occur in the near term. If the estimate involves certain loss contingencies, the disclosure will also include an estimate of the probable loss or range of loss or state that an estimate cannot be made. As a result of the Russia-Ukraine war and the current inflationary environment, we have evaluated the potential impact to the Company's operations and for any indicators of potential triggering events that could indicate certain of the Company's assets may be impaired. Through the nine months ended September 30, 2023, the Company has not observed any impairments of the Company's assets or a significant change in their fair value due to the Russia-Ukraine war or inflation. (g) Out-of-Period Correction During the quarter ended July 1, 2023, the Company determined the fair value of the contingent consideration liability recorded related to the FASA Group of approximately R$867.5 million (approximately $168.1 million USD at the exchange rate in effect on the closing date of the acquisition) was overstated in the initial purchase price allocation. The error was the result of the use of an incorrect fair value model under the income approach to determine fair value of the contingent consideration liability upon acquisition. Utilizing assistance from external valuation experts and the use of a Monte-Carlo simulation, the Company determined during the quarter ended July 1, 2023 the acquisition date fair value of the contingent payment was R$428.2 million (approximately $83.0 million USD at the exchange rate in effect on the closing date of the acquisition) representing the probability weighted present value of the expected payment to be made under the agreement using the income approach. This resulted in an overstatement of the fair value of the contingent consideration liability of approximately $85.1 million on the acquisition date. The Company assessed the impact of this error and concluded that it was not material to the financial statements previously issued for any interim or annual period, and the correction of the error during the quarter ended July 1, 2023 was not material to the second quarter 2023 financial statements and is not expected to be material to the annual financial statements for fiscal 2023. The correction of the fair value of the contingent consideration liability at the acquisition date was recorded as an immaterial out-of-period correction during the quarter ended July 1, 2023 with the offset to the balance sheet recorded as a reduction to goodwill of approximately $85.1 million, which is included in the Feed Ingredients segment. (h) Reclassifications Certain immaterial prior year amounts have been reclassified to conform to current year presentation. (i) Earnings Per Share Basic income 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 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 September 30, 2023 October 1, 2022 Income Shares Per Share Income Shares Per Share Basic: Net Income attributable to Darling $ 125,026 159,727 $ 0.78 $ 191,081 160,587 $ 1.19 Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards 3,409 3,755 Less: Pro forma treasury shares (711) (707) Diluted: Net income attributable to Darling $ 125,026 162,425 $ 0.77 $ 191,081 163,635 $ 1.17 Net Income per Common Share (in thousands, except per share data) Nine Months Ended September 30, 2023 October 1, 2022 Income Shares Per Share Income Shares Per Share Basic: Net Income attributable to Darling $ 563,210 159,894 $ 3.52 $ 581,130 161,205 $ 3.60 Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards 3,378 3,837 Less: Pro forma treasury shares (735) (715) Diluted: Net income attributable to Darling $ 563,210 162,537 $ 3.47 $ 581,130 164,327 $ 3.54 For the three months ended September 30, 2023 and October 1, 2022, respectively, no outstanding stock options were excluded from diluted income per common share as the effect would be antidilutive. For the three months ended September 30, 2023 and October 1, 2022, respectively, 382,404 and 223,157 shares of non-vested stock and stock equivalents were excluded from diluted income per common share as the effect was antidilutive. For the nine months ended September 30, 2023 and October 1, 2022, respectively, no outstanding stock options were excluded from diluted income per common share as the effect would be antidilutive. For the nine months ended September 30, 2023 and October 1, 2022, respectively, 470,213 and 249,618 shares of non-vested stock and stock equivalents were excluded from diluted income per common share as the effect was antidilutive. |
Investment in Unconsolidated Su
Investment in Unconsolidated Subsidiary | 9 Months Ended |
Sep. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Subsidiary | Investment in Unconsolidated Subsidiaries On January 21, 2011, 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 (“DGD” or the “DGD Joint Venture”). The DGD Joint Venture is owned 50% / 50% with Valero. Selected financial information for the Company's DGD Joint Venture is as follows: (in thousands) September 30, 2023 December 31, 2022 Assets: Total current assets $ 1,641,934 $ 1,304,805 Property, plant and equipment, net 3,831,367 3,866,854 Other assets 94,149 61,665 Total assets $ 5,567,450 $ 5,233,324 Liabilities and members' equity: Total current portion of long term debt $ 228,365 $ 217,066 Total other current liabilities 391,027 515,023 Total long term debt 744,451 774,783 Total other long term liabilities 16,408 17,249 Total members' equity 4,187,199 3,709,203 Total liabilities and members' equity $ 5,567,450 $ 5,233,324 Three Months Ended Nine Months Ended (in thousands) September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Revenues: Operating revenues $ 1,430,666 $ 1,470,036 $ 5,356,827 $ 3,906,614 Expenses: Total costs and expenses less depreciation, amortization and accretion expense 1,257,766 1,229,371 4,430,485 3,311,608 Depreciation, amortization and accretion expense 55,118 31,793 172,040 89,602 Total costs and expenses 1,312,884 1,261,164 4,602,525 3,401,210 Operating income 117,782 208,872 754,302 505,404 Other income 2,701 1,215 6,863 1,926 Interest and debt expense, net (11,705) (3,259) (37,785) (9,534) Net income $ 108,778 $ 206,828 $ 723,380 $ 497,796 As of September 30, 2023, under the equity method of accounting, the Company has an investment in the DGD Joint Venture of approximately $2,096.9 million on the consolidated balance sheet. The Company has recorded equity in net income from the DGD Joint Venture of approximately $54.4 million and $103.4 million for the three months ended September 30, 2023 and October 1, 2022, respectively. The Company has recorded equity in net income from the DGD Joint Venture of approximately $361.7 million and $248.9 million for the nine months ended September 30, 2023 and October 1, 2022, respectively. In December 2019, the blender tax credits were extended for calendar years 2020, 2021 and 2022. On August 16, 2022, the U.S. government enacted the Inflation Reduction Act ( the “IR Act”). As part of the IR Act, the blender tax credits were extended as is until December 31, 2024. After 2024, the Clean Fuels Production Credit (the “CFPC”) becomes effective from 2025 through 2027. Under the CFPC, on-road transportation fuel receives a base credit of up to $1.00 per gallon of renewable diesel multiplied by the fuel's emission reduction percentage as long as it is produced at a qualifying facility and it meets prevailing wage requirements and apprenticeship requirements. In contrast to the blenders tax credits, the CFPC requires that production must take place in the United States. For the three months ended September 30, 2023 and September 30, 2022, the DGD Joint Venture recorded approximately $266.4 million and $190.3 million of blenders tax credits, respectively. For the nine months ended September 30, 2023 and September 30, 2022, the DGD Joint Venture recorded approximately $900.0 million and $544.6 million of blenders tax credits, respectively. The blenders tax credits are recorded as a reduction of cost of sales by the DGD Joint Venture. In the nine months ended September 30, 2023 and October 1, 2022, respectively, the Company made $75.0 million and $239.8 million capital contributions to the DGD Joint Venture. In the nine months ended September 30, 2023 and October 1, 2022, the Company received $163.6 million and $90.5 million dividend distributions from the DGD Joint Venture, respectively. As of September 30, 2023, the DGD Joint Venture has borrowings outstanding of $200.0 million under their unsecured revolving credit facility. In addition to the DGD Joint Venture, the Company has investments in other unconsolidated subsidiaries that are insignificant to the Company. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Gelnex On March 31, 2023, the Company acquired all of the shares of Gelnex, a leading global producer of collagen products (the “Gelnex Acquisition”). The Gelnex Acquisition includes a network of five processing facilities in South America and one in the United States. The initial purchase price of approximately $1.2 billion was comprised of an initial cash payment of approximately $1.1 billion, which consisted of a payment of approximately R$4.3 billion Brazilian real (approximately $855.1 million USD at the exchange rate of R$5.08:USD$1.00 on the closing date) and a payment of approximately $243.5 million in USD, and is subject to various post-closing adjustments in accordance with the stock purchase agreement. In addition, the Company incurred a liability of approximately $104.1 million for acquisition consideration hold-back amounts that are part of the purchase price set aside in escrow in the Company's name for possible indemnification claims by the Company, which amounts will be paid to the sellers in the future if no claims arise. The hold-back amount represents a noncash investing activity during the period of acquisition. The Gelnex Acquisition gives us immediate capacity to serve the growing needs of our collagen customers and the growing gelatin market. The initial purchase price was financed by borrowing all of the Company's term A-3 facility of $300.0 million and term A-4 facility of $500.0 million, with the remainder coming through revolver borrowings under the Company's Amended Credit Agreement. During the third quarter of fiscal 2023, the Company made immaterial working capital adjustments and made a cash payment for working capital purchase price adjustment per the stock purchase agreement of approximately $14.1 million with an offset to goodwill. In addition, the Company obtained new information about facts and circumstances that existed at the acquisition date during the third quarter of 2023 that resulted in measurement period adjustments to increase property, plant and equipment by approximately $15.7 million, increase intangible assets by approximately $66.5 million, decrease goodwill by approximately $75.8 million, increase deferred tax liabilities by approximately $6.2 million and a decrease in other assets and liabilities of approximately $0.2 million. The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed in the Gelnex Acquisition as of March 31, 2023 (in thousands) inclusive of all measurement period adjustments recorded: Accounts receivable $ 81,025 Inventories 141,066 Other current assets 3,477 Property, plant and equipment 143,509 Identifiable intangible assets 350,500 Goodwill 564,467 Operating lease right-of-use assets 134 Other assets 2,703 Deferred tax asset 857 Accounts payable (15,059) Current operating lease liabilities (26) Current portion of long-term debt (44,692) Accrued expenses (18,887) Long-term debt, net of current portion (1,407) Long-term operating lease liabilities (123) Deferred tax liability (10,298) Other noncurrent liabilities (19) Purchase price, net of cash acquired $ 1,197,227 Less hold-back 104,145 Cash paid for acquisition, net of cash acquired $ 1,093,082 The $564.5 million of goodwill from the Gelnex Acquisition, which is expected to strengthen the Company's gelatin business and expand its ability to service increased demand of its collagen customer base, is assigned to the Food Ingredients segment. Of the preliminary goodwill booked in the Gelnex Acquisition approximately $446.5 million is expected to be deductible for tax purposes. The identifiable intangible assets include $342.5 million in customer relationships with a weighted average life of 11.4 years and $8.0 million in trade name with a life of 5 years for a total weighted average life of approximately 11.3 years. The Company is still assessing the provisional amounts recorded for assets acquired and liabilities assumed including possible future price adjustments to property, plant and equipment, intangible assets and taxes, thus the final determination of the value of assets acquired and liabilities assumed may result in retrospective adjustments to the values presented in the above table with a corresponding adjustment to goodwill. The amount of net sales and net income (loss) from the Gelnex Acquisition included in the Company's consolidated statement of operations for the three months ended September 30, 2023 was $88.8 million and $1.1 million, respectively. The amount of net sales and net income (loss) from the Gelnex Acquisition included in the Company's consolidated statement of operations for the nine months ended September 30, 2023 was $180.0 million and $(18.0) million, respectively. The Company incurred acquisition costs related to the Gelnex Acquisition for the three and nine months ended September 30, 2023 of approximately $0.6 million and $6.5 million, respectively. FASA Group On August 1, 2022, the Company acquired all of the shares of the FASA Group, the largest independent rendering company in Brazil, pursuant to a stock purchase agreement dated May 5, 2022 (the “FASA Acquisition”). The FASA Group, with its 14 rendering plants and an additional two plants under construction at the time of acquisition, will supplement the Company's global supply of waste fats, making it a leader in the supply of low-carbon waste fats and oils. The Company initially paid approximately R$2.9 billion Brazilian real in cash (approximately $562.6 million USD at the exchange rate in effect on the closing date of the acquisition) for all the shares of the FASA Group, subject to certain post closing adjustments and a contingent payment based on future earnings growth in accordance with the terms set forth in the stock purchase agreement. Under the stock purchase agreement, such contingent payment could range from R$0 to a maximum of R$1.0 billion if future earnings growth reaches certain levels over a three As disclosed in Note 2(g), as a result of the immaterial out-of-period correction identified during the quarter ended July 1, 2023, utilizing assistance from external valuation experts and the use of a Monte Carlo model, the Company determined the acquisition date fair value of the contingent consideration was R$428.2 million (approximately $83.0 million USD at the exchange rate in effect on the closing date of the acquisition) representing the probability weighted present value of the expected payment to be made under the agreement using the income approach, resulting in an overstatement of the fair value of the contingent consideration liability of approximately $85.1 million. The immaterial out-of-period correction reduced the acquisition date fair value of contingent consideration liability and goodwill associated with the FASA Acquisition by approximately $85.1 million during the quarter ended July 1, 2023. The Company will analyze the contingent consideration liability using a Monte Carlo model each quarter and any change in fair value will be recorded through operating income as changes in fair value of contingent consideration including the accretion of the change in the long-term liability. The hold-back and contingent consideration amounts represent noncash investing activities during the period of acquisition. The Company initially financed the FASA Acquisition by borrowing approximately $515.0 million of revolver borrowings under the Company's Amended Credit Agreement, with the remainder coming from cash on hand. During the fourth quarter of fiscal 2022, the Company made immaterial working capital adjustments and made a cash payment for working capital purchase price adjustment per the stock purchase agreement of approximately $7.1 million with an offset to goodwill. The Company obtained new information about facts and circumstances that existed at the acquisition date during the first and second quarter of 2023 that resulted in measurement period adjustments to increase property, plant and equipment by approximately $81.5 million, decrease intangible assets by approximately $41.7 million, decrease goodwill by approximately $21.5 million, increase deferred tax liabilities by approximately $16.0 million and increase other assets and liabilities by approximately $2.3 million, with the net impact of the adjustments to the consolidated statement of operations being immaterial. The following table summarizes the final fair value of the assets acquired and the liabilities assumed in the FASA Acquisition as of August 1, 2022 at the exchange rate of R$5.16:USD$1.00 (in thousands), as adjusted for the immaterial out of period correction disclosed in Note 2(g) and inclusive of all measurement adjustments recorded: Accounts receivable $ 76,640 Inventories 43,058 Other current assets 33,327 Property, plant and equipment 224,384 Identifiable intangible assets 119,477 Goodwill (1) 301,937 Operating lease right-of-use assets 583 Other assets 62,388 Deferred tax asset 2,315 Accounts payable (15,920) Current portion of long-term debt (18,680) Accrued expenses (38,708) Long-term debt, net of current portion (41,926) Long-term operating lease liabilities (583) Deferred tax liability (95,653) Other noncurrent liabilities (503) Non-controlling interests (21,704) Purchase price, net of cash acquired $ 630,432 Less hold-back 21,705 Less contingent consideration (1) 82,984 Cash paid for acquisition, net of cash acquired $ 525,743 (1) As disclosed in Note 2(g), the immaterial out-of-period correction made during the quarter ended July 1, 2023 resulted in a reduction of goodwill and contingent consideration liability recorded associated with the FASA Acquisition of approximately $85.1 million. The $301.9 million of goodwill from the FASA Acquisition, which is expected to strengthen the Company's base business and expand its ability to provide additional low carbon intensity feedstocks to fuel the growing demand for renewable diesel, was assigned to the Feed Ingredients segment and is nondeductible for tax purposes. The identifiable intangible assets include $108.6 million in routes with a life of 12 years and $10.9 million in trade name with a life of 5 years for a total weighted average life of approximately 11.4 years. The amount of net sales and net income (loss) from the FASA Acquisition included in the Company's consolidated statement of operations for the three months ended September 30, 2023 was $75.8 million and $(3.5) million, respectively. The amount of net sales and net income (loss) from the FASA Acquisition included in the Company's consolidated statement of operations for the nine months ended September 30, 2023 was $259.6 million and $(1.7) million, respectively. Valley Proteins On May 2, 2022, the Company acquired all of the shares of Valley Proteins, pursuant to a stock purchase agreement dated December 28, 2021 (the “Valley Acquisition”). The Valley Acquisition includes a network of 18 major rendering plants and used cooking oil facilities throughout the southern, southeast and mid-Atlantic regions of the U.S. The Company initially paid approximately $1.177 billion in cash for the Valley Acquisition, subject to various post-closing adjustments in accordance with the stock purchase agreement. During the third quarter of fiscal 2022, the Company made immaterial working capital adjustments and made a cash payment for a working capital purchase price adjustment per the stock purchase agreement of approximately $6.0 million with an offset to goodwill. The initial purchase price was financed by borrowing all of the Company's term A-1 facility of $400.0 million and term A-2 facility of $500.0 million, with the remainder coming through revolver borrowings under the Company's Amended Credit Agreement. The following table summarizes the final fair value of the assets acquired and the liabilities assumed in the Valley Acquisition as of May 2, 2022 (in thousands) inclusive of all measurement period adjustments recorded: Accounts receivable $ 68,558 Inventories 58,246 Other current assets 13,825 Property, plant and equipment 409,405 Identifiable intangible assets 389,200 Goodwill 358,298 Operating lease right-of-use assets 16,380 Other assets 14,164 Deferred tax asset 1,075 Accounts payable (47,615) Current portion of long-term debt (2,043) Current operating lease liabilities (4,779) Accrued expenses (66,034) Long-term debt, net of current portion (5,995) Long-term operating lease liabilities (11,601) Other noncurrent liabilities (19,436) Purchase price, net of cash acquired $ 1,171,648 The $358.3 million of goodwill from the Valley Acquisition, which is expected to strengthen the Company's base business and expand its ability to provide additional low carbon intensity feedstocks to fuel the growing demand for renewable diesel, was assigned to the Feed Ingredients segment. For U.S. income tax purposes, the Valley Acquisition is treated as a purchase of substantially all the assets of Valley Proteins; therefore, almost all of the goodwill is expected to be deductible for tax purposes. The identifiable intangible assets include $292.1 million in collection routes with a life of 15 years and $97.1 million in permits with a life of 15 years for a total weighted average life of approximately 15 years. The amount of net sales and net income (loss) from the Valley Acquisition included in the Company's consolidated statement of operations for the three months ended September 30, 2023 was $197.1 million and $(11.3) million, respectively. The amount of net sales and net income (loss) from the Valley Acquisition included in the Company's consolidated statement of operations for the nine months ended September 30, 2023 was $623.4 million and $(7.7) million, respectively. As a result of the Gelnex Acquisition, the FASA Acquisition and the Valley Acquisition, effective March 31, 2023, August 1, 2022 and May 2, 2022, respectively, the Company began including the operations of these acquisitions in the Company's consolidated financial statements. The following table presents selected pro forma information, for comparative purposes, assuming the Gelnex Acquisition, the FASA Acquisition and the Valley Acquisition had occurred on January 2, 2022 for the periods presented (in thousands): Three Months Ended Nine Months Ended September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Net sales $ 1,625,204 $ 1,886,794 $ 5,272,264 $ 5,592,717 Net income 128,081 201,708 576,188 573,591 The Company notes that pro forma results of operations for the additional acquisitions discussed below have not been presented because the effect of each acquisition individually or in the aggregate is not deemed material to net sales, total assets and net income of the Company for any period presented. On February 25, 2022, a wholly-owned international subsidiary of the Company acquired all of the shares of Group Op de Beeck, a Belgium digester, organic and industrial waste processing company, that is now included in our Fuel Ingredients segment, for an initially estimated purchase price of approximately $91.7 million, plus or minus various closing adjustments in accordance with the stock purchase agreement. Initially, the Company paid approximately $71.3 million in cash consideration. In the second quarter of fiscal 2022, the Company paid an additional $4.2 million for purchase price adjustments related to working capital and estimated future construction costs for a total purchase price of approximately $75.5 million. The Company recorded assets and liabilities consisting of property, plant and equipment of approximately $28.1 million, intangible assets of approximately $27.2 million, goodwill of approximately $29.6 million and other net liabilities of approximately $9.4 million including working capital and net debt. Additionally, the Company completed other immaterial acquisitions in the first nine months of fiscal 2023 and 2022. On November 2, 2022, the Company announced that we entered into a definitive agreement to purchase Polish rendering company, Miropasz Group for approximately €110.0 million, subject to post-closing adjustments. The transaction is subject to customary approvals, including the receipt of regulatory approval and is anticipated to close in the first quarter of 2024. The Company incurred acquisition costs and integration costs of approximately $3.4 million and $4.5 million for the three months ended September 30, 2023 and October 1, 2022, respectively. The Company incurred acquisition and integration costs of approximately $12.2 million and $13.6 million for the nine months ended September 30, 2023 and October 1, 2022, respectively. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories A summary of inventories follows (in thousands): September 30, 2023 December 31, 2022 Finished product $ 481,874 $ 384,289 Work in process 130,810 100,790 Raw material 70,953 69,164 Supplies and other 139,128 119,378 $ 822,765 $ 673,621 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Asset Disclosure Text Block [Abstract] | |
Intangible Assets | Intangible Assets The gross carrying amount of intangible assets not subject to amortization and intangible assets subject to amortization is as follows (in thousands): September 30, 2023 December 31, 2022 Indefinite Lived Intangible Assets: Trade names $ 51,421 $ 51,639 51,421 51,639 Finite Lived Intangible Assets: Routes 738,307 776,909 Customer relationships 350,506 4,377 Permits 555,318 557,083 Non-compete agreements 395 695 Trade names 85,013 76,549 Royalty, consulting, land use rights and leasehold 20,176 20,971 1,749,715 1,436,584 Accumulated Amortization: Routes (226,534) (192,170) Customer relationships (20,222) (3,938) Permits (396,303) (368,005) Non-compete agreements (334) (563) Trade names (60,921) (53,486) Royalty, consulting, land use rights and leasehold (5,376) (4,939) (709,690) (623,101) Total Intangible assets, less accumulated amortization $ 1,091,446 $ 865,122 Gross intangible assets changed due to net acquisition activity in the first nine months of fiscal 2023 by approximately $311.6 million and the remaining change is due to foreign currency translation and retirements. Amortization expense for the three months ended September 30, 2023 and October 1, 2022, was approximately $32.2 million and $25.4 million, respectively, and for the nine months ended September 30, 2023 and October 1, 2022 was approximately $91.7 million and $62.8 million, respectively. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Asset Disclosure Text Block [Abstract] | |
Goodwill | Goodwill Changes in the carrying amount of goodwill (in thousands): Feed Ingredients Food Ingredients Fuel Ingredients Total Balance at December 31, 2022 Goodwill $ 1,556,855 $ 320,807 $ 143,379 $ 2,021,041 Accumulated impairment losses (15,914) (3,170) (31,580) (50,664) 1,540,941 317,637 111,799 1,970,377 Goodwill acquired during year 3,247 626,202 — 629,449 Measurement period adjustments (21,270) (61,735) (66) (83,071) Out-of-period correction (1) (85,144) — — (85,144) Foreign currency translation 13,060 3,693 (988) 15,765 Balance at September 30, 2023 Goodwill 1,466,748 888,967 142,325 2,498,040 Accumulated impairment losses (15,914) (3,170) (31,580) (50,664) $ 1,450,834 $ 885,797 $ 110,745 $ 2,447,376 (1) As disclosed in Note 2(g), the immaterial out-of-period correction made during the quarter ended July 1, 2023 resulted in a reduction of goodwill recorded associated with the FASA Acquisition of approximately $85.1 million, which is included in the Feed Ingredients segment. |
Accrued Expense Accrued Expense
Accrued Expense Accrued Expenses | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued ExpensesAccrued expenses consist of the following (in thousands): September 30, 2023 December 31, 2022 Compensation and benefits $ 145,528 $ 145,048 Accrued operating expenses 100,439 97,128 Other accrued expense 248,454 189,847 $ 494,421 $ 432,023 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consists of the following (in thousands): September 30, 2023 December 31, 2022 Amended Credit Agreement: Revolving Credit Facility ($118.5 million and $32.0 million denominated in € at September 30, 2023 and December 31, 2022, respectively) $ 399,518 $ 135,028 Term A-1 facility 400,000 400,000 Less unamortized deferred loan costs (590) (722) Carrying value Term A-1 facility 399,410 399,278 Term A-2 facility 484,375 493,750 Less unamortized deferred loan costs (837) (1,034) Carrying value Term A-2 facility 483,538 492,716 Term A-3 facility 300,000 — Less unamortized deferred loan costs (898) — Carrying value Term A-3 facility 299,102 — Term A-4 facility 493,750 — Less unamortized deferred loan costs (1,085) — Carrying value Term A-4 facility 492,665 — Term Loan B 200,000 200,000 Less unamortized deferred loan costs (818) (1,302) Carrying value Term Loan B 199,182 198,698 6% Senior Notes due 2030 with effective interest of 6.12% 1,000,000 1,000,000 Less unamortized deferred loan costs net of bond premium (6,642) (7,228) Carrying value 6% Senior Notes due 2030 993,358 992,772 5.25% Senior Notes due 2027 with effective interest of 5.47% 500,000 500,000 Less unamortized deferred loan costs (3,471) (4,127) Carrying value 5.25% Senior Notes due 2027 496,529 495,873 3.625% Senior Notes due 2026 - Denominated in euro with effective interest of 3.83% 544,973 549,814 Less unamortized deferred loan costs - Denominated in euro (2,912) (3,728) Carrying value 3.625% Senior Notes due 2026 542,061 546,086 Other Notes and Obligations 106,625 124,364 4,411,988 3,384,815 Less Current Maturities 73,862 69,846 $ 4,338,126 $ 3,314,969 As of September 30, 2023, the Company had outstanding debt under the revolving credit facility denominated in euros of €112.0 million and outstanding debt under the Company's 3.625% Senior Notes due 2026 denominated in euros of €515.0 million. In addition, at September 30, 2023, the Company had finance lease obligations denominated in euros of approximately €7.5 million. As of September 30, 2023, the Company had other notes and obligations of $106.6 million that consist of various overdraft facilities of approximately $30.6 million, Brazilian notes of approximately $43.1 million, a China working capital line of credit of approximately $1.9 million and other debt of approximately $31.0 million, including U.S. finance lease obligations of approximately $4.6 million. 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 (as subsequently amended, the “Amended Credit Agreement”), restating its then existing Amended and Restated Credit Agreement dated September 27, 2013, 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 interest rate applicable to any borrowings under the revolving credit facility equals the adjusted term secured overnight financing rate (SOFR) for U.S. dollar borrowings or the adjusted euro interbank rate (EURIBOR) for euro borrowings or the adjusted daily simple Sterling overnight index average (SONIA) for British pound borrowings or CDOR for Canadian dollar borrowings plus 1.375% per annum or base rate or the adjusted term SOFR for U.S. dollar borrowings or Canadian prime rate for Canadian dollar borrowings or the adjusted daily simple European short term rate (ESTR) for euro borrowings or the adjusted daily SONIA rate for British pound borrowings plus 0.375% per annum subject to certain step-ups or step-downs based on the Company's total leverage ratio. The interest rate applicable to any borrowing under the term A-1 facility and term A-3 facility equals the adjusted term SOFR plus a minimum of 1.50% per annum subject to certain step-ups based on the Company's total leverage ratio. The interest rate applicable to any borrowing under the term A-2 facility and term A-4 facility equals the adjusted term SOFR plus 1.375% per annum subject to certain step-ups or step-downs based on the Company's total leverage ratio. The interest rate applicable to any borrowings under the term loan B facility equals the base rate plus 1.00% or LIBOR plus 2.00%. As of September 30, 2023, the Company had (i) $21.0 million outstanding under the revolving credit facility at base rate plus a margin of 0.375% per annum for a total of 8.875% per annum, (ii) $260.0 million outstanding under the revolver at SOFR plus a margin of 1.375% per annum for a total of 6.79108% per annum, (iii) $400.0 million outstanding under the term A-1 facility at SOFR plus a margin of 1.50% per annum for a total of 6.91608% per annum, (iv) $484.4 million outstanding under the term A-2 facility at SOFR plus a margin of 1.375% per annum for a total of 6.79108% per annum, (v) $300.0 million outstanding under the term A-3 facility at SOFR plus a margin 1.50% per annum for a total of 6.91608% per annum, (vi) $493.8 million outstanding under the term A-4 facility at SOFR plus a margin 1.375% per annum for a total of 6.79108% per annum, (vii) $200.0 million outstanding under the term B facility at LIBOR plus a margin of 2.00% per annum for a total of 7.44% per annum and (viii) €112.0 million outstanding under the revolving credit facility at EURIBOR plus a margin of 1.375% per annum for a total of 5.17646% per annum. As of September 30, 2023, the Company had revolving credit facility availability of $1,044.0 million, under the Amended Credit Agreement taking into account amounts borrowed, ancillary facilities of $52.6 million and letters of credit issued of $3.9 million. The Company also had foreign bank guarantees of approximately $11.5 million and U.S. bank guarantees of approximately $10.9 million that are not part of the Company's Amended Credit Agreement at September 30, 2023. As of September 30, 2023, the Company believes it is in compliance with all of the financial covenants under the Amended Credit Agreement, as well as all of the other covenants contained in the Amended Credit Agreement, the 6% Senior Notes due 2030, the 5.25% Senior Notes due 2027 and the 3.625% Senior Notes due 2026. |
Other Noncurrent Liabilities
Other Noncurrent Liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other Noncurrent Liabilities Other noncurrent liabilities consist of the following (in thousands): September 30, 2023 December 31, 2022 Accrued pension liability $ 22,067 $ 22,538 Reserve for self-insurance, litigation, environmental and tax matters 69,475 76,685 Long-term acquisition hold-backs 137,401 26,113 Long-term contingent consideration (1) 78,570 169,903 Other 6,376 3,694 $ 313,889 $ 298,933 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company has provided income taxes for the three and nine month periods ended September 30, 2023 and October 1, 2022, based on its estimate of the effective tax rate for the entire 2023 and 2022 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, 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. 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 September 30, 2023 and October 1, 2022, the Company had $17.0 million and $12.8 million, respectively of gross unrecognized tax benefits and $1.3 million and $1.1 million, respectively of related accrued interest and penalties. The Company's gross unrecognized tax benefits are not expected to decrease significantly within the next twelve months. On August 16, 2022, the U.S. government enacted the IR Act that includes tax incentives for energy and climate initiatives, among other provisions. The blender tax credits, which are refundable excise tax credits, have been extended two years through December 31, 2024. After 2024, the CFPC, a transferable income tax credit, becomes effective from 2025 through 2027. We are assessing these tax incentives, which could materially change our pre-tax or after-tax amounts and impact our tax rate in future years. We will continue to evaluate the applicability and effect of the IR Act as more guidance is issued. 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. |
Other Comprehensive Income
Other Comprehensive Income | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Other Comprehensive Income | Other Comprehensive Income/(Loss)The components of other comprehensive income/(loss) and the related tax impacts for the three and nine months ended September 30, 2023 and October 1, 2022 are as follows (in thousands): Three Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Defined benefit pension plans Amortization of prior service (cost)/benefit $ (1) $ 5 $ — $ (1) $ (1) $ 4 Amortization of actuarial loss 434 571 (106) (146) 328 425 Total defined benefit pension plans 433 576 (106) (147) 327 429 Soybean meal option derivatives Reclassified to earnings 322 (121) (82) 30 240 (91) Activity recognized in other comprehensive income/(loss) (361) 296 92 (75) (269) 221 Total soybean meal option derivatives (39) 175 10 (45) (29) 130 Corn option derivatives Reclassified to earnings — 2,188 — (555) — 1,633 Activity recognized in other comprehensive income/(loss) — (1,176) — 298 — (878) Total corn option derivatives — 1,012 — (257) — 755 Heating oil derivatives Activity recognized in other comprehensive income/(loss) (39,221) 34,497 9,962 (8,762) (29,259) 25,735 Total heating oil derivatives (39,221) 34,497 9,962 (8,762) (29,259) 25,735 Interest swap derivatives Reclassified to earnings (22,072) — 5,606 — (16,466) — Activity recognized in other comprehensive income/(loss) 24,633 — (6,256) — 18,377 — Total interest swap derivatives 2,561 — (650) — 1,911 — Foreign exchange derivatives Reclassified to earnings (11,677) (3,619) 3,973 1,076 (7,704) (2,543) Activity recognized in other comprehensive income/(loss) (4,124) (209) 1,403 276 (2,721) 67 Total foreign exchange derivatives (15,801) (3,828) 5,376 1,352 (10,425) (2,476) Foreign currency translation (82,571) (98,776) 1,074 1,928 (81,497) (96,848) Other comprehensive income/(loss) $ (134,638) $ (66,344) $ 15,666 $ (5,931) $ (118,972) $ (72,275) Nine Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Defined benefit pension plans Amortization of prior service (cost)/benefit $ (1) $ 16 $ — $ (4) $ (1) $ 12 Amortization of actuarial loss 1,302 1,711 (320) (437) 982 1,274 Total defined benefit pension plans 1,301 1,727 (320) (441) 981 1,286 Soybean meal option derivatives Reclassified to earnings (182) (438) 46 111 (136) (327) Activity recognized in other comprehensive income/(loss) (448) 272 114 (69) (334) 203 Total soybean meal option derivatives (630) (166) 160 42 (470) (124) Corn option derivatives Reclassified to earnings (1,537) 13,533 390 (3,437) (1,147) 10,096 Activity recognized in other comprehensive income/(loss) 1,627 (11,335) (412) 2,879 1,215 (8,456) Total corn option derivatives 90 2,198 (22) (558) 68 1,640 Heating oil derivatives Activity recognized in other comprehensive income/(loss) (34,081) 36,874 8,657 (9,366) (25,424) 27,508 Total heating oil derivatives (34,081) 36,874 8,657 (9,366) (25,424) 27,508 Interest swap derivatives Reclassified to earnings (21,206) — 5,386 — (15,820) — Activity recognized in other comprehensive income/(loss) 37,609 — (9,552) — 28,057 — Total interest swap derivatives 16,403 — (4,166) — 12,237 — Foreign exchange derivatives Reclassified to earnings (23,950) (10,970) 8,149 3,491 (15,801) (7,479) Activity recognized in other comprehensive income/(loss) 30,720 20,122 (10,453) (6,403) 20,267 13,719 Total foreign exchange derivatives 6,770 9,152 (2,304) (2,912) 4,466 6,240 Foreign currency translation 56,984 (191,677) 328 4,356 57,312 (187,321) Other comprehensive income/(loss) $ 46,837 $ (141,892) $ 2,333 $ (8,879) $ 49,170 $ (150,771) 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 September 30, 2023 and October 1, 2022 as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Statement of Operations Classification Derivative instruments Soybean meal option derivatives $ (322) $ 121 $ 182 $ 438 Net sales Foreign exchange contracts 11,677 3,619 23,950 10,970 Net sales Corn option derivatives — (2,188) 1,537 (13,533) Cost of sales and operating expenses Interest swaps 22,072 — 21,206 — Foreign currency gain/(loss) and interest expense 33,427 1,552 46,875 (2,125) Total before tax (9,497) (551) (13,971) (165) Income taxes 23,930 1,001 32,904 (2,290) Net of tax Defined benefit pension plans Amortization of prior service cost $ 1 $ (5) $ 1 $ (16) (a) Amortization of actuarial loss (434) (571) (1,302) (1,711) (a) (433) (576) (1,301) (1,727) Total before tax 106 147 320 441 Income taxes (327) (429) (981) (1,286) Net of tax Total reclassifications $ 23,603 $ 572 $ 31,923 $ (3,576) Net of tax (a) These items are included in the computation of net periodic pension cost. See Note 14 (Employee Benefit Plans) to the Company's Consolidated Financial Statement included herein for additional information. The following table presents changes in each component of accumulated other comprehensive income/(loss) as of September 30, 2023 as follows (in thousands): Nine Months Ended September 30, 2023 Foreign Defined Currency Derivative Benefit Translation Instruments Pension Plans Total Accumulated Other Comprehensive loss December 31, 2022, attributable to Darling, net of tax $ (374,368) $ 7,176 $ (16,682) $ (383,874) Other comprehensive loss before reclassifications 57,312 23,781 — 81,093 Amounts reclassified from accumulated other comprehensive loss — (32,904) 981 (31,923) Net current-period other comprehensive income 57,312 (9,123) 981 49,170 Noncontrolling interest (2,291) — — (2,291) Accumulated Other Comprehensive loss September 30, 2023, attributable to Darling, net of tax $ (314,765) $ (1,947) $ (15,701) $ (332,413) |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Fiscal 2023 Long-Term Incentive Opportunity Awards (2023 LTIP) . On January 3, 2023, the Compensation Committee (the “Committee”) of the Company's Board of Directors adopted the 2023 LTIP pursuant to which they awarded certain of the Company's key employees, 118,208 restricted stock units and 177,299 performance share units (the “PSUs”) under the Company's 2017 Omnibus Incentive Plan. The restricted stock units vest 33.33% on the first, second and third anniversaries of the grant date. The PSUs are tied to a three-year forward-looking performance period and will be earned based on the Company's average return on gross investment (“ROGI”), as calculated in accordance with the terms of the award agreement, relative to the average ROGI of the Company's performance peer group companies, with the earned award to be determined in the first quarter of fiscal 2026, after the final results for the relevant performance period are determined. The PSUs were granted at a target of 100%, but each PSU will reduce or increase (up to 225%) depending on the Company's ROGI relative to that of the performance peer group companies and is also subject to the application of a total shareholder return (“TSR”) cap/collar modifier depending on the Company's TSR during the performance period relative to that of the performance peer group companies. On May 11, |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Net pension cost for the three and nine months ended September 30, 2023 and October 1, 2022 includes the following components (in thousands): Pension Benefits Pension Benefits Three Months Ended Nine Months Ended September 30, October 1, September 30, October 1, Service cost $ 683 $ 765 $ 2,041 $ 2,391 Interest cost 1,964 1,302 5,881 3,934 Expected return on plan assets (1,805) (2,145) (5,413) (6,466) Amortization of prior service cost (1) 5 (1) 16 Amortization of actuarial loss 434 571 1,302 1,711 Net pension cost $ 1,275 $ 498 $ 3,810 $ 1,586 Based on actuarial estimates at September 30, 2023, the Company expects to contribute approximately $3.6 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 September 30, 2023 and October 1, 2022 of approximately $2.3 million and $4.1 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 multiemployer plan represent less than 5% of the total contributions to each 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 as defined by the Pension Protection Act of 2006. The Company currently has withdrawal liabilities recorded on four U.S. multiemployer plans in which it participated. During the second quarter of fiscal 2023, the Company was notified by one of their multiemployer plans that an additional partial withdrawal liability was incurred and the Company also received a notification that another one of its multiemployer plans liabilities was being reduced. As a result of these events, the Company recorded an additional liability of approximately $2.8 million. As of September 30, 2023, the Company has an aggregate accrued liability of approximately $6.6 million representing the present value of scheduled withdrawal liability payments on the multiemployer plans that have given notice of withdrawal. 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 |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | DerivativesThe Company’s operations are exposed to market risks relating to commodity prices that affect the Company’s cost of raw materials, finished product prices, 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 interest rates, natural gas usage, diesel fuel usage, inventory, forecasted sales and foreign currency exchange rates. The Company does not use derivative instruments for trading purposes. Interest rate swaps are entered into with the intent of managing overall borrowing costs by reducing the potential impact of increases in interest rates on floating-rate long-term debt. 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. Soybean meal forwards and options are entered into with the intent of managing the impact of changing prices for poultry meal sales. 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 and option contracts are entered into to mitigate the foreign exchange rate risk for transactions designated in a currency other than the local functional currency. At September 30, 2023, the Company had soybean meal forward and option contracts, foreign exchange forward and option contracts and interest rate swaps outstanding that qualified and were designated for hedge accounting as well as corn forward contracts, soybean meal forward and option contracts and foreign currency forward contracts that did not qualify and were not designated for hedge accounting. In the first nine months of fiscal 2023 and 2022, the Company's DGD Joint Venture entered into heating oil derivatives that were deemed to be cash flow hedges. As a result, the Company has accrued the other comprehensive income/(loss) portion belonging to Darling with an offset to the investment in DGD as required by FASB ASC Topic 323. Cash Flow Hedges In the first quarter and second quarter of fiscal 2023, the Company entered into interest rate swaps that are designated as cash flow hedges. The notional amount of these swaps totaled $900.0 million. Under the contracts, the Company is obligated to pay a weighted average rate of 4.007% while receiving the 1-month SOFR rate. Under the terms of the interest rate swaps, the Company hedged a portion of its variable rate debt into the first quarter of 2026. At September 30, 2023, the aggregate fair value of these interest rate swaps was approximately $16.4 million. These amounts are included in other current assets and other assets on the balance sheet, with an offset recorded in accumulated other comprehensive loss. In the first quarter of fiscal 2023, the Company also entered into cross currency swaps that are designated as cash flow hedges. The notional amount of these swaps was €519.2 million. Under the contracts, the Company is obligated to pay a 4.6% euro denominated fixed rate while receiving a weighted average U.S. dollar fixed rate of 5.799%. Under the terms of the cross currency swaps, the Company hedged its intercompany notes receivable into the first quarter of 2025. Accordingly, changes in the fair value of the cash flow hedge are initially recorded as gains and/or losses as a component of accumulated other comprehensive loss. We immediately reclassify from accumulated other comprehensive loss to earnings an amount to offset the remeasurement recognized in earnings associated with the respective intercompany loan. Additionally, we reclassify amounts from accumulated other comprehensive income/(loss) associated with the interest rate differential between the U.S. dollar and a Euro to interest expense. At September 30, 2023, the aggregate fair value of these cross currency swaps was approximately $12.9 million. These amounts are included in other current assets and other assets on the balance sheet, with an offset recorded in accumulated other comprehensive loss. In fiscal 2022, the Company entered into corn option contracts on the Chicago Board of Trade that are designated as cash flow hedges. Under the terms of the corn option contracts, the Company hedged a portion of its U.S. forecasted sales of BBP into the second quarter of fiscal 2023. There are not any open designated corn option contracts at September 30, 2023. At September 30, 2023 and December 31, 2022, the aggregate fair value of these corn option contracts was approximately zero and $0.9 million, respectively. The amounts outstanding as of December 31, 2022 are included in other current assets on the balance sheet, with an offset recorded in accumulated other comprehensive loss. In fiscal 2022 and fiscal 2023, the Company entered into foreign exchange forward and option contracts that are designated as cash flow hedges. Under the terms of the foreign exchange contracts, the Company hedged a portion of its forecasted collagen sales in currencies other than the functional currency through the fourth quarter of fiscal 2024. At September 30, 2023 and December 31, 2022, the aggregate fair value of these foreign exchange contracts was approximately $17.2 million and $13.8 million, respectively. These amounts are included in other current assets, accrued expenses, other assets and other non-current liabilities on the balance sheet, with an offset recorded in accumulated other comprehensive loss. In fiscal 2022 and fiscal 2023, the Company entered into soybean meal option contracts to hedge a portion of its forecasted poultry meal sales into the fourth quarter of fiscal 2023. At September 30, 2023 and December 31, 2022, the aggregate fair value of the soybean meal contracts was approximately $0.1 million and $0.6 million, respectively. These amounts are included in other current assets and accrued expenses on the balance sheet, with an offset recorded in accumulated other comprehensive loss. As of September 30, 2023, the Company had the following designated and non-designated outstanding forward and option contract amounts that were entered into to hedge foreign currency transactions in currencies other than the functional currency and forecasted transactions in currencies other than the functional currency (in thousands): Functional Currency Contract Currency Type Amount Type Amount Brazilian real 154,113 Euro 28,202 Brazilian real 3,152,853 U.S. dollar 768,550 Euro 49,053 U.S. dollar 52,542 Euro 36,246 Polish zloty 165,500 Euro 14,300 Japanese yen 2,241,486 Euro 25,240 Chinese renminbi 196,576 Euro 19,001 Australian dollar 31,860 Euro 5,997 British pound 5,213 Euro 104 Canadian dollar 150 Polish zloty 678 U.S. dollar 157 Polish zloty 34,443 Euro 7,497 British pound 159 Euro 183 British pound 231 U.S. dollar 282 Japanese yen 242,161 U.S. dollar 1,716 U.S. dollar 440 Japanese yen 65,000 U.S. dollar 562,340 Euro 519,182 Australian dollar 174 Euro 105 Australian dollar 164 U.S. dollar 105 The Company estimates the amount that will be reclassified from accumulated other comprehensive loss at September 30, 2023 into earnings over the next 12 months for all cash flow hedges will be approximately $18.6 million. As of September 30, 2023, no amounts have been reclassified into earnings as a result of the discontinuance of cash flow hedges. 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 September 30, 2023 and October 1, 2022 (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 September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Foreign exchange Foreign currency loss/(gain) $ (237) $ (3,092) $ (1,473) $ 39,400 Foreign exchange Net sales 709 5,348 (268) 6,238 Foreign exchange Cost of sales and operating expenses (329) (597) (449) (1,355) Foreign exchange Selling, general and administrative expenses 1,096 106 (2,962) (2,481) Corn options and futures Net sales 373 (875) 1,755 (2,160) Corn options and futures Cost of sales and operating expenses (35) 2,526 (2,643) 5,695 Heating Oil swaps and options Selling, general and administrative expenses — — 49 — Soybean meal Net sales 179 — 487 — Total $ 1,756 $ 3,416 $ (5,504) $ 45,337 At September 30, 2023, the Company had forward purchase agreements in place for purchases of approximately $199.7 million of natural gas and diesel fuel. The Company intends to take physical delivery of the commodities under the forward purchase agreements and accordingly, these contracts are not subject to the requirements of fair value accounting because they qualify as normal purchases. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 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 September 30, 2023 Using Quoted Prices in Significant Other Significant (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets Derivative instruments $ 48,665 $ — $ 48,665 $ — Total Assets $ 48,665 $ — $ 48,665 $ — Liabilities Derivative instruments $ 5,086 $ — $ 5,086 $ — Contingent consideration 78,570 — — 78,570 6% Senior notes 945,000 — 945,000 — 5.25% Senior notes 476,250 — 476,250 — 3.625% Senior notes 524,918 — 524,918 — Term loan A-1 398,000 — 398,000 — Term loan A-2 481,953 — 481,953 — Term loan A-3 298,500 — 298,500 — Term loan A-4 491,281 — 491,281 — Term loan B 200,125 — 200,125 — Revolver debt 395,523 — 395,523 — Total Liabilities $ 4,295,206 $ — $ 4,216,636 $ 78,570 Fair Value Measurements at December 31, 2022 Using Quoted Prices in Significant Other Significant (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets Derivative instruments $ 20,324 $ — $ 20,324 $ — Total Assets $ 20,324 $ — $ 20,324 $ — Liabilities Derivative instruments $ 5,406 $ — $ 5,406 $ — Contingent consideration 169,903 — — 169,903 6% Senior notes 977,200 — 977,200 — 5.25% Senior notes 485,700 — 485,700 — 3.625% Senior notes 533,155 — 533,155 — Term loan A-1 398,000 — 398,000 — Term loan A-2 488,813 — 488,813 — Term loan B 199,000 — 199,000 — Revolver debt 133,003 — 133,003 — Total Liabilities $ 3,390,180 $ — $ 3,220,277 $ 169,903 Derivative assets and liabilities consist of the Company’s corn option and future contracts, foreign currency forward and option contracts, soybean meal forward contracts, interest rate swap contracts and cross currency swap contracts which represent 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 15 (Derivatives) to the Company's Consolidated Financial Statements included herein for discussion on the Company's derivatives. 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 fair value of the senior notes, term loan A-1, term loan A-2, term loan A-3, term loan A-4, term loan B and revolver debt is based on market quotation from third-party banks. The carrying amount of the Company's other debt is not deemed to be significantly different from the fair value and all other instruments have been recorded at fair value. The fair value measurement of the contingent consideration liability uses significant unobservable inputs (level 3). The changes in contingent consideration are due to the following: (in thousands of dollars) Contingent Consideration Balance as of December 31, 2022 $ 169,903 Out-of-period correction (1) (85,144) Total included in earnings during period (11,002) Exchange rate changes 4,813 Balance as of September 30, 2023 $ 78,570 (1) As disclosed in Note 2(g), the immaterial out-of-period correction made during the quarter ended July 1, 2023 resulted in a reduction of goodwill recorded associated with the FASA Acquisition of approximately $85.1 million. |
Restructuring and Asset Impairm
Restructuring and Asset Impairment Charges | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Asset Impairment Charges | Restructuring and Asset Impairment Charges |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies The Company is a party to various lawsuits, claims and loss contingencies arising in the ordinary course of its business, including insured worker's compensation, auto, and general liability claims, assertions by certain regulatory and governmental agencies related to various matters including labor and employment, employees benefits, occupational safety and health, wage and hour, compliance, sustainability, permitting requirements, environmental matters, including air, wastewater and storm water discharges from the Company’s processing facilities and other federal, state and local issues, litigation involving tort, contract, statutory, labor, employment, and other claims, and tax matters. 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 under these insurance policies 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 contingencies. At September 30, 2023 and December 31, 2022, the reserves for insurance, environmental, litigation and tax contingencies reflected on the balance sheet in accrued expenses and other non-current liabilities was approximately $90.0 million and $92.1 million, respectively. The Company has insurance recovery receivables reflected on the balance sheet in other assets of approximately $36.0 million as of September 30, 2023 and December 31, 2022, related to the insurance contingencies. 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 contingencies will not exceed current estimates. The Company believes that the likelihood is remote that any additional liability from the 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 alleged successor-in-interest to The Standard Tallow Corporation) is considered a potentially responsible party (a “PRP”) with respect to alleged contamination in the lower 17-mile area of the Passaic River (the “Lower Passaic River”) which is part of the Diamond Alkali Superfund Site located in Newark, New Jersey. The Company’s designation as a PRP is based upon the operation of former plant sites located in Newark and Kearny, New Jersey by The Standard Tallow Corporation, an entity that the Company acquired in 1996. In March 2016, the Company received another letter from the EPA notifying the Company that it had issued a Record of Decision (the “ROD”) selecting a remedy for the lower 8.3 miles of the Lower Passaic River area at an estimated cost of $1.38 billion. The EPA letter made no demand on the Company and laid out a framework for remedial design/remedial action implementation under which the EPA would first seek funding from major PRPs. The letter indicated that the EPA had sent the letter to over 100 parties, which include large chemical and refining companies, manufacturing companies, foundries, plastic companies, pharmaceutical companies and food and consumer product companies. The Company asserts that it is not responsible for any liabilities of its former subsidiary The Standard Tallow Corporation, which was legally dissolved in 2000, and that, in any event, the Standard Tallow Corporation did not discharge any of the eight contaminants of concern identified in the ROD (the “COCs”). Subsequently, the EPA conducted a settlement analysis using a third-party allocator and offered early cash out settlements to those PRPs for whom the third-party allocator determined did not discharge any of the COCs. The Company participated in this allocation process, and in November 2019, received a cash out settlement offer from the EPA in the amount of $0.6 million ($0.3 million for each of the former plant sites in question) for liabilities relating to the lower 8.3 miles of the Lower Passaic River area. The Company accepted this settlement offer, and the settlement became effective on April 16, 2021 following the completion of the EPA's administrative approval process. In September 2021, the EPA released a ROD selecting an interim remedy for the upper nine miles of the Lower Passaic River at an expected additional cost of $441 million. In October 2022, the Company, along with other settling defendants, entered into a Consent Decree with the EPA pursuant to which the Company paid $0.3 million to settle liabilities for both of the former plant sites in question related to the upper nine miles of the Lower Passaic River. The Company paid this amount into escrow, as the settlement is subject to the EPA’s administrative approval process, which includes publication, a public comment period and court approval. On |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments The Company sells its products domestically and internationally, operating within three industry segments: Feed Ingredients, Food Ingredients and Fuel Ingredients. The measure of segment income/(loss) includes all revenues, operating expenses (excluding certain amortization of intangibles), and selling, general and administrative expenses incurred at all operating locations and excludes corporate activities. 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 fats and proteins, used cooking oil, trap grease, Darling Canada, and the ingredients and specialty products businesses conducted by Darling Ingredients International under the Sonac and FASA names (proteins, fats, and blood products) and (ii) the Company's bakery residuals business. Feed Ingredients operations process animal by-products and used cooking oil into fats, proteins and hides. Food Ingredients Food Ingredients consists principally of (i) the collagen business conducted by Darling Ingredients International under the Rousselot and Gelnex names, (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 investment in the DGD Joint Venture and (ii) the bioenergy business conducted by Darling Ingredients International under the Ecoson and Rendac names. Business Segments (in thousands): Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended September 30, 2023 Net Sales $ 1,047,796 $ 455,744 $ 121,664 $ — $ 1,625,204 Cost of sales and operating expenses 804,312 338,208 96,213 — 1,238,733 Gross Margin 243,484 117,536 25,451 — 386,471 Loss/(gain) on sale of assets 833 117 (21) — 929 Selling, general and administrative expenses 80,985 31,463 5,666 19,583 137,697 Acquisition and integration costs — — — 3,430 3,430 Change in fair value of contingent consideration (5,559) — — — (5,559) Depreciation and amortization 88,954 25,418 9,026 2,596 125,994 Equity in net income of Diamond Green Diesel — — 54,389 — 54,389 Segment operating income/(loss) 78,271 60,538 65,169 (25,609) 178,369 Equity in net income of other unconsolidated subsidiaries 1,534 — — — 1,534 Segment income/(loss) 79,805 60,538 65,169 (25,609) 179,903 Total other expense (67,186) Income before income taxes $ 112,717 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended October 1, 2022 Net Sales $ 1,273,142 $ 347,902 $ 126,555 $ — $ 1,747,599 Cost of sales and operating expenses 1,012,899 256,557 101,781 — 1,371,237 Gross Margin 260,243 91,345 24,774 — 376,362 Gain on sale of assets (2,290) (809) (17) — (3,116) Selling, general and administrative expenses 63,973 23,909 1,724 15,474 105,080 Acquisition and integration costs — — — 4,503 4,503 Depreciation and amortization 80,679 14,408 7,284 2,607 104,978 Equity in net income of Diamond Green Diesel — — 103,414 — 103,414 Segment operating income/(loss) 117,881 53,837 119,197 (22,584) 268,331 Equity in net income of other unconsolidated subsidiaries 2,301 — — — 2,301 Segment income/(loss) 120,182 53,837 119,197 (22,584) 270,632 Total other expense (43,116) Income before income taxes $ 227,516 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended September 30, 2023 Net Sales $ 3,426,950 $ 1,328,229 $ 418,818 $ — $ 5,173,997 Cost of sales and operating expenses 2,630,797 999,418 335,193 — 3,965,408 Gross Margin 796,153 328,811 83,625 — 1,208,589 Loss/(gain) on sale of assets 813 99 (51) — 861 Selling, general and administrative expenses 233,082 98,269 16,829 61,734 409,914 Restructuring and asset impairment charges 92 5,328 — — 5,420 Acquisition and integration costs — — — 12,158 12,158 Change in fair value of contingent consideration (13,058) — — — (13,058) Depreciation and amortization 261,849 68,336 25,986 7,915 364,086 Equity in net income of Diamond Green Diesel — — 361,690 — 361,690 Segment operating income/(loss) 313,375 156,779 402,551 (81,807) 790,898 Equity in net income of other unconsolidated subsidiaries 3,503 — — — 3,503 Segment income/(loss) 316,878 156,779 402,551 (81,807) 794,401 Total other expense (168,946) Income before income taxes $ 625,455 Segment assets at September 30, 2023 $ 4,690,902 $ 2,617,325 $ 2,491,075 $ 1,011,035 $ 10,810,337 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended October 1, 2022 Net Sales $ 3,322,927 $ 1,071,897 $ 369,297 $ — $ 4,764,121 Cost of sales and operating expenses 2,522,728 807,833 292,760 — 3,623,321 Gross Margin 800,199 264,064 76,537 — 1,140,800 Gain on sale of assets (3,595) (891) (74) — (4,560) Selling, general and administrative expenses 185,045 73,608 9,921 46,314 314,888 Restructuring and asset impairment charges 8,557 — — — 8,557 Acquisition and integration costs — — — 13,634 13,634 Depreciation and amortization 203,967 44,307 20,894 8,169 277,337 Equity in net income of Diamond Green Diesel — — 248,898 — 248,898 Segment operating income/(loss) 406,225 147,040 294,694 (68,117) 779,842 Equity in net income of other unconsolidated subsidiaries 5,933 — — — 5,933 Segment income/(loss) 412,158 147,040 294,694 (68,117) 785,775 Total other expense (89,283) Income before income taxes $ 696,492 Segment assets at December 31, 2022 $ 4,866,351 $ 1,251,473 $ 2,307,199 $ 777,347 $ 9,202,370 |
Revenue (Notes)
Revenue (Notes) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The Company extends payment terms to its customers based on commercially acceptable practices. The term between invoicing and payment due date is not significant. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring finished products or performing services, which is generally based on an executed agreement or purchase order. Most of the Company's products are shipped based on the customer specifications. Customer returns are infrequent and not material to the Company. Adjustments to net sales for sales deductions are generally recognized in the same period as the sale or when known. Customers in certain industries or countries may be required to prepay prior to shipment in order to maintain payment protection. These represent short-term prepayment from customers and are not material to the Company. The Company elected to treat shipping and handling as fulfillment costs, which will result in billed freight recorded in cost of sales and netted against freight costs. Sales, value-add, and other taxes collected concurrently with revenue-producing activities are excluded from revenue and booked on a net basis. The following tables present the Company revenues disaggregated by geographic area and major product types by reportable segment for the three and nine months ended September 30, 2023 and October 1, 2022 (in thousands): Three Months Ended September 30, 2023 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 872,493 $ 122,594 $ — $ 995,087 Europe 86,007 194,168 121,664 401,839 China 9,748 69,125 — 78,873 South America 75,801 51,639 — 127,440 Other 3,747 18,218 — 21,965 Net sales $ 1,047,796 $ 455,744 $ 121,664 $ 1,625,204 Major product types Fats $ 417,856 $ 38,242 $ — $ 456,098 Used cooking oil 103,135 — — 103,135 Proteins 405,411 — — 405,411 Bakery 63,192 — — 63,192 Other rendering 42,659 — — 42,659 Food ingredients — 390,695 — 390,695 Bioenergy — — 121,664 121,664 Other 15,543 26,807 — 42,350 Net sales $ 1,047,796 $ 455,744 $ 121,664 $ 1,625,204 Nine Months Ended September 30, 2023 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 2,844,350 $ 323,333 $ — $ 3,167,683 Europe 292,323 611,634 418,818 1,322,775 China 21,251 217,910 — 239,161 South America 259,633 116,916 — 376,549 Other 9,393 58,436 — 67,829 Net sales $ 3,426,950 $ 1,328,229 $ 418,818 $ 5,173,997 Major product types Fats $ 1,313,461 $ 121,437 $ — $ 1,434,898 Used cooking oil 387,103 — — 387,103 Proteins 1,288,514 — — 1,288,514 Bakery 205,388 — — 205,388 Other rendering 182,738 — — 182,738 Food ingredients — 1,122,143 — 1,122,143 Bioenergy — — 418,818 418,818 Other 49,746 84,649 — 134,395 Net sales $ 3,426,950 $ 1,328,229 $ 418,818 $ 5,173,997 Three Months Ended October 1, 2022 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 1,098,417 $ 90,576 $ — $ 1,188,993 Europe 114,646 169,638 126,555 410,839 China 6,291 65,217 — 71,508 South America 50,679 8,789 — 59,468 Other 3,109 13,682 — 16,791 Net sales $ 1,273,142 $ 347,902 $ 126,555 $ 1,747,599 Major product types Fats $ 543,333 $ 47,577 $ — $ 590,910 Used cooking oil 163,523 — — 163,523 Proteins 413,759 — — 413,759 Bakery 84,835 — — 84,835 Other rendering 51,117 — — 51,117 Food ingredients — 269,928 — 269,928 Bioenergy — — 126,555 126,555 Other 16,575 30,397 — 46,972 Net sales $ 1,273,142 $ 347,902 $ 126,555 $ 1,747,599 Nine Months Ended October 1, 2022 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 2,882,499 $ 265,857 $ — $ 3,148,356 Europe 361,356 538,513 369,297 1,269,166 China 19,859 195,850 — 215,709 South America 50,679 30,153 — 80,832 Other 8,534 41,524 — 50,058 Net sales $ 3,322,927 $ 1,071,897 $ 369,297 $ 4,764,121 Major product types Fats $ 1,410,641 $ 153,019 $ — $ 1,563,660 Used cooking oil 411,156 — — 411,156 Proteins 1,035,071 — — 1,035,071 Bakery 252,939 — — 252,939 Other rendering 172,784 — — 172,784 Food ingredients — 820,879 — 820,879 Bioenergy — — 369,297 369,297 Other 40,336 97,999 — 138,335 Net sales $ 3,322,927 $ 1,071,897 $ 369,297 $ 4,764,121 Long-Term Performance Obligations . The Company from time to time enters into long-term contracts to supply certain volumes of finished products to certain customers. Revenue recognized to date in 2023 under these long-term supply contracts was approximately $133.7 million, with the remaining performance obligations to be recognized in future periods (generally four years) of approximately $803.7 million. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
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, 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 September 30, 2023 and October 1, 2022, the Company recorded sales to the DGD Joint Venture of approximately $276.6 million and $287.4 million, respectively. For the nine months ended September 30, 2023 and October 1, 2022, the Company recorded sales to the DGD Joint Venture of approximately $940.2 million and $797.5 million, respectively. At September 30, 2023 and December 31, 2022, the Company had $79.1 million and $116.9 million in outstanding receivables due from the DGD Joint Venture, respectively. In addition, the Company has eliminated approximately $73.8 million and $31.1 million of additional sales for the nine months ended September 30, 2023 and October 1, 2022, respectively to defer the Company's portion of profit of approximately $17.5 million and $7.6 million on those sales relating to inventory assets remaining on the DGD Joint Venture's balance sheet at September 30, 2023 and October 1, 2022, respectively. Revolving Loan Agreement On May 1, 2019, Darling, through its wholly owned subsidiary Darling Green Energy LLC, (“Darling Green”), and Diamond Alternative Energy, LLC, a wholly owned subsidiary of Valero (“Diamond Alternative” and together with Darling Green, the “DGD Lenders”), entered into a revolving loan agreement (the “2019 DGD Loan Agreement”) with the DGD Joint Venture, pursuant to which the DGD Lenders committed to making loans available to the DGD Joint Venture in the total amount of $50.0 million, with each lender committed to $25.0 million of the total commitment. Any borrowings by the DGD Joint Venture under the 2019 DGD Loan Agreement were 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%. On June 15, 2023, the DGD Lenders entered into a new revolving loan agreement (the “2023 DGD Loan Agreement”) with the DGD Joint Venture that replaced and superseded in its entirety the 2019 DGD Loan Agreement and pursuant to which the DGD Lenders have committed to making loans available to the DGD Joint Venture in the total amount of $200.0 million with each lender committed to $100.0 million of the total commitment. Any borrowings by the DGD Joint Venture under the 2023 DGD Loan Agreement are at the applicable annum rate equal to the sum of (a) Term SOFR on such day plus (b) 2.50%. The 2023 DGD Loan Agreement expires on June 15, 2026. In September 2022 and again in December 2022, the DGD Joint Venture borrowed all $50.0 million available under the 2019 DGD Loan Agreement, including the Company's full $25.0 million commitment. The Company received interest from the DGD Joint Venture for the three months ended September 30, 2023 and October 1, 2022 of approximately zero and $0.1 million, respectively and received interest from the DGD Joint Venture for the nine months ended September 30, 2023 and October 1, 2022 of approximately $0.6 million and $0.5 million, respectively. As of September 30, 2023 and December 31, 2022, zero and $25.0 million, respectively, was owed to Darling Green under the 2023 DGD Loan Agreement and the 2019 DGD Loan Agreement, as applicable. This note receivable amount is included in other current assets on the balance sheet and is included in investing activities on the cash flow statement. Guarantee Agreements In February 2020, in connection with the DGD Joint Venture’s expansion project at its Norco, LA facility, it entered into two agreements (the “IMTT Terminaling Agreements”) with International-Matex Tank Terminals (“IMTT”), pursuant to which the DGD Joint Venture will move raw material and finished product to and from the IMTT terminal facility by pipeline, thereby providing better logistical capabilities. As a condition to entering into the IMTT Terminaling Agreements, IMTT required that the Company and Valero guarantee their proportionate share, up to a maximum of approximately $50 million each, of the DGD Joint Venture’s obligations under the IMTT Terminaling Agreements (the “IMTT Guarantee”), subject to the conditions provided for in the IMTT Terminaling Agreements. The Company has not recorded any liability as a result of the IMTT Guarantee, as the Company believes the likelihood of having to make any payments under the IMTT Guarantee is remote. In April 2021, in connection with the DGD Joint Venture’s expansion project at its Port Arthur, TX facility, it entered into two agreements (the “GTL Terminaling Agreements”) with GT Logistics, LLC (“GTL”), pursuant to which the DGD Joint Venture will move raw material and finished product to and from the GTL terminal facility by pipeline, thereby providing better logistical capabilities. As a condition to entering into the GTL Terminaling Agreements, GTL required that the Company and Valero guarantee their proportionate share, up to a maximum of approximately $160 million each, of the DGD Joint Venture’s obligations under the GTL Terminaling Agreements (the “GTL Guarantee”), subject to the conditions provided for in the GTL Terminaling Agreements. The maximum amount of the GTL Guarantee is reduced over the 20-year initial term of the GTL Terminaling Agreements as the termination fee under such agreements declines. The Company has not recorded any liability as a result of the GTL Guarantee, as the Company believes the likelihood of having to make any payments under the GTL Guarantee is remote. |
Cash Flow Information
Cash Flow Information | 9 Months Ended |
Sep. 30, 2023 | |
Nonmonetary Transactions [Abstract] | |
Cash Flow Information | Cash Flow InformationThe following table sets forth supplemental cash flow information and non-cash transactions (in thousands): Nine Months Ended September 30, 2023 October 1, 2022 Supplemental disclosure of cash flow information: Change in accrued capital expenditures $ (248) $ 1,484 Cash paid during the period for: Interest, net of capitalized interest $ 167,050 $ 43,508 Income taxes, net of refunds $ 127,729 $ 88,927 Non-cash operating activities Operating lease right of use asset obtained in exchange for new lease liabilities $ 67,634 $ 53,362 Non-cash financing activities Debt issued for assets $ 750 $ 1,005 |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2023 | |
New Accounting Pronouncements [Abstract] | |
New Accounting Pronouncements | New Accounting PronouncementsThe Company does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying consolidated financial statements. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Pay vs Performance Disclosure | ||||
Net income attributable to Darling | $ 125,026 | $ 191,081 | $ 563,210 | $ 581,130 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe consolidated financial statements include the accounts of Darling and its consolidated subsidiaries. Noncontrolling interests represent 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 of the consolidated subsidiaries is shown as an allocation of the Company's net income and is presented separately as “Net income attributable to noncontrolling interests.” In the Company's Consolidated Balance Sheets, noncontrolling interests represent the ownership interests in the Company's consolidated subsidiaries' net assets held by parties other than the Company. These ownership interests are presented separately as “Noncontrolling interests” within “Stockholders' Equity.” All intercompany balances and transactions have been eliminated in consolidation. |
Fiscal Periods | Fiscal PeriodsThe 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 September 30, 2023, and include the 13 and 39 weeks ended September 30, 2023, and the 13 and 39 weeks ended October 1, 2022. |
Cash and Cash Equivalents | Cash and Cash EquivalentsThe Company considers all short-term highly liquid instruments, with an original maturity of three months or less, to be cash equivalents. Cash balances are recorded net of book overdrafts when a bank right-of-offset exists. All other book overdrafts are recorded in accounts payable and the change in the related balance is reflected in operating activities on the Consolidated Statement of Cash Flows. In addition, the Company has bank overdrafts, which are considered a form of short-term financing with changes in the related balance reflected in financing activities in the Consolidated Statement of Cash Flows. Restricted cash shown on the Consolidated Balance Sheet as of September 30, 2023 and December 31, 2022, primarily represented amounts set aside as collateral for foreign construction projects and U.S. environmental claims and were insignificant to the Company. Restricted cash included in other long term assets on the Consolidated Balance Sheet as of September 30, 2023 and December 31, 2022, primarily represents acquisition consideration hold-back amounts that are part of the purchase price set aside in escrow in the Company's name for possible indemnification claims by the Company, which amounts will be paid to the sellers in the future if no claims arise. A reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of same such amounts shown in the Consolidated Statement of Cash flows is as follows (in thousands): September 30, 2023 December 31, 2022 Cash and cash equivalents $ 118,977 $ 127,016 Restricted cash 304 315 Restricted cash included in other long-term assets 134,250 22,837 Total cash, cash equivalents and restricted cash shown in the statement of cash flows $ 253,531 $ 150,168 |
Revenue Recognition | Revenue RecognitionThe Company recognizes revenue on sales when control of the promised finished product is transferred to the Company's customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for the finished product. Service revenues are recognized when the service occurs. 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 in accrued expenses and recognized when control of the promised finished product is transferred to the Company's customer. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. If it is at least reasonably possible that the estimate of the effect on the financial statements of a condition, situation, or set of circumstances that exist at the date of the financial statements will change in the near term due to one or more future confirming events, and the effect of the change would be material to the financial statements, the Company will disclose the nature of the uncertainty and include an indication that it is at least reasonably possible that a change in the estimate will occur in the near term. If the estimate involves certain loss contingencies, the disclosure will also include an estimate of the probable loss or range of loss or state that an estimate cannot be made. As a result of the Russia-Ukraine war and the current inflationary environment, we have evaluated the potential impact to the Company's operations and for any indicators of potential triggering events that could indicate certain of the Company's assets may be impaired. Through the nine months ended September 30, 2023, the Company has not observed any impairments of the Company's assets or a significant change in their fair value due to the Russia-Ukraine war or inflation. |
Out of Period Correction | Out-of-Period CorrectionDuring the quarter ended July 1, 2023, the Company determined the fair value of the contingent consideration liability recorded related to the FASA Group of approximately R$867.5 million (approximately $168.1 million USD at the exchange rate in effect on the closing date of the acquisition) was overstated in the initial purchase price allocation. The error was the result of the use of an incorrect fair value model under the income approach to determine fair value of the contingent consideration liability upon acquisition. Utilizing assistance from external valuation experts and the use of a Monte-Carlo simulation, the Company determined during the quarter ended July 1, 2023 the acquisition date fair value of the contingent payment was R$428.2 million (approximately $83.0 million USD at the exchange rate in effect on the closing date of the acquisition) representing the probability weighted present value of the expected payment to be made under the agreement using the income approach. This resulted in an overstatement of the fair value of the contingent consideration liability of approximately $85.1 million on the acquisition date. The Company assessed the impact of this error and concluded that it was not material to the financial statements previously issued for any interim or annual period, and the correction of the error during the quarter ended July 1, 2023 was not material to the second quarter 2023 financial statements and is not expected to be material to the annual financial statements for fiscal 2023. The correction of the fair value of the contingent consideration liability at the acquisition date was recorded as an immaterial out-of-period correction during the quarter ended July 1, 2023 with the offset to the balance sheet recorded as a reduction to goodwill of approximately $85.1 million, which is included in the Feed Ingredients segment. |
Reclassifications | ReclassificationsCertain immaterial prior year amounts have been reclassified to conform to current year presentation. |
Earnings Per Share | Earnings Per ShareBasic income 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 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. |
Income Taxes | The Company has provided income taxes for the three and nine month periods ended September 30, 2023 and October 1, 2022, based on its estimate of the effective tax rate for the entire 2023 and 2022 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, 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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Restrictions on Cash and Cash Equivalents | A reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of same such amounts shown in the Consolidated Statement of Cash flows is as follows (in thousands): September 30, 2023 December 31, 2022 Cash and cash equivalents $ 118,977 $ 127,016 Restricted cash 304 315 Restricted cash included in other long-term assets 134,250 22,837 Total cash, cash equivalents and restricted cash shown in the statement of cash flows $ 253,531 $ 150,168 |
Net Income per Common Share | Basic income 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 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 September 30, 2023 October 1, 2022 Income Shares Per Share Income Shares Per Share Basic: Net Income attributable to Darling $ 125,026 159,727 $ 0.78 $ 191,081 160,587 $ 1.19 Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards 3,409 3,755 Less: Pro forma treasury shares (711) (707) Diluted: Net income attributable to Darling $ 125,026 162,425 $ 0.77 $ 191,081 163,635 $ 1.17 Net Income per Common Share (in thousands, except per share data) Nine Months Ended September 30, 2023 October 1, 2022 Income Shares Per Share Income Shares Per Share Basic: Net Income attributable to Darling $ 563,210 159,894 $ 3.52 $ 581,130 161,205 $ 3.60 Diluted: Effect of dilutive securities: Add: Option shares in the money and dilutive effect of non-vested stock awards 3,378 3,837 Less: Pro forma treasury shares (735) (715) Diluted: Net income attributable to Darling $ 563,210 162,537 $ 3.47 $ 581,130 164,327 $ 3.54 |
Investment in Unconsolidated _2
Investment in Unconsolidated Subsidiary (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
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) September 30, 2023 December 31, 2022 Assets: Total current assets $ 1,641,934 $ 1,304,805 Property, plant and equipment, net 3,831,367 3,866,854 Other assets 94,149 61,665 Total assets $ 5,567,450 $ 5,233,324 Liabilities and members' equity: Total current portion of long term debt $ 228,365 $ 217,066 Total other current liabilities 391,027 515,023 Total long term debt 744,451 774,783 Total other long term liabilities 16,408 17,249 Total members' equity 4,187,199 3,709,203 Total liabilities and members' equity $ 5,567,450 $ 5,233,324 Three Months Ended Nine Months Ended (in thousands) September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Revenues: Operating revenues $ 1,430,666 $ 1,470,036 $ 5,356,827 $ 3,906,614 Expenses: Total costs and expenses less depreciation, amortization and accretion expense 1,257,766 1,229,371 4,430,485 3,311,608 Depreciation, amortization and accretion expense 55,118 31,793 172,040 89,602 Total costs and expenses 1,312,884 1,261,164 4,602,525 3,401,210 Operating income 117,782 208,872 754,302 505,404 Other income 2,701 1,215 6,863 1,926 Interest and debt expense, net (11,705) (3,259) (37,785) (9,534) Net income $ 108,778 $ 206,828 $ 723,380 $ 497,796 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed in the Gelnex Acquisition as of March 31, 2023 (in thousands) inclusive of all measurement period adjustments recorded: Accounts receivable $ 81,025 Inventories 141,066 Other current assets 3,477 Property, plant and equipment 143,509 Identifiable intangible assets 350,500 Goodwill 564,467 Operating lease right-of-use assets 134 Other assets 2,703 Deferred tax asset 857 Accounts payable (15,059) Current operating lease liabilities (26) Current portion of long-term debt (44,692) Accrued expenses (18,887) Long-term debt, net of current portion (1,407) Long-term operating lease liabilities (123) Deferred tax liability (10,298) Other noncurrent liabilities (19) Purchase price, net of cash acquired $ 1,197,227 Less hold-back 104,145 Cash paid for acquisition, net of cash acquired $ 1,093,082 The following table summarizes the final fair value of the assets acquired and the liabilities assumed in the FASA Acquisition as of August 1, 2022 at the exchange rate of R$5.16:USD$1.00 (in thousands), as adjusted for the immaterial out of period correction disclosed in Note 2(g) and inclusive of all measurement adjustments recorded: Accounts receivable $ 76,640 Inventories 43,058 Other current assets 33,327 Property, plant and equipment 224,384 Identifiable intangible assets 119,477 Goodwill (1) 301,937 Operating lease right-of-use assets 583 Other assets 62,388 Deferred tax asset 2,315 Accounts payable (15,920) Current portion of long-term debt (18,680) Accrued expenses (38,708) Long-term debt, net of current portion (41,926) Long-term operating lease liabilities (583) Deferred tax liability (95,653) Other noncurrent liabilities (503) Non-controlling interests (21,704) Purchase price, net of cash acquired $ 630,432 Less hold-back 21,705 Less contingent consideration (1) 82,984 Cash paid for acquisition, net of cash acquired $ 525,743 (1) As disclosed in Note 2(g), the immaterial out-of-period correction made during the quarter ended July 1, 2023 resulted in a reduction of goodwill and contingent consideration liability recorded associated with the FASA Acquisition of approximately $85.1 million. The following table summarizes the final fair value of the assets acquired and the liabilities assumed in the Valley Acquisition as of May 2, 2022 (in thousands) inclusive of all measurement period adjustments recorded: Accounts receivable $ 68,558 Inventories 58,246 Other current assets 13,825 Property, plant and equipment 409,405 Identifiable intangible assets 389,200 Goodwill 358,298 Operating lease right-of-use assets 16,380 Other assets 14,164 Deferred tax asset 1,075 Accounts payable (47,615) Current portion of long-term debt (2,043) Current operating lease liabilities (4,779) Accrued expenses (66,034) Long-term debt, net of current portion (5,995) Long-term operating lease liabilities (11,601) Other noncurrent liabilities (19,436) Purchase price, net of cash acquired $ 1,171,648 |
Business Acquisition, Pro Forma Information | As a result of the Gelnex Acquisition, the FASA Acquisition and the Valley Acquisition, effective March 31, 2023, August 1, 2022 and May 2, 2022, respectively, the Company began including the operations of these acquisitions in the Company's consolidated financial statements. The following table presents selected pro forma information, for comparative purposes, assuming the Gelnex Acquisition, the FASA Acquisition and the Valley Acquisition had occurred on January 2, 2022 for the periods presented (in thousands): Three Months Ended Nine Months Ended September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Net sales $ 1,625,204 $ 1,886,794 $ 5,272,264 $ 5,592,717 Net income 128,081 201,708 576,188 573,591 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | A summary of inventories follows (in thousands): September 30, 2023 December 31, 2022 Finished product $ 481,874 $ 384,289 Work in process 130,810 100,790 Raw material 70,953 69,164 Supplies and other 139,128 119,378 $ 822,765 $ 673,621 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Asset Disclosure Text Block [Abstract] | |
Schedule of Intangible Assets | The gross carrying amount of intangible assets not subject to amortization and intangible assets subject to amortization is as follows (in thousands): September 30, 2023 December 31, 2022 Indefinite Lived Intangible Assets: Trade names $ 51,421 $ 51,639 51,421 51,639 Finite Lived Intangible Assets: Routes 738,307 776,909 Customer relationships 350,506 4,377 Permits 555,318 557,083 Non-compete agreements 395 695 Trade names 85,013 76,549 Royalty, consulting, land use rights and leasehold 20,176 20,971 1,749,715 1,436,584 Accumulated Amortization: Routes (226,534) (192,170) Customer relationships (20,222) (3,938) Permits (396,303) (368,005) Non-compete agreements (334) (563) Trade names (60,921) (53,486) Royalty, consulting, land use rights and leasehold (5,376) (4,939) (709,690) (623,101) Total Intangible assets, less accumulated amortization $ 1,091,446 $ 865,122 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Intangible Asset Disclosure Text Block [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill (in thousands): Feed Ingredients Food Ingredients Fuel Ingredients Total Balance at December 31, 2022 Goodwill $ 1,556,855 $ 320,807 $ 143,379 $ 2,021,041 Accumulated impairment losses (15,914) (3,170) (31,580) (50,664) 1,540,941 317,637 111,799 1,970,377 Goodwill acquired during year 3,247 626,202 — 629,449 Measurement period adjustments (21,270) (61,735) (66) (83,071) Out-of-period correction (1) (85,144) — — (85,144) Foreign currency translation 13,060 3,693 (988) 15,765 Balance at September 30, 2023 Goodwill 1,466,748 888,967 142,325 2,498,040 Accumulated impairment losses (15,914) (3,170) (31,580) (50,664) $ 1,450,834 $ 885,797 $ 110,745 $ 2,447,376 (1) As disclosed in Note 2(g), the immaterial out-of-period correction made during the quarter ended July 1, 2023 resulted in a reduction of goodwill recorded associated with the FASA Acquisition of approximately $85.1 million, which is included in the Feed Ingredients segment. |
Accrued Expense (Tables)
Accrued Expense (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consist of the following (in thousands): September 30, 2023 December 31, 2022 Compensation and benefits $ 145,528 $ 145,048 Accrued operating expenses 100,439 97,128 Other accrued expense 248,454 189,847 $ 494,421 $ 432,023 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt consists of the following (in thousands): September 30, 2023 December 31, 2022 Amended Credit Agreement: Revolving Credit Facility ($118.5 million and $32.0 million denominated in € at September 30, 2023 and December 31, 2022, respectively) $ 399,518 $ 135,028 Term A-1 facility 400,000 400,000 Less unamortized deferred loan costs (590) (722) Carrying value Term A-1 facility 399,410 399,278 Term A-2 facility 484,375 493,750 Less unamortized deferred loan costs (837) (1,034) Carrying value Term A-2 facility 483,538 492,716 Term A-3 facility 300,000 — Less unamortized deferred loan costs (898) — Carrying value Term A-3 facility 299,102 — Term A-4 facility 493,750 — Less unamortized deferred loan costs (1,085) — Carrying value Term A-4 facility 492,665 — Term Loan B 200,000 200,000 Less unamortized deferred loan costs (818) (1,302) Carrying value Term Loan B 199,182 198,698 6% Senior Notes due 2030 with effective interest of 6.12% 1,000,000 1,000,000 Less unamortized deferred loan costs net of bond premium (6,642) (7,228) Carrying value 6% Senior Notes due 2030 993,358 992,772 5.25% Senior Notes due 2027 with effective interest of 5.47% 500,000 500,000 Less unamortized deferred loan costs (3,471) (4,127) Carrying value 5.25% Senior Notes due 2027 496,529 495,873 3.625% Senior Notes due 2026 - Denominated in euro with effective interest of 3.83% 544,973 549,814 Less unamortized deferred loan costs - Denominated in euro (2,912) (3,728) Carrying value 3.625% Senior Notes due 2026 542,061 546,086 Other Notes and Obligations 106,625 124,364 4,411,988 3,384,815 Less Current Maturities 73,862 69,846 $ 4,338,126 $ 3,314,969 |
Other Noncurrent Liabilities (T
Other Noncurrent Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other noncurrent liabilities consist of the following (in thousands): September 30, 2023 December 31, 2022 Accrued pension liability $ 22,067 $ 22,538 Reserve for self-insurance, litigation, environmental and tax matters 69,475 76,685 Long-term acquisition hold-backs 137,401 26,113 Long-term contingent consideration (1) 78,570 169,903 Other 6,376 3,694 $ 313,889 $ 298,933 |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 and October 1, 2022 are as follows (in thousands): Three Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Defined benefit pension plans Amortization of prior service (cost)/benefit $ (1) $ 5 $ — $ (1) $ (1) $ 4 Amortization of actuarial loss 434 571 (106) (146) 328 425 Total defined benefit pension plans 433 576 (106) (147) 327 429 Soybean meal option derivatives Reclassified to earnings 322 (121) (82) 30 240 (91) Activity recognized in other comprehensive income/(loss) (361) 296 92 (75) (269) 221 Total soybean meal option derivatives (39) 175 10 (45) (29) 130 Corn option derivatives Reclassified to earnings — 2,188 — (555) — 1,633 Activity recognized in other comprehensive income/(loss) — (1,176) — 298 — (878) Total corn option derivatives — 1,012 — (257) — 755 Heating oil derivatives Activity recognized in other comprehensive income/(loss) (39,221) 34,497 9,962 (8,762) (29,259) 25,735 Total heating oil derivatives (39,221) 34,497 9,962 (8,762) (29,259) 25,735 Interest swap derivatives Reclassified to earnings (22,072) — 5,606 — (16,466) — Activity recognized in other comprehensive income/(loss) 24,633 — (6,256) — 18,377 — Total interest swap derivatives 2,561 — (650) — 1,911 — Foreign exchange derivatives Reclassified to earnings (11,677) (3,619) 3,973 1,076 (7,704) (2,543) Activity recognized in other comprehensive income/(loss) (4,124) (209) 1,403 276 (2,721) 67 Total foreign exchange derivatives (15,801) (3,828) 5,376 1,352 (10,425) (2,476) Foreign currency translation (82,571) (98,776) 1,074 1,928 (81,497) (96,848) Other comprehensive income/(loss) $ (134,638) $ (66,344) $ 15,666 $ (5,931) $ (118,972) $ (72,275) Nine Months Ended Before-Tax Tax (Expense) Net-of-Tax Amount or Benefit Amount September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Defined benefit pension plans Amortization of prior service (cost)/benefit $ (1) $ 16 $ — $ (4) $ (1) $ 12 Amortization of actuarial loss 1,302 1,711 (320) (437) 982 1,274 Total defined benefit pension plans 1,301 1,727 (320) (441) 981 1,286 Soybean meal option derivatives Reclassified to earnings (182) (438) 46 111 (136) (327) Activity recognized in other comprehensive income/(loss) (448) 272 114 (69) (334) 203 Total soybean meal option derivatives (630) (166) 160 42 (470) (124) Corn option derivatives Reclassified to earnings (1,537) 13,533 390 (3,437) (1,147) 10,096 Activity recognized in other comprehensive income/(loss) 1,627 (11,335) (412) 2,879 1,215 (8,456) Total corn option derivatives 90 2,198 (22) (558) 68 1,640 Heating oil derivatives Activity recognized in other comprehensive income/(loss) (34,081) 36,874 8,657 (9,366) (25,424) 27,508 Total heating oil derivatives (34,081) 36,874 8,657 (9,366) (25,424) 27,508 Interest swap derivatives Reclassified to earnings (21,206) — 5,386 — (15,820) — Activity recognized in other comprehensive income/(loss) 37,609 — (9,552) — 28,057 — Total interest swap derivatives 16,403 — (4,166) — 12,237 — Foreign exchange derivatives Reclassified to earnings (23,950) (10,970) 8,149 3,491 (15,801) (7,479) Activity recognized in other comprehensive income/(loss) 30,720 20,122 (10,453) (6,403) 20,267 13,719 Total foreign exchange derivatives 6,770 9,152 (2,304) (2,912) 4,466 6,240 Foreign currency translation 56,984 (191,677) 328 4,356 57,312 (187,321) Other comprehensive income/(loss) $ 46,837 $ (141,892) $ 2,333 $ (8,879) $ 49,170 $ (150,771) |
Reclassification out of Accumulated Other Comprehensive Income (Loss) | 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 September 30, 2023 and October 1, 2022 as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Statement of Operations Classification Derivative instruments Soybean meal option derivatives $ (322) $ 121 $ 182 $ 438 Net sales Foreign exchange contracts 11,677 3,619 23,950 10,970 Net sales Corn option derivatives — (2,188) 1,537 (13,533) Cost of sales and operating expenses Interest swaps 22,072 — 21,206 — Foreign currency gain/(loss) and interest expense 33,427 1,552 46,875 (2,125) Total before tax (9,497) (551) (13,971) (165) Income taxes 23,930 1,001 32,904 (2,290) Net of tax Defined benefit pension plans Amortization of prior service cost $ 1 $ (5) $ 1 $ (16) (a) Amortization of actuarial loss (434) (571) (1,302) (1,711) (a) (433) (576) (1,301) (1,727) Total before tax 106 147 320 441 Income taxes (327) (429) (981) (1,286) Net of tax Total reclassifications $ 23,603 $ 572 $ 31,923 $ (3,576) Net of tax (a) These items are included in the computation of net periodic pension cost. See Note 14 (Employee Benefit Plans) to the Company's Consolidated Financial Statement included herein for additional information. |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents changes in each component of accumulated other comprehensive income/(loss) as of September 30, 2023 as follows (in thousands): Nine Months Ended September 30, 2023 Foreign Defined Currency Derivative Benefit Translation Instruments Pension Plans Total Accumulated Other Comprehensive loss December 31, 2022, attributable to Darling, net of tax $ (374,368) $ 7,176 $ (16,682) $ (383,874) Other comprehensive loss before reclassifications 57,312 23,781 — 81,093 Amounts reclassified from accumulated other comprehensive loss — (32,904) 981 (31,923) Net current-period other comprehensive income 57,312 (9,123) 981 49,170 Noncontrolling interest (2,291) — — (2,291) Accumulated Other Comprehensive loss September 30, 2023, attributable to Darling, net of tax $ (314,765) $ (1,947) $ (15,701) $ (332,413) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Net pension cost | Net pension cost for the three and nine months ended September 30, 2023 and October 1, 2022 includes the following components (in thousands): Pension Benefits Pension Benefits Three Months Ended Nine Months Ended September 30, October 1, September 30, October 1, Service cost $ 683 $ 765 $ 2,041 $ 2,391 Interest cost 1,964 1,302 5,881 3,934 Expected return on plan assets (1,805) (2,145) (5,413) (6,466) Amortization of prior service cost (1) 5 (1) 16 Amortization of actuarial loss 434 571 1,302 1,711 Net pension cost $ 1,275 $ 498 $ 3,810 $ 1,586 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | As of September 30, 2023, the Company had the following designated and non-designated outstanding forward and option contract amounts that were entered into to hedge foreign currency transactions in currencies other than the functional currency and forecasted transactions in currencies other than the functional currency (in thousands): Functional Currency Contract Currency Type Amount Type Amount Brazilian real 154,113 Euro 28,202 Brazilian real 3,152,853 U.S. dollar 768,550 Euro 49,053 U.S. dollar 52,542 Euro 36,246 Polish zloty 165,500 Euro 14,300 Japanese yen 2,241,486 Euro 25,240 Chinese renminbi 196,576 Euro 19,001 Australian dollar 31,860 Euro 5,997 British pound 5,213 Euro 104 Canadian dollar 150 Polish zloty 678 U.S. dollar 157 Polish zloty 34,443 Euro 7,497 British pound 159 Euro 183 British pound 231 U.S. dollar 282 Japanese yen 242,161 U.S. dollar 1,716 U.S. dollar 440 Japanese yen 65,000 U.S. dollar 562,340 Euro 519,182 Australian dollar 174 Euro 105 Australian dollar 164 U.S. dollar 105 |
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 September 30, 2023 and October 1, 2022 (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 September 30, 2023 October 1, 2022 September 30, 2023 October 1, 2022 Foreign exchange Foreign currency loss/(gain) $ (237) $ (3,092) $ (1,473) $ 39,400 Foreign exchange Net sales 709 5,348 (268) 6,238 Foreign exchange Cost of sales and operating expenses (329) (597) (449) (1,355) Foreign exchange Selling, general and administrative expenses 1,096 106 (2,962) (2,481) Corn options and futures Net sales 373 (875) 1,755 (2,160) Corn options and futures Cost of sales and operating expenses (35) 2,526 (2,643) 5,695 Heating Oil swaps and options Selling, general and administrative expenses — — 49 — Soybean meal Net sales 179 — 487 — Total $ 1,756 $ 3,416 $ (5,504) $ 45,337 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring and Nonrecurring 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 September 30, 2023 Using Quoted Prices in Significant Other Significant (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets Derivative instruments $ 48,665 $ — $ 48,665 $ — Total Assets $ 48,665 $ — $ 48,665 $ — Liabilities Derivative instruments $ 5,086 $ — $ 5,086 $ — Contingent consideration 78,570 — — 78,570 6% Senior notes 945,000 — 945,000 — 5.25% Senior notes 476,250 — 476,250 — 3.625% Senior notes 524,918 — 524,918 — Term loan A-1 398,000 — 398,000 — Term loan A-2 481,953 — 481,953 — Term loan A-3 298,500 — 298,500 — Term loan A-4 491,281 — 491,281 — Term loan B 200,125 — 200,125 — Revolver debt 395,523 — 395,523 — Total Liabilities $ 4,295,206 $ — $ 4,216,636 $ 78,570 Fair Value Measurements at December 31, 2022 Using Quoted Prices in Significant Other Significant (In thousands of dollars) Total (Level 1) (Level 2) (Level 3) Assets Derivative instruments $ 20,324 $ — $ 20,324 $ — Total Assets $ 20,324 $ — $ 20,324 $ — Liabilities Derivative instruments $ 5,406 $ — $ 5,406 $ — Contingent consideration 169,903 — — 169,903 6% Senior notes 977,200 — 977,200 — 5.25% Senior notes 485,700 — 485,700 — 3.625% Senior notes 533,155 — 533,155 — Term loan A-1 398,000 — 398,000 — Term loan A-2 488,813 — 488,813 — Term loan B 199,000 — 199,000 — Revolver debt 133,003 — 133,003 — Total Liabilities $ 3,390,180 $ — $ 3,220,277 $ 169,903 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The fair value measurement of the contingent consideration liability uses significant unobservable inputs (level 3). The changes in contingent consideration are due to the following: (in thousands of dollars) Contingent Consideration Balance as of December 31, 2022 $ 169,903 Out-of-period correction (1) (85,144) Total included in earnings during period (11,002) Exchange rate changes 4,813 Balance as of September 30, 2023 $ 78,570 (1) As disclosed in Note 2(g), the immaterial out-of-period correction made during the quarter ended July 1, 2023 resulted in a reduction of goodwill recorded associated with the FASA Acquisition of approximately $85.1 million. |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments (in thousands): Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended September 30, 2023 Net Sales $ 1,047,796 $ 455,744 $ 121,664 $ — $ 1,625,204 Cost of sales and operating expenses 804,312 338,208 96,213 — 1,238,733 Gross Margin 243,484 117,536 25,451 — 386,471 Loss/(gain) on sale of assets 833 117 (21) — 929 Selling, general and administrative expenses 80,985 31,463 5,666 19,583 137,697 Acquisition and integration costs — — — 3,430 3,430 Change in fair value of contingent consideration (5,559) — — — (5,559) Depreciation and amortization 88,954 25,418 9,026 2,596 125,994 Equity in net income of Diamond Green Diesel — — 54,389 — 54,389 Segment operating income/(loss) 78,271 60,538 65,169 (25,609) 178,369 Equity in net income of other unconsolidated subsidiaries 1,534 — — — 1,534 Segment income/(loss) 79,805 60,538 65,169 (25,609) 179,903 Total other expense (67,186) Income before income taxes $ 112,717 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Three Months Ended October 1, 2022 Net Sales $ 1,273,142 $ 347,902 $ 126,555 $ — $ 1,747,599 Cost of sales and operating expenses 1,012,899 256,557 101,781 — 1,371,237 Gross Margin 260,243 91,345 24,774 — 376,362 Gain on sale of assets (2,290) (809) (17) — (3,116) Selling, general and administrative expenses 63,973 23,909 1,724 15,474 105,080 Acquisition and integration costs — — — 4,503 4,503 Depreciation and amortization 80,679 14,408 7,284 2,607 104,978 Equity in net income of Diamond Green Diesel — — 103,414 — 103,414 Segment operating income/(loss) 117,881 53,837 119,197 (22,584) 268,331 Equity in net income of other unconsolidated subsidiaries 2,301 — — — 2,301 Segment income/(loss) 120,182 53,837 119,197 (22,584) 270,632 Total other expense (43,116) Income before income taxes $ 227,516 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended September 30, 2023 Net Sales $ 3,426,950 $ 1,328,229 $ 418,818 $ — $ 5,173,997 Cost of sales and operating expenses 2,630,797 999,418 335,193 — 3,965,408 Gross Margin 796,153 328,811 83,625 — 1,208,589 Loss/(gain) on sale of assets 813 99 (51) — 861 Selling, general and administrative expenses 233,082 98,269 16,829 61,734 409,914 Restructuring and asset impairment charges 92 5,328 — — 5,420 Acquisition and integration costs — — — 12,158 12,158 Change in fair value of contingent consideration (13,058) — — — (13,058) Depreciation and amortization 261,849 68,336 25,986 7,915 364,086 Equity in net income of Diamond Green Diesel — — 361,690 — 361,690 Segment operating income/(loss) 313,375 156,779 402,551 (81,807) 790,898 Equity in net income of other unconsolidated subsidiaries 3,503 — — — 3,503 Segment income/(loss) 316,878 156,779 402,551 (81,807) 794,401 Total other expense (168,946) Income before income taxes $ 625,455 Segment assets at September 30, 2023 $ 4,690,902 $ 2,617,325 $ 2,491,075 $ 1,011,035 $ 10,810,337 Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total Nine Months Ended October 1, 2022 Net Sales $ 3,322,927 $ 1,071,897 $ 369,297 $ — $ 4,764,121 Cost of sales and operating expenses 2,522,728 807,833 292,760 — 3,623,321 Gross Margin 800,199 264,064 76,537 — 1,140,800 Gain on sale of assets (3,595) (891) (74) — (4,560) Selling, general and administrative expenses 185,045 73,608 9,921 46,314 314,888 Restructuring and asset impairment charges 8,557 — — — 8,557 Acquisition and integration costs — — — 13,634 13,634 Depreciation and amortization 203,967 44,307 20,894 8,169 277,337 Equity in net income of Diamond Green Diesel — — 248,898 — 248,898 Segment operating income/(loss) 406,225 147,040 294,694 (68,117) 779,842 Equity in net income of other unconsolidated subsidiaries 5,933 — — — 5,933 Segment income/(loss) 412,158 147,040 294,694 (68,117) 785,775 Total other expense (89,283) Income before income taxes $ 696,492 Segment assets at December 31, 2022 $ 4,866,351 $ 1,251,473 $ 2,307,199 $ 777,347 $ 9,202,370 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables present the Company revenues disaggregated by geographic area and major product types by reportable segment for the three and nine months ended September 30, 2023 and October 1, 2022 (in thousands): Three Months Ended September 30, 2023 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 872,493 $ 122,594 $ — $ 995,087 Europe 86,007 194,168 121,664 401,839 China 9,748 69,125 — 78,873 South America 75,801 51,639 — 127,440 Other 3,747 18,218 — 21,965 Net sales $ 1,047,796 $ 455,744 $ 121,664 $ 1,625,204 Major product types Fats $ 417,856 $ 38,242 $ — $ 456,098 Used cooking oil 103,135 — — 103,135 Proteins 405,411 — — 405,411 Bakery 63,192 — — 63,192 Other rendering 42,659 — — 42,659 Food ingredients — 390,695 — 390,695 Bioenergy — — 121,664 121,664 Other 15,543 26,807 — 42,350 Net sales $ 1,047,796 $ 455,744 $ 121,664 $ 1,625,204 Nine Months Ended September 30, 2023 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 2,844,350 $ 323,333 $ — $ 3,167,683 Europe 292,323 611,634 418,818 1,322,775 China 21,251 217,910 — 239,161 South America 259,633 116,916 — 376,549 Other 9,393 58,436 — 67,829 Net sales $ 3,426,950 $ 1,328,229 $ 418,818 $ 5,173,997 Major product types Fats $ 1,313,461 $ 121,437 $ — $ 1,434,898 Used cooking oil 387,103 — — 387,103 Proteins 1,288,514 — — 1,288,514 Bakery 205,388 — — 205,388 Other rendering 182,738 — — 182,738 Food ingredients — 1,122,143 — 1,122,143 Bioenergy — — 418,818 418,818 Other 49,746 84,649 — 134,395 Net sales $ 3,426,950 $ 1,328,229 $ 418,818 $ 5,173,997 Three Months Ended October 1, 2022 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 1,098,417 $ 90,576 $ — $ 1,188,993 Europe 114,646 169,638 126,555 410,839 China 6,291 65,217 — 71,508 South America 50,679 8,789 — 59,468 Other 3,109 13,682 — 16,791 Net sales $ 1,273,142 $ 347,902 $ 126,555 $ 1,747,599 Major product types Fats $ 543,333 $ 47,577 $ — $ 590,910 Used cooking oil 163,523 — — 163,523 Proteins 413,759 — — 413,759 Bakery 84,835 — — 84,835 Other rendering 51,117 — — 51,117 Food ingredients — 269,928 — 269,928 Bioenergy — — 126,555 126,555 Other 16,575 30,397 — 46,972 Net sales $ 1,273,142 $ 347,902 $ 126,555 $ 1,747,599 Nine Months Ended October 1, 2022 Feed Ingredients Food Ingredients Fuel Ingredients Total Geographic Area North America $ 2,882,499 $ 265,857 $ — $ 3,148,356 Europe 361,356 538,513 369,297 1,269,166 China 19,859 195,850 — 215,709 South America 50,679 30,153 — 80,832 Other 8,534 41,524 — 50,058 Net sales $ 3,322,927 $ 1,071,897 $ 369,297 $ 4,764,121 Major product types Fats $ 1,410,641 $ 153,019 $ — $ 1,563,660 Used cooking oil 411,156 — — 411,156 Proteins 1,035,071 — — 1,035,071 Bakery 252,939 — — 252,939 Other rendering 172,784 — — 172,784 Food ingredients — 820,879 — 820,879 Bioenergy — — 369,297 369,297 Other 40,336 97,999 — 138,335 Net sales $ 3,322,927 $ 1,071,897 $ 369,297 $ 4,764,121 |
Cash Flow Information (Tables)
Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Nonmonetary Transactions [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following table sets forth supplemental cash flow information and non-cash transactions (in thousands): Nine Months Ended September 30, 2023 October 1, 2022 Supplemental disclosure of cash flow information: Change in accrued capital expenditures $ (248) $ 1,484 Cash paid during the period for: Interest, net of capitalized interest $ 167,050 $ 43,508 Income taxes, net of refunds $ 127,729 $ 88,927 Non-cash operating activities Operating lease right of use asset obtained in exchange for new lease liabilities $ 67,634 $ 53,362 Non-cash financing activities Debt issued for assets $ 750 $ 1,005 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) $ / shares in Units, $ in Thousands, R$ in Millions | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2023 USD ($) $ / shares shares | Jul. 01, 2023 USD ($) | Oct. 01, 2022 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | Oct. 01, 2022 USD ($) $ / shares shares | Jul. 01, 2023 BRL (R$) | Dec. 31, 2022 USD ($) | Aug. 01, 2022 USD ($) | Aug. 01, 2022 BRL (R$) | Jan. 01, 2022 USD ($) | |
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Financing Receivable, Sale | $ 110,200 | $ 162,700 | $ 402,200 | $ 434,000 | ||||||
Financing Receivable, Significant Sales, Transaction Fees | 1,700 | 1,200 | 5,400 | 2,300 | ||||||
Basic: | ||||||||||
Net income | $ 125,026 | $ 191,081 | $ 563,210 | $ 581,130 | ||||||
Shares (in shares) | shares | 159,727,000 | 160,587,000 | 159,894,000 | 161,205,000 | ||||||
Per Share (in usd per share) | $ / shares | $ 0.78 | $ 1.19 | $ 3.52 | $ 3.60 | ||||||
Effect of dilutive securities: [Abstract] | ||||||||||
Add: Option shares in the money and dilutive effect of non-vested stock (in shares) | shares | 3,409,000 | 3,755,000 | 3,378,000 | 3,837,000 | ||||||
Less: Pro forma treasury shares (in shares) | shares | (711,000) | (707,000) | (735,000) | (715,000) | ||||||
Diluted: | ||||||||||
Net Income | $ 125,026 | $ 191,081 | $ 563,210 | $ 581,130 | ||||||
Shares (in shares) | shares | 162,425,000 | 163,635,000 | 162,537,000 | 164,327,000 | ||||||
Per Share (in usd per share) | $ / shares | $ 0.77 | $ 1.17 | $ 3.47 | $ 3.54 | ||||||
Antidilutive Securities [Abstract] | ||||||||||
Cash and cash equivalents | $ 118,977 | $ 118,977 | $ 127,016 | |||||||
Restricted cash | 304 | 304 | 315 | |||||||
Restricted cash included in other long-term assets | 134,250 | 134,250 | 22,837 | |||||||
Total cash, cash equivalents and restricted cash shown in the statement of cash flows | $ 253,531 | $ 147,357 | $ 253,531 | $ 147,357 | $ 150,168 | $ 69,072 | ||||
FASA Group | ||||||||||
Antidilutive Securities [Abstract] | ||||||||||
Business Combination, Contingent Consideration, Liability | $ 83,000 | R$ 428.2 | $ 168,100 | R$ 867.5 | ||||||
FASA Group | Revision of Prior Period, Error Correction, Adjustment | ||||||||||
Antidilutive Securities [Abstract] | ||||||||||
Business Combination, Contingent Consideration, Liability | $ 85,100 | |||||||||
Goodwill, Period Increase (Decrease) | $ 85,144 | |||||||||
Stock Options [Member] | ||||||||||
Antidilutive Securities [Abstract] | ||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 0 | 0 | 0 | 0 | ||||||
Non Vested Stock [Member] | ||||||||||
Antidilutive Securities [Abstract] | ||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 382,404 | 223,157 | 470,213 | 249,618 |
Investment in Unconsolidated _3
Investment in Unconsolidated Subsidiary (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | Dec. 31, 2022 | Jan. 21, 2011 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Investment in the joint venture | $ 2,164,182 | $ 2,164,182 | $ 1,926,395 | |||
Income (loss) from equity method investments | 1,534 | $ 2,301 | 3,503 | $ 5,933 | ||
Capital contribution | 75,000 | 239,750 | ||||
Distributions of earnings from Diamond Green Diesel and other unconsolidated subsidiaries | 168,277 | 95,546 | ||||
Unsecured Debt | Diamond Green Diesel Holdings LLC Joint Venture [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Line of credit outstanding | 200,000 | 200,000 | ||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 50% | |||||
Investment in the joint venture | 2,096,900 | 2,096,900 | ||||
Income (loss) from equity method investments | 54,400 | 103,400 | 361,700 | 248,900 | ||
Income Tax Credits and Adjustments | $ 266,400 | $ 190,300 | 900,000 | 544,600 | ||
Capital contribution | 75,000 | 239,800 | ||||
Distributions of earnings from Diamond Green Diesel and other unconsolidated subsidiaries | $ 163,600 | $ 90,500 | ||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | Valero Energy Corporation [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 50% |
Investment in Unconsolidated _4
Investment in Unconsolidated Subsidiary (Assets, Liabilities and members' equity) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jul. 01, 2023 | Apr. 01, 2023 | Dec. 31, 2022 | Oct. 01, 2022 | Jul. 02, 2022 | Apr. 02, 2022 | Jan. 01, 2022 |
ASSETS | ||||||||
Assets, Current | $ 1,842,995 | $ 1,638,097 | ||||||
Property, Plant and Equipment, Net | 2,798,727 | 2,462,082 | ||||||
Other assets | 238,053 | 136,268 | ||||||
Segment Assets | 10,810,337 | 9,202,370 | ||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current portion of long-term debt | 73,862 | 69,846 | ||||||
Other non-current liabilities | 313,889 | 298,933 | ||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 4,466,982 | $ 4,450,563 | $ 4,121,599 | 3,896,490 | $ 3,668,814 | $ 3,566,523 | $ 3,495,650 | $ 3,347,785 |
Liabilities and Equity | 10,810,337 | 9,202,370 | ||||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | ||||||||
ASSETS | ||||||||
Assets, Current | 1,641,934 | 1,304,805 | ||||||
Property, Plant and Equipment, Net | 3,831,367 | 3,866,854 | ||||||
Other assets | 94,149 | 61,665 | ||||||
Segment Assets | 5,567,450 | 5,233,324 | ||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current portion of long-term debt | 228,365 | 217,066 | ||||||
Other Liabilities, Current | 391,027 | 515,023 | ||||||
Long-term Debt, Excluding Current Maturities | 744,451 | 774,783 | ||||||
Other non-current liabilities | 16,408 | 17,249 | ||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 4,187,199 | 3,709,203 | ||||||
Liabilities and Equity | $ 5,567,450 | $ 5,233,324 |
Investment in Unconsolidated _5
Investment in Unconsolidated Subsidiary (Revenues and Expenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jul. 01, 2023 | Apr. 01, 2023 | Oct. 01, 2022 | Jul. 02, 2022 | Apr. 02, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Revenues: | ||||||||
Operating revenues | $ 1,625,204 | $ 1,747,599 | $ 5,173,997 | $ 4,764,121 | ||||
Expenses: | ||||||||
Cost of sales and operating expenses | 1,238,733 | 1,371,237 | 3,965,408 | 3,623,321 | ||||
Total costs and expenses | 1,501,224 | 1,582,682 | 4,744,789 | 4,233,177 | ||||
Operating income | 178,369 | 268,331 | 790,898 | 779,842 | ||||
Net income | 128,081 | $ 255,197 | $ 189,855 | 192,301 | $ 204,829 | $ 190,731 | 573,133 | 587,861 |
Diamond Green Diesel Holdings LLC Joint Venture [Member] | ||||||||
Revenues: | ||||||||
Operating revenues | 1,430,666 | 1,470,036 | 5,356,827 | 3,906,614 | ||||
Expenses: | ||||||||
Cost of sales and operating expenses | 1,257,766 | 1,229,371 | 4,430,485 | 3,311,608 | ||||
Depreciation, amortization and accretion expense | 55,118 | 31,793 | 172,040 | 89,602 | ||||
Total costs and expenses | 1,312,884 | 1,261,164 | 4,602,525 | 3,401,210 | ||||
Operating income | 117,782 | 208,872 | 754,302 | 505,404 | ||||
Other income | 2,701 | 1,215 | 6,863 | 1,926 | ||||
Interest and debt expense, net | (11,705) | (3,259) | (37,785) | (9,534) | ||||
Net income | $ 108,778 | $ 206,828 | $ 723,380 | $ 497,796 |
Acquisitions (Details)
Acquisitions (Details) € in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||
Mar. 31, 2023 USD ($) facilities | Mar. 31, 2023 BRL (R$) | Nov. 02, 2022 EUR (€) | Aug. 01, 2022 USD ($) facilities | Aug. 01, 2022 BRL (R$) | May 02, 2022 USD ($) facilities | Feb. 28, 2022 USD ($) | Sep. 30, 2023 USD ($) | Jul. 01, 2023 USD ($) | Oct. 01, 2022 USD ($) | Sep. 30, 2023 USD ($) | Oct. 01, 2022 USD ($) | Jul. 01, 2023 BRL (R$) | Dec. 31, 2022 USD ($) | Aug. 01, 2022 BRL (R$) facilities | Feb. 25, 2022 USD ($) | |
Business Acquisition [Line Items] | ||||||||||||||||
Acquisition and integration costs | $ 3,430 | $ 4,503 | $ 12,158 | $ 13,634 | ||||||||||||
Net sales | 1,625,204 | 1,747,599 | 5,173,997 | 4,764,121 | ||||||||||||
Net income attributable to Darling | 125,026 | 191,081 | 563,210 | 581,130 | ||||||||||||
Goodwill | 2,447,376 | 2,447,376 | $ 1,970,377 | |||||||||||||
Goodwill, Purchase Accounting Adjustments | 83,071 | |||||||||||||||
South America | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Net sales | 127,440 | $ 59,468 | 376,549 | $ 80,832 | ||||||||||||
Senior Secured Facilities | Term A-1 Facility | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Line of credit outstanding | 400,000 | 400,000 | ||||||||||||||
Senior Secured Facilities | Term A-2 Facility | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Line of credit outstanding | 500,000 | 500,000 | ||||||||||||||
Senior Secured Facilities | Revolving Credit Facility | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Line of credit outstanding | 515,000 | 515,000 | ||||||||||||||
Senior Secured Facilities | Term A-4 Facility | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Line of credit outstanding | $ 500,000 | |||||||||||||||
Senior Secured Facilities | Term A-3 Facility | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Line of credit outstanding | 300,000 | |||||||||||||||
FASA Group | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Property, plant and equipment | $ 224,384 | |||||||||||||||
Other noncurrent liabilities | $ (503) | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years 4 months 24 days | 11 years 4 months 24 days | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 562,600 | R$ 2900000000 | ||||||||||||||
Business Combination, Number of Facilities Acquired | facilities | 14 | 14 | ||||||||||||||
Business Combination, Purchase Price Adjustments | $ 7,100 | |||||||||||||||
Net sales | 75,800 | 259,600 | ||||||||||||||
Net income attributable to Darling | (3,500) | (1,700) | ||||||||||||||
Business Combination, Number of Facilities Acquired Under Construction | facilities | 2 | 2 | ||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | R$ | R$ 0 | |||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | R$ | 1,000,000,000 | |||||||||||||||
Business Combination, Contingent Consideration, Liability | $ 168,100 | 83,000 | R$ 428200000 | R$ 867500000 | ||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Future Earnings Growth Period | 3 years | 3 years | ||||||||||||||
Goodwill | $ 301,937 | |||||||||||||||
Goodwill, Purchase Accounting Adjustments | 21,500 | |||||||||||||||
Less hold-back | $ 21,705 | |||||||||||||||
Foreign Currency Exchange Rate | 5.16 | 5.16 | ||||||||||||||
Increase in property, plant and equipment | 81,500 | |||||||||||||||
Decrease in intangible assets | 41,700 | |||||||||||||||
Increase in deferred tax liabilities | 16,000 | |||||||||||||||
Increase in other assets and liabilities | 2,300 | |||||||||||||||
FASA Group | Revision of Prior Period, Error Correction, Adjustment | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Contingent Consideration, Liability | $ 85,100 | |||||||||||||||
Goodwill, Period Increase (Decrease) | 85,144 | |||||||||||||||
FASA Group | Collection Routes [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 108,600 | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years | 12 years | ||||||||||||||
FASA Group | Trade Names [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 10,900 | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | 5 years | ||||||||||||||
Valley Proteins | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Property, plant and equipment | $ 409,405 | |||||||||||||||
Other noncurrent liabilities | $ (19,436) | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |||||||||||||||
Payments to Acquire Businesses, Gross | $ 1,177,000 | |||||||||||||||
Business Combination, Number of Facilities Acquired | facilities | 18 | |||||||||||||||
Business Combination, Purchase Price Adjustments | 6,000 | |||||||||||||||
Net sales | 197,100 | 623,400 | ||||||||||||||
Net income attributable to Darling | (11,300) | (7,700) | ||||||||||||||
Goodwill | $ 358,298 | |||||||||||||||
Valley Proteins | Collection Routes [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 292,100 | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |||||||||||||||
Valley Proteins | Permits [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 97,100 | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |||||||||||||||
Group Op de Beeck | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Price of Acquisition | $ 91,700 | |||||||||||||||
Business combination, consideration transferred | $ 71,300 | 75,500 | ||||||||||||||
Property, plant and equipment | 28,100 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 27,200 | |||||||||||||||
Other noncurrent liabilities | (9,400) | |||||||||||||||
Business Combination, Purchase Price Adjustments | $ 4,200 | |||||||||||||||
Goodwill | $ 29,600 | |||||||||||||||
Gelnex | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business combination, consideration transferred | 855,100 | R$ 4300000000 | ||||||||||||||
Property, plant and equipment | 143,509 | |||||||||||||||
Other noncurrent liabilities | $ (19) | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years 3 months 18 days | 11 years 3 months 18 days | ||||||||||||||
Acquisition and integration costs | 600 | 6,500 | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 1,100,000 | |||||||||||||||
Business Combination, Purchase Price Adjustments | 14,100 | |||||||||||||||
Net sales | 88,800 | 180,000 | ||||||||||||||
Net income attributable to Darling | 1,100 | $ (18,000) | ||||||||||||||
Goodwill | 564,467 | |||||||||||||||
Goodwill, Purchase Accounting Adjustments | (75,800) | |||||||||||||||
Less hold-back | 104,145 | |||||||||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 446,500 | |||||||||||||||
Business Combination, Price of Acquisition, Expected | $ 1,200,000 | |||||||||||||||
Foreign Currency Exchange Rate | 5.08 | |||||||||||||||
Increase in property, plant and equipment | 15,700 | |||||||||||||||
Decrease in intangible assets | (66,500) | |||||||||||||||
Increase in deferred tax liabilities | 6,200 | |||||||||||||||
Increase in other assets and liabilities | $ 200 | |||||||||||||||
Payments to Acquire Businesses, Partial Payment | $ 243,500 | |||||||||||||||
Gelnex | South America | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Number of Facilities Acquired | facilities | 5 | |||||||||||||||
Gelnex | UNITED STATES | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Number of Facilities Acquired | facilities | 1 | |||||||||||||||
Gelnex | Trade Names [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 8,000 | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | 5 years | ||||||||||||||
Gelnex | Customer Relationships | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 342,500 | |||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years 4 months 24 days | 11 years 4 months 24 days | ||||||||||||||
Miropasz | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Price of Acquisition, Expected | € | € 110,000 |
Acquisitions (Assets Acquired a
Acquisitions (Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Mar. 31, 2023 | Aug. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | Dec. 31, 2022 | May 02, 2022 | |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 2,447,376 | $ 2,447,376 | $ 1,970,377 | |||||
Less contingent consideration | 78,570 | 78,570 | $ 169,903 | |||||
Cash paid for acquisition, net of cash acquired | 1,093,183 | $ 1,760,139 | ||||||
Net sales | 1,625,204 | $ 1,747,599 | 5,173,997 | 4,764,121 | ||||
Net income attributable to Darling | 125,026 | 191,081 | 563,210 | 581,130 | ||||
Acquisition and integration costs | 3,430 | $ 4,503 | 12,158 | $ 13,634 | ||||
FASA Group | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | $ 76,640 | |||||||
Inventories | 43,058 | |||||||
Other current assets | 33,327 | |||||||
Property, plant and equipment | 224,384 | |||||||
Identifiable intangible assets | 119,477 | |||||||
Goodwill | 301,937 | |||||||
Operating lease right-of-use assets | 583 | |||||||
Other assets | 62,388 | |||||||
Deferred tax asset | 2,315 | |||||||
Accounts payable | (15,920) | |||||||
Current portion of long-term debt | (18,680) | |||||||
Accrued expenses | (38,708) | |||||||
Long-term debt, net of current portion | (41,926) | |||||||
Long-term operating lease liabilities | (583) | |||||||
Deferred tax liability | (95,653) | |||||||
Other noncurrent liabilities | (503) | |||||||
Non-controlling interests | (21,704) | |||||||
Purchase price, net of cash acquired | 630,432 | |||||||
Less hold-back | 21,705 | |||||||
Less contingent consideration | 82,984 | |||||||
Cash paid for acquisition, net of cash acquired | $ 525,743 | |||||||
Net sales | 75,800 | 259,600 | ||||||
Net income attributable to Darling | (3,500) | (1,700) | ||||||
Valley Proteins | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | $ 68,558 | |||||||
Inventories | 58,246 | |||||||
Other current assets | 13,825 | |||||||
Property, plant and equipment | 409,405 | |||||||
Identifiable intangible assets | 389,200 | |||||||
Goodwill | 358,298 | |||||||
Operating lease right-of-use assets | 16,380 | |||||||
Other assets | 14,164 | |||||||
Deferred tax asset | 1,075 | |||||||
Accounts payable | (47,615) | |||||||
Current portion of long-term debt | (2,043) | |||||||
Current operating lease liabilities | (4,779) | |||||||
Accrued expenses | (66,034) | |||||||
Long-term debt, net of current portion | (5,995) | |||||||
Long-term operating lease liabilities | (11,601) | |||||||
Other noncurrent liabilities | (19,436) | |||||||
Purchase price, net of cash acquired | $ 1,171,648 | |||||||
Net sales | 197,100 | 623,400 | ||||||
Net income attributable to Darling | (11,300) | (7,700) | ||||||
Gelnex | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | $ 81,025 | |||||||
Inventories | 141,066 | |||||||
Other current assets | 3,477 | |||||||
Property, plant and equipment | 143,509 | |||||||
Identifiable intangible assets | 350,500 | |||||||
Goodwill | 564,467 | |||||||
Operating lease right-of-use assets | 134 | |||||||
Other assets | 2,703 | |||||||
Deferred tax asset | 857 | |||||||
Accounts payable | (15,059) | |||||||
Current portion of long-term debt | (44,692) | |||||||
Current operating lease liabilities | (26) | |||||||
Accrued expenses | (18,887) | |||||||
Long-term debt, net of current portion | (1,407) | |||||||
Long-term operating lease liabilities | (123) | |||||||
Deferred tax liability | (10,298) | |||||||
Other noncurrent liabilities | (19) | |||||||
Purchase price, net of cash acquired | 1,197,227 | |||||||
Less hold-back | 104,145 | |||||||
Cash paid for acquisition, net of cash acquired | $ 1,093,082 | |||||||
Net sales | 88,800 | 180,000 | ||||||
Net income attributable to Darling | 1,100 | (18,000) | ||||||
Acquisition and integration costs | $ 600 | $ 6,500 |
Acquisitions (Pro Forma Informa
Acquisitions (Pro Forma Information) (Details) - Valley Proteins, FASA Group and Gelnex - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Business Acquisition [Line Items] | ||||
Net sales | $ 1,625,204 | $ 1,886,794 | $ 5,272,264 | $ 5,592,717 |
Net income | $ 128,081 | $ 201,708 | $ 576,188 | $ 573,591 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Finished product | $ 481,874 | $ 384,289 |
Work in process | 130,810 | 100,790 |
Raw Material | 70,953 | 69,164 |
Supplies and other | 139,128 | 119,378 |
Inventories | $ 822,765 | $ 673,621 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | Dec. 31, 2022 | |
Intangible Assets [Line Items] | |||||
Indefinite Lived Intangible Assets: | $ 51,421 | $ 51,421 | $ 51,639 | ||
Finite Lived Intangible Assets: | 1,749,715 | 1,749,715 | 1,436,584 | ||
Accumulated Amortization: | (709,690) | (709,690) | (623,101) | ||
Intangible Assets, Net (Excluding Goodwill) | 1,091,446 | 1,091,446 | 865,122 | ||
Change in gross intangible assets | 311,600 | ||||
Amortization of Intangible Assets | 32,200 | $ 25,400 | 91,700 | $ 62,800 | |
Trade Names [Member] | |||||
Intangible Assets [Line Items] | |||||
Indefinite Lived Intangible Assets: | 51,421 | 51,421 | 51,639 | ||
Trade Names [Member] | |||||
Intangible Assets [Line Items] | |||||
Finite Lived Intangible Assets: | 85,013 | 85,013 | 76,549 | ||
Accumulated Amortization: | (60,921) | (60,921) | (53,486) | ||
Collection Routes [Member] | |||||
Intangible Assets [Line Items] | |||||
Finite Lived Intangible Assets: | 738,307 | 738,307 | 776,909 | ||
Accumulated Amortization: | (226,534) | (226,534) | (192,170) | ||
Royalty, consulting land use and leasehold [Member] | |||||
Intangible Assets [Line Items] | |||||
Finite Lived Intangible Assets: | 20,176 | 20,176 | 20,971 | ||
Accumulated Amortization: | (5,376) | (5,376) | (4,939) | ||
Permits [Member] | |||||
Intangible Assets [Line Items] | |||||
Finite Lived Intangible Assets: | 555,318 | 555,318 | 557,083 | ||
Accumulated Amortization: | (396,303) | (396,303) | (368,005) | ||
Noncompete Agreements [Member] | |||||
Intangible Assets [Line Items] | |||||
Finite Lived Intangible Assets: | 395 | 395 | 695 | ||
Accumulated Amortization: | (334) | (334) | (563) | ||
Customer Relationships | |||||
Intangible Assets [Line Items] | |||||
Finite Lived Intangible Assets: | 350,506 | 350,506 | 4,377 | ||
Accumulated Amortization: | $ (20,222) | $ (20,222) | $ (3,938) |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jul. 01, 2023 | Sep. 30, 2023 | |
Goodwill [Roll Forward] | ||
Goodwill | $ 2,021,041 | |
Accumulated impairment losses | (50,664) | |
Goodwill | 1,970,377 | |
Goodwill, Acquired During Period | 629,449 | |
Goodwill, Purchase Accounting Adjustments | (83,071) | |
Goodwill, Out of Period Correction | (85,144) | |
Foreign currency translation | 15,765 | |
Goodwill | 2,498,040 | |
Accumulated impairment losses | (50,664) | |
Goodwill | 2,447,376 | |
FASA Group | ||
Goodwill [Roll Forward] | ||
Goodwill, Purchase Accounting Adjustments | $ (21,500) | |
Revision of Prior Period, Error Correction, Adjustment | FASA Group | ||
Goodwill [Roll Forward] | ||
Goodwill, Period Increase (Decrease) | $ 85,144 | |
Feed Ingredients | ||
Goodwill [Roll Forward] | ||
Goodwill | 1,556,855 | |
Accumulated impairment losses | (15,914) | |
Goodwill | 1,540,941 | |
Goodwill, Acquired During Period | 3,247 | |
Goodwill, Purchase Accounting Adjustments | (21,270) | |
Goodwill, Out of Period Correction | (85,144) | |
Foreign currency translation | 13,060 | |
Goodwill | 1,466,748 | |
Accumulated impairment losses | (15,914) | |
Goodwill | 1,450,834 | |
Fuel Ingredients | ||
Goodwill [Roll Forward] | ||
Goodwill | 143,379 | |
Accumulated impairment losses | (31,580) | |
Goodwill | 111,799 | |
Goodwill, Acquired During Period | 0 | |
Goodwill, Purchase Accounting Adjustments | (66) | |
Goodwill, Out of Period Correction | 0 | |
Foreign currency translation | (988) | |
Goodwill | 142,325 | |
Accumulated impairment losses | (31,580) | |
Goodwill | 110,745 | |
Food Ingredients | ||
Goodwill [Roll Forward] | ||
Goodwill | 320,807 | |
Accumulated impairment losses | (3,170) | |
Goodwill | 317,637 | |
Goodwill, Acquired During Period | 626,202 | |
Goodwill, Purchase Accounting Adjustments | (61,735) | |
Goodwill, Out of Period Correction | 0 | |
Foreign currency translation | 3,693 | |
Goodwill | 888,967 | |
Accumulated impairment losses | (3,170) | |
Goodwill | $ 885,797 |
Accrued Expense (Details)
Accrued Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Compensation and benefits | $ 145,528 | $ 145,048 |
Accrued operating expenses | 100,439 | 97,128 |
Other accrued expense | 248,454 | 189,847 |
Accrued expenses | $ 494,421 | $ 432,023 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt) (Details) $ in Thousands, € in Millions | Sep. 30, 2023 USD ($) | Sep. 30, 2023 EUR (€) | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Debt Instrument [Line Items] | ||||
Debt and Lease Obligation | $ 4,411,988 | $ 3,384,815 | ||
Current portion of long-term debt | 73,862 | 69,846 | ||
Long-term debt, net of current portion | 4,338,126 | 3,314,969 | ||
Term A-1 Facility | Senior Secured Facilities | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 399,410 | 399,278 | ||
Long-term Debt, Gross | 400,000 | 400,000 | ||
Unamortized Debt Issuance Expense | (590) | (722) | ||
Line of credit outstanding | 400,000 | |||
Term A-2 Facility | Senior Secured Facilities | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 483,538 | 492,716 | ||
Long-term Debt, Gross | 484,375 | 493,750 | ||
Unamortized Debt Issuance Expense | (837) | (1,034) | ||
Line of credit outstanding | 500,000 | |||
Term A-3 Facility | Senior Secured Facilities | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 299,102 | 0 | ||
Long-term Debt, Gross | 300,000 | 0 | ||
Unamortized Debt Issuance Expense | (898) | 0 | ||
Line of credit outstanding | $ 300,000 | |||
Term A-4 Facility | Senior Secured Facilities | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 492,665 | 0 | ||
Long-term Debt, Gross | 493,750 | 0 | ||
Unamortized Debt Issuance Expense | (1,085) | 0 | ||
Line of credit outstanding | $ 500,000 | |||
Term Loan B Facility | Senior Secured Facilities | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 199,182 | 198,698 | ||
Long-term Debt, Gross | 200,000 | 200,000 | ||
Unamortized Debt Issuance Expense | (818) | (1,302) | ||
Senior Notes | Senior Notes 6% Due 2030 | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 993,358 | 992,772 | ||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | ||
Less unamortized deferred loan costs net of bond premium | $ (6,642) | (7,228) | ||
Stated interest rate | 6% | 6% | ||
Debt instrument, interest rate, effective percentage | 6.12% | 6.12% | ||
Senior Notes | Senior Notes 5.25% Due 2027 | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | $ 496,529 | 495,873 | ||
Long-term Debt, Gross | 500,000 | 500,000 | ||
Unamortized Debt Issuance Expense | $ (3,471) | (4,127) | ||
Stated interest rate | 5.25% | 5.25% | ||
Debt instrument, interest rate, effective percentage | 5.47% | 5.47% | ||
Senior Notes | Senior Notes 3.625% Due 2026 | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | $ 542,061 | 546,086 | ||
Long-term Debt, Gross | 544,973 | 549,814 | ||
Unamortized Debt Issuance Expense | $ (2,912) | (3,728) | ||
Stated interest rate | 3.625% | 3.625% | ||
Debt instrument, interest rate, effective percentage | 3.83% | 3.83% | ||
Line of credit outstanding | € | € 515 | |||
Notes Payable, Other Payables [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | $ 106,625 | 124,364 | ||
Revolving Credit Facility | Line of Credit [Member] | Senior Secured Facilities | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 399,518 | 135,028 | ||
Revolving Credit Facility | Line of Credit [Member] | Senior Secured Facilities | Euro Member Countries, Euro | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding | $ 118,500 | € 112 | $ 32,000 |
Debt (Senior Secured Credit Fac
Debt (Senior Secured Credit Facilities) (Details) $ in Thousands, € in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 EUR (€) | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||
Finance lease obligations | $ 4,600 | $ 4,600 | € 7.5 | ||
Secured Debt [Member] | Senior Secured Facilities | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.375% | ||||
Interest rate | 8.875% | 8.875% | 8.875% | ||
Secured Debt [Member] | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.375% | ||||
Interest rate | 6.79108% | 6.79108% | 6.79108% | ||
Secured Debt [Member] | Senior Secured Facilities | EURIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.375% | ||||
Interest rate | 5.17646% | 5.17646% | 5.17646% | ||
Secured Debt [Member] | Term A-1 Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Interest rate | 6.91608% | 6.91608% | 6.91608% | ||
Secured Debt [Member] | Term A-2 Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.375% | ||||
Interest rate | 6.79108% | 6.79108% | 6.79108% | ||
Secured Debt [Member] | Term A-3 Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Interest rate | 6.91608% | 6.91608% | 6.91608% | ||
Secured Debt [Member] | Term A-4 Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.375% | ||||
Interest rate | 6.79108% | 6.79108% | 6.79108% | ||
Revolving Credit Facility | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Company availability under revolving loan facility | $ 1,044,000 | $ 1,044,000 | |||
Revolving Credit Facility | Senior Secured Facilities | Base Rate [Member] | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 21,000 | 21,000 | |||
Revolving Credit Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 260,000 | 260,000 | |||
Revolving Credit Facility | Senior Secured Facilities | EURIBOR | Euro Member Countries, Euro | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | € | € 112 | ||||
Letter of Credit [Member] | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 3,900 | 3,900 | |||
Term Loan B Facility | Senior Secured Facilities | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 200,000 | $ 200,000 | |||
Term Loan B Facility | Senior Secured Facilities | LIBOR | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2% | ||||
Interest rate | 7.44% | 7.44% | 7.44% | ||
Foreign Line of Credit [Member] | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 11,500 | $ 11,500 | |||
Ancillary Facilities | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 52,600 | 52,600 | |||
Domestic Line of Credit | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 10,900 | $ 10,900 | |||
Senior Notes | Senior Notes 3.625% Due 2026 | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | € | € 515 | ||||
Stated interest rate | 3.625% | 3.625% | 3.625% | ||
Long-term Debt | $ 542,061 | $ 542,061 | $ 546,086 | ||
Term Loan B Facility | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | $ 199,182 | 199,182 | 198,698 | ||
Secured Debt [Member] | Secured Debt [Member] | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.375% | ||||
Secured Debt [Member] | Secured Debt [Member] | Senior Secured Facilities | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.375% | ||||
Secured Debt [Member] | Term Loan B Facility | Senior Secured Facilities | LIBOR | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2% | ||||
Secured Debt [Member] | Term Loan B Facility | Senior Secured Facilities | Base Rate [Member] | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1% | ||||
Secured Debt [Member] | Term A-1 Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Secured Debt [Member] | Term A-2 Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.375% | ||||
Term A-1 Facility | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 400,000 | 400,000 | |||
Long-term Debt | 399,410 | 399,410 | 399,278 | ||
Term A-1 Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 400,000 | 400,000 | |||
Term A-2 Facility | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 500,000 | 500,000 | |||
Long-term Debt | 483,538 | 483,538 | 492,716 | ||
Term A-2 Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 484,400 | 484,400 | |||
Notes Payable, Other Payables [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 106,625 | 106,625 | 124,364 | ||
Notes Payable, Other Payables [Member] | Bank Overdrafts [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 30,600 | 30,600 | |||
Notes Payable, Other Payables [Member] | Other Debt Obligations [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 31,000 | 31,000 | |||
Notes Payable, Other Payables [Member] | Other Debt Obligations [Member] | Brazil, Brazil Real | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 43,100 | 43,100 | |||
Notes Payable, Other Payables [Member] | Foreign Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 1,900 | 1,900 | |||
Term A-3 Facility | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 300,000 | ||||
Long-term Debt | 299,102 | 299,102 | 0 | ||
Term A-3 Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | 300,000 | 300,000 | |||
Term A-4 Facility | Senior Secured Facilities | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 500,000 | ||||
Long-term Debt | 492,665 | 492,665 | $ 0 | ||
Term A-4 Facility | Senior Secured Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | U.S. dollar | |||||
Debt Instrument [Line Items] | |||||
Line of credit outstanding | $ 493,800 | $ 493,800 |
Debt (6% Notes) (Details)
Debt (6% Notes) (Details) | Sep. 30, 2023 |
Senior Notes 6% Due 2030 | Senior Notes | |
Debt Instrument [Line Items] | |
Stated interest rate | 6% |
Debt Debt (Senior Notes Due 202
Debt Debt (Senior Notes Due 2026) (Details) | Sep. 30, 2023 |
Senior Notes | Senior Notes 3.625% Due 2026 | |
Debt Instrument [Line Items] | |
Stated interest rate | 3.625% |
Debt Debt (Senior Notes Due 2_2
Debt Debt (Senior Notes Due 2027) (Details) | Sep. 30, 2023 |
Senior Notes | Senior Notes 5.25% Due 2027 | |
Debt Instrument [Line Items] | |
Stated interest rate | 5.25% |
Other Noncurrent Liabilities (D
Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Jul. 01, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | Aug. 01, 2022 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Accrued pension liability | $ 22,067 | $ 22,538 | ||
Reserve for self-insurance, litigation, environmental and tax matters | 69,475 | 76,685 | ||
Long-term acquisition hold-backs | 137,401 | 26,113 | ||
Less contingent consideration | 78,570 | 169,903 | ||
Other | 6,376 | 3,694 | ||
Other non-current liabilities | $ 313,889 | $ 298,933 | ||
FASA Group | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Less contingent consideration | $ 82,984 | |||
Revision of Prior Period, Error Correction, Adjustment | FASA Group | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Goodwill, Period Increase (Decrease) | $ 85,144 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Oct. 01, 2022 |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits | $ 17 | $ 12.8 |
Income tax penalties and interest accrued | $ 1.3 | $ 1.1 |
Other Comprehensive Income (Sch
Other Comprehensive Income (Schedule of OCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jul. 01, 2023 | Apr. 01, 2023 | Oct. 01, 2022 | Jul. 02, 2022 | Apr. 02, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Before-Tax Amount: | ||||||||
Amortization of prior service cost | $ (1) | $ 5 | $ (1) | $ 16 | ||||
Amortization of actuarial loss | 434 | 571 | 1,302 | 1,711 | ||||
Total defined benefit pension plans | 433 | 576 | 1,301 | 1,727 | ||||
Foreign currency translation | (82,571) | (98,776) | 56,984 | (191,677) | ||||
Other comprehensive income (loss) | (134,638) | (66,344) | 46,837 | (141,892) | ||||
Tax (Expense) or Benefit: | ||||||||
Amortization of prior service cost | 0 | (1) | 0 | (4) | ||||
Amortization of actuarial loss | (106) | (146) | (320) | (437) | ||||
Total defined benefit pension plans | (106) | (147) | (320) | (441) | ||||
Foreign currency translation | 1,074 | 1,928 | 328 | 4,356 | ||||
Other comprehensive income (loss) | 15,666 | (5,931) | 2,333 | (8,879) | ||||
Net-of-Tax Amount: | ||||||||
Amortization of prior service cost | (1) | 4 | (1) | 12 | ||||
Amortization of actuarial loss | 328 | 425 | 982 | 1,274 | ||||
Total defined benefit pension plans | 327 | 429 | 981 | 1,286 | ||||
Foreign currency translation adjustments | (81,497) | $ 82,592 | $ 56,217 | (96,848) | $ (93,855) | $ 3,382 | 57,312 | (187,321) |
Total other comprehensive income/(loss), net of tax | (118,972) | (72,275) | 49,170 | (150,771) | ||||
Soybean Meal | ||||||||
Before-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | 322 | (121) | (182) | (438) | ||||
Gain (loss) activity recognized in other comprehensive loss | (361) | 296 | (448) | 272 | ||||
Total swap derivatives | (39) | 175 | (630) | (166) | ||||
Tax (Expense) or Benefit: | ||||||||
Loss (gain) reclassified to net income | (82) | 30 | 46 | 111 | ||||
Gain (loss) activity recognized in other comprehensive loss | 92 | (75) | 114 | (69) | ||||
Total swap derivatives | 10 | (45) | 160 | 42 | ||||
Net-of-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | 240 | (91) | (136) | (327) | ||||
Gain (loss) activity recognized in other comprehensive loss | (269) | 221 | (334) | 203 | ||||
Total swap derivatives | (29) | 130 | (470) | (124) | ||||
Corn Option | ||||||||
Before-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | 0 | 2,188 | (1,537) | 13,533 | ||||
Gain (loss) activity recognized in other comprehensive loss | 0 | (1,176) | 1,627 | (11,335) | ||||
Total swap derivatives | 0 | 1,012 | 90 | 2,198 | ||||
Tax (Expense) or Benefit: | ||||||||
Loss (gain) reclassified to net income | 0 | (555) | 390 | (3,437) | ||||
Gain (loss) activity recognized in other comprehensive loss | 0 | 298 | (412) | 2,879 | ||||
Total swap derivatives | 0 | (257) | (22) | (558) | ||||
Net-of-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | 0 | 1,633 | (1,147) | 10,096 | ||||
Gain (loss) activity recognized in other comprehensive loss | 0 | (878) | 1,215 | (8,456) | ||||
Total swap derivatives | 0 | 755 | 68 | 1,640 | ||||
Heating Oil Swaps And Options | ||||||||
Before-Tax Amount: | ||||||||
Gain (loss) activity recognized in other comprehensive loss | (39,221) | 34,497 | (34,081) | 36,874 | ||||
Total swap derivatives | (39,221) | 34,497 | (34,081) | 36,874 | ||||
Tax (Expense) or Benefit: | ||||||||
Gain (loss) activity recognized in other comprehensive loss | 9,962 | (8,762) | 8,657 | (9,366) | ||||
Total swap derivatives | 9,962 | (8,762) | 8,657 | (9,366) | ||||
Net-of-Tax Amount: | ||||||||
Gain (loss) activity recognized in other comprehensive loss | (29,259) | 25,735 | (25,424) | 27,508 | ||||
Total swap derivatives | (29,259) | 25,735 | (25,424) | 27,508 | ||||
Interest Rate Swap | ||||||||
Before-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | (22,072) | 0 | (21,206) | 0 | ||||
Gain (loss) activity recognized in other comprehensive loss | 24,633 | 0 | 37,609 | 0 | ||||
Total swap derivatives | 2,561 | 0 | 16,403 | 0 | ||||
Tax (Expense) or Benefit: | ||||||||
Loss (gain) reclassified to net income | 5,606 | 0 | 5,386 | 0 | ||||
Gain (loss) activity recognized in other comprehensive loss | (6,256) | 0 | (9,552) | 0 | ||||
Total swap derivatives | (650) | 0 | (4,166) | 0 | ||||
Net-of-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | (16,466) | 0 | (15,820) | 0 | ||||
Gain (loss) activity recognized in other comprehensive loss | 18,377 | 0 | 28,057 | 0 | ||||
Total swap derivatives | 1,911 | 9,606 | 720 | 0 | 12,237 | 0 | ||
Foreign Exchange Contract | ||||||||
Before-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | (11,677) | (3,619) | (23,950) | (10,970) | ||||
Gain (loss) activity recognized in other comprehensive loss | (4,124) | (209) | 30,720 | 20,122 | ||||
Total swap derivatives | (15,801) | (3,828) | 6,770 | 9,152 | ||||
Tax (Expense) or Benefit: | ||||||||
Loss (gain) reclassified to net income | 3,973 | 1,076 | 8,149 | 3,491 | ||||
Gain (loss) activity recognized in other comprehensive loss | 1,403 | 276 | (10,453) | (6,403) | ||||
Total swap derivatives | 5,376 | 1,352 | (2,304) | (2,912) | ||||
Net-of-Tax Amount: | ||||||||
Loss (gain) reclassified to net income | (7,704) | (2,543) | (15,801) | (7,479) | ||||
Gain (loss) activity recognized in other comprehensive loss | (2,721) | 67 | 20,267 | 13,719 | ||||
Total swap derivatives | $ (10,425) | $ 9,271 | $ 5,620 | $ (2,476) | $ (20,719) | $ 29,435 | $ 4,466 | $ 6,240 |
Other Comprehensive Income (Rec
Other Comprehensive Income (Reclassification out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net sales | $ 1,625,204 | $ 1,747,599 | $ 5,173,997 | $ 4,764,121 |
Cost of sales and operating expenses | 1,238,733 | 1,371,237 | 3,965,408 | 3,623,321 |
Income taxes | 15,364 | (35,215) | (52,322) | (108,631) |
Amortization of prior service cost | (1) | 5 | (1) | 16 |
Amortization of actuarial loss | 434 | 571 | 1,302 | 1,711 |
Net income attributable to Darling | 125,026 | 191,081 | 563,210 | 581,130 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net income attributable to Darling | 23,603 | 572 | 31,923 | (3,576) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total before tax | 33,427 | 1,552 | 46,875 | (2,125) |
Income taxes | (9,497) | (551) | (13,971) | (165) |
Net income attributable to Darling | 23,930 | 1,001 | 32,904 | (2,290) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Soybean Meal | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net sales | (322) | 121 | 182 | 438 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Foreign Exchange Contract | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net sales | 11,677 | 3,619 | 23,950 | 10,970 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Corn Option | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales and operating expenses | 0 | (2,188) | 1,537 | (13,533) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | Interest Rate Swap | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Foreign currency gain/(loss) | 22,072 | 0 | 21,206 | 0 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total before tax | (433) | (576) | (1,301) | (1,727) |
Income taxes | 106 | 147 | 320 | 441 |
Amortization of prior service cost | 1 | (5) | 1 | (16) |
Amortization of actuarial loss | (434) | (571) | (1,302) | (1,711) |
Net income attributable to Darling | $ (327) | $ (429) | $ (981) | $ (1,286) |
Other Comprehensive Income (S_2
Other Comprehensive Income (Schedule of AOCI) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Accumulated Other Comprehensive loss December 31, 2022, attributable to Darling, net of tax | $ (383,874) |
Other comprehensive loss before reclassifications | 81,093 |
Amounts reclassified from accumulated other comprehensive loss | (31,923) |
Net current-period other comprehensive income | 49,170 |
Noncontrolling interest | (2,291) |
Accumulated Other Comprehensive loss September 30, 2023, attributable to Darling, net of tax | (332,413) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Accumulated Other Comprehensive loss December 31, 2022, attributable to Darling, net of tax | (374,368) |
Other comprehensive loss before reclassifications | 57,312 |
Amounts reclassified from accumulated other comprehensive loss | 0 |
Net current-period other comprehensive income | 57,312 |
Noncontrolling interest | (2,291) |
Accumulated Other Comprehensive loss September 30, 2023, attributable to Darling, net of tax | (314,765) |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Accumulated Other Comprehensive loss December 31, 2022, attributable to Darling, net of tax | 7,176 |
Other comprehensive loss before reclassifications | 23,781 |
Amounts reclassified from accumulated other comprehensive loss | (32,904) |
Net current-period other comprehensive income | (9,123) |
Noncontrolling interest | 0 |
Accumulated Other Comprehensive loss September 30, 2023, attributable to Darling, net of tax | (1,947) |
Defined Benefit Pension Plans [Member] | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Accumulated Other Comprehensive loss December 31, 2022, attributable to Darling, net of tax | (16,682) |
Other comprehensive loss before reclassifications | 0 |
Amounts reclassified from accumulated other comprehensive loss | 981 |
Net current-period other comprehensive income | 981 |
Noncontrolling interest | 0 |
Accumulated Other Comprehensive loss September 30, 2023, attributable to Darling, net of tax | $ (15,701) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 9 Months Ended | |||||
Aug. 07, 2023 | May 11, 2023 | Jan. 03, 2023 | Sep. 30, 2023 | Oct. 01, 2022 | Dec. 09, 2021 | |
Class of Stock [Line Items] | ||||||
Grants in Period (in shares) | 118,208 | |||||
Grants in period (in shares) | 177,299 | |||||
Annual vesting after initial cliff | 33.33% | |||||
Performance period two | 3 years | |||||
Target percentage | 100% | |||||
Increase (decrease) in target percentage | 225% | |||||
Repurchase of common stock | $ 52,941,000 | $ 103,061,000 | ||||
Remaining authorized repurchase amount | $ 321,600,000 | |||||
Stock repurchase program, authorized amount | $ 500,000,000 | |||||
Restricted Stock Units (RSUs) | ||||||
Class of Stock [Line Items] | ||||||
Grants in period (in shares) | 1,980 | 4,432 | ||||
Performance Shares | ||||||
Class of Stock [Line Items] | ||||||
Grants in period (in shares) | 2,971 | 6,648 | ||||
Restricted Stock Units, One-time Grant | ||||||
Class of Stock [Line Items] | ||||||
Grants in period (in shares) | 44,304 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) plan | Oct. 01, 2022 USD ($) | Sep. 30, 2023 USD ($) plan | Oct. 01, 2022 USD ($) | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Amount Company expects to contribute to its pension plans | $ 3,600 | $ 3,600 | ||
Payment for pension benefits | $ 2,300 | $ 4,100 | ||
Defined Benefit Plan, Additional Information [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, Withdrawal Obligation | plan | 4 | 4 | ||
Accrued liability representing the present value of scheduled withdrawal liability payments for under-funded multi-employer plan | $ 6,600 | $ 6,600 | ||
Additional Liability, Defined Benefit Pension Plan | 2,800 | $ 2,800 | ||
Maximum [Member] | ||||
Defined Benefit Plan, Additional Information [Abstract] | ||||
Multiemployer Plan, Contributions To Individual Plan, Percent | 5% | |||
Pension Plan, Defined Benefit [Member] | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | 683 | $ 765 | $ 2,041 | 2,391 |
Interest cost | 1,964 | 1,302 | 5,881 | 3,934 |
Expected return on plan assets | (1,805) | (2,145) | (5,413) | (6,466) |
Amortization of prior service cost | (1) | 5 | (1) | 16 |
Amortization of actuarial loss | 434 | 571 | 1,302 | 1,711 |
Net pension cost | $ 1,275 | $ 498 | $ 3,810 | $ 1,586 |
Derivatives (Forward Contracts
Derivatives (Forward Contracts Not Designated as Hedging Instruments) (Details) - Sep. 30, 2023 - Not Designated as Hedging Instrument [Member] € in Thousands, ¥ in Thousands, ¥ in Thousands, £ in Thousands, zł in Thousands, R$ in Thousands, $ in Thousands, $ in Thousands, $ in Thousands | USD ($) | EUR (€) | BRL (R$) | PLN (zł) | JPY (¥) | CNY (¥) | AUD ($) | GBP (£) | CAD ($) |
BRI/EUR 1 [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | R$ | R$ 154113 | ||||||||
BRI/EUR 1 [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | € 28,202 | ||||||||
BRI/USD [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | R$ | R$ 3152853 | ||||||||
BRI/USD [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | $ 768,550 | ||||||||
EUR/USD [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 49,053 | ||||||||
EUR/USD [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | 52,542 | ||||||||
EUR/PLN [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 36,246 | ||||||||
EUR/PLN [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | zł | zł 165,500 | ||||||||
EUR/JPN [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 14,300 | ||||||||
EUR/JPN [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | ¥ | ¥ 2,241,486 | ||||||||
EUR/CNY [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 25,240 | ||||||||
EUR/CNY [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | ¥ | ¥ 196,576 | ||||||||
EUR/AUD [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | 19,001 | $ 174 | |||||||
EUR/AUD [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | 105 | 31,860 | |||||||
EUR/GBP [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 5,997 | ||||||||
EUR/GBP [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | £ | £ 5,213 | ||||||||
EUR/CAD | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 104 | ||||||||
EUR/CAD | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | $ 150 | ||||||||
PLN/EUR [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | zł | 34,443 | ||||||||
PLN/EUR [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 7,497 | ||||||||
JPN/USD [Member] | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | ¥ | 242,161 | ||||||||
JPN/USD [Member] | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | 1,716 | ||||||||
USD/JPN | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | 440 | ||||||||
USD/JPN | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | ¥ | ¥ 65,000 | ||||||||
PLN/USD | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | zł | zł 678 | ||||||||
PLN/USD | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | 157 | ||||||||
USD/AUD | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | $ 164 | ||||||||
USD/AUD | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | 105 | ||||||||
GBP/USD | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | £ | 231 | ||||||||
GBP/USD | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | 282 | ||||||||
USD/EUR | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | $ | $ 562,340 | ||||||||
USD/EUR | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | 519,182 | ||||||||
GBP/EUR | Short [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | £ | £ 159 | ||||||||
GBP/EUR | Long [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative notional amount | € | € 183 |
Derivatives (Narrative) (Detail
Derivatives (Narrative) (Details) € in Millions | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2023 USD ($) | Jul. 01, 2023 USD ($) | Apr. 01, 2023 USD ($) | Oct. 01, 2022 USD ($) | Jul. 02, 2022 USD ($) | Apr. 02, 2022 USD ($) | Sep. 30, 2023 USD ($) | Oct. 01, 2022 USD ($) | Sep. 30, 2023 EUR (€) | Dec. 31, 2022 USD ($) | |
Derivative [Line Items] | ||||||||||
Net income | $ 128,081,000 | $ 255,197,000 | $ 189,855,000 | $ 192,301,000 | $ 204,829,000 | $ 190,731,000 | $ 573,133,000 | $ 587,861,000 | ||
Commodity Contract | ||||||||||
Derivative [Line Items] | ||||||||||
Forward purchase amount | 199,700,000 | 199,700,000 | ||||||||
Cash Flow Hedging [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Cash flow hedge gain (loss) to be reclassified within 12 months | 18,600,000 | |||||||||
Net income | 0 | |||||||||
Designated as Hedging Instrument [Member] | Interest Rate Swap | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative notional amount | $ 900,000,000 | $ 900,000,000 | ||||||||
Weighted Average Derivative Pay Rate | 0.04007 | 0.04007 | 0.04007 | |||||||
Designated as Hedging Instrument [Member] | Cross Currency Interest Rate Contract | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative notional amount | € | € 519.2 | |||||||||
Derivative Pay Rate | 0.046 | 0.046 | 0.046 | |||||||
Weighted Average Derivative Receive Rate | 0.05799 | 0.05799 | 0.05799 | |||||||
Designated as Hedging Instrument [Member] | Other Current Assets [Member] | Foreign Exchange Contract | ||||||||||
Derivative [Line Items] | ||||||||||
Asset Derivatives Fair Value | $ 17,200,000 | $ 17,200,000 | $ 13,800,000 | |||||||
Designated as Hedging Instrument [Member] | Other Current Assets [Member] | Corn Option | ||||||||||
Derivative [Line Items] | ||||||||||
Asset Derivatives Fair Value | 0 | 0 | 900,000 | |||||||
Designated as Hedging Instrument [Member] | Other Current Assets [Member] | Soybean Meal | ||||||||||
Derivative [Line Items] | ||||||||||
Asset Derivatives Fair Value | 100,000 | 100,000 | $ 600,000 | |||||||
Designated as Hedging Instrument [Member] | Other Noncurrent Assets | Interest Rate Swap | ||||||||||
Derivative [Line Items] | ||||||||||
Asset Derivatives Fair Value | 16,400,000 | 16,400,000 | ||||||||
Designated as Hedging Instrument [Member] | Other Noncurrent Liabilities | Cross Currency Interest Rate Contract | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative Liability, Subject to Master Netting Arrangement, before Offset | $ 12,900,000 | $ 12,900,000 |
Derivatives Derivative Effect o
Derivatives Derivative Effect of Derivatives Not Designated As Hedges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Not Designated as Hedging Instrument [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 1,756 | $ 3,416 | $ (5,504) | $ 45,337 |
Foreign Exchange Contract | Foreign Currency Gain (Loss) [Member] | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Foreign currency gain/(loss) | Foreign currency gain/(loss) | Foreign currency gain/(loss) | Foreign currency gain/(loss) |
Foreign Exchange Contract | Sales [Member] | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Net sales | Net sales | Net sales | Net sales |
Foreign Exchange Contract | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of sales and operating expenses | Cost of sales and operating expenses | Cost of sales and operating expenses | Cost of sales and operating expenses |
Foreign Exchange Contract | Selling, General and Administrative Expenses [Member] | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Selling, general and administrative expenses | Selling, general and administrative expenses | Selling, general and administrative expenses | Selling, general and administrative expenses |
Foreign Exchange Contract | Not Designated as Hedging Instrument [Member] | Foreign Currency Gain (Loss) [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ (237) | $ (3,092) | $ (1,473) | $ 39,400 |
Foreign Exchange Contract | Not Designated as Hedging Instrument [Member] | Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | 709 | 5,348 | (268) | 6,238 |
Foreign Exchange Contract | Not Designated as Hedging Instrument [Member] | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | (329) | (597) | (449) | (1,355) |
Foreign Exchange Contract | Not Designated as Hedging Instrument [Member] | Selling, General and Administrative Expenses [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 1,096 | $ 106 | $ (2,962) | $ (2,481) |
Corn options and futures [Member] | Sales [Member] | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Net sales | Net sales | Net sales | Net sales |
Corn options and futures [Member] | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of sales and operating expenses | Cost of sales and operating expenses | Cost of sales and operating expenses | Cost of sales and operating expenses |
Corn options and futures [Member] | Not Designated as Hedging Instrument [Member] | Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 373 | $ (875) | $ 1,755 | $ (2,160) |
Corn options and futures [Member] | Not Designated as Hedging Instrument [Member] | Cost of Sales [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ (35) | $ 2,526 | $ (2,643) | $ 5,695 |
Heating Oil Swaps And Options | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Selling, general and administrative expenses | Selling, general and administrative expenses | Selling, general and administrative expenses | Selling, general and administrative expenses |
Heating Oil Swaps And Options | Not Designated as Hedging Instrument [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 0 | $ 0 | $ 49 | $ 0 |
Soybean Meal | ||||
Derivative [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Net sales | Net sales | Net sales | Net sales |
Soybean Meal | Not Designated as Hedging Instrument [Member] | ||||
Derivative [Line Items] | ||||
Loss or (Gain) Recognized in Income on Derivatives Not Designated as Hedges | $ 179 | $ 0 | $ 487 | $ 0 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative instruments | $ 48,665 | $ 20,324 |
Total Assets | 48,665 | 20,324 |
Derivative instruments | 5,086 | 5,406 |
Less contingent consideration | 78,570 | 169,903 |
Total Liabilities | 4,295,206 | 3,390,180 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
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 |
Less contingent consideration | 0 | 0 |
Total Liabilities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative instruments | 48,665 | 20,324 |
Total Assets | 48,665 | 20,324 |
Derivative instruments | 5,086 | 5,406 |
Less contingent consideration | 0 | 0 |
Total Liabilities | 4,216,636 | 3,220,277 |
Significant Unobservable Inputs (Level 3) | ||
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 |
Less contingent consideration | 78,570 | 169,903 |
Total Liabilities | 78,570 | 169,903 |
Term Loan B Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 200,125 | 199,000 |
Term Loan B Facility | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term Loan B Facility | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 200,125 | 199,000 |
Term Loan B Facility | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Revolving Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 395,523 | 133,003 |
Revolving Credit Facility | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Revolving Credit Facility | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 395,523 | 133,003 |
Revolving Credit Facility | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term A-2 Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 481,953 | 488,813 |
Term A-2 Facility | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term A-2 Facility | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 481,953 | 488,813 |
Term A-2 Facility | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term A-1 Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 398,000 | 398,000 |
Term A-1 Facility | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term A-1 Facility | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 398,000 | 398,000 |
Term A-1 Facility | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Term A-3 Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 298,500 | |
Term A-3 Facility | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | |
Term A-3 Facility | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 298,500 | |
Term A-3 Facility | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | |
Term A-4 Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 491,281 | |
Term A-4 Facility | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | |
Term A-4 Facility | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 491,281 | |
Term A-4 Facility | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | |
Senior Notes 5.25% Due 2027 | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 476,250 | 485,700 |
Senior Notes 5.25% Due 2027 | Senior Notes | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 5.25% Due 2027 | Senior Notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 476,250 | 485,700 |
Senior Notes 5.25% Due 2027 | Senior Notes | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 3.625% Due 2026 | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 524,918 | 533,155 |
Senior Notes 3.625% Due 2026 | Senior Notes | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 3.625% Due 2026 | Senior Notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 524,918 | 533,155 |
Senior Notes 3.625% Due 2026 | Senior Notes | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 6% Due 2030 | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 945,000 | 977,200 |
Senior Notes 6% Due 2030 | Senior Notes | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 0 | 0 |
Senior Notes 6% Due 2030 | Senior Notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | 945,000 | 977,200 |
Senior Notes 6% Due 2030 | Senior Notes | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Senior Notes | $ 0 | $ 0 |
Fair Value Measurement (Conting
Fair Value Measurement (Contingent Consideration) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jul. 01, 2023 | Sep. 30, 2023 | |
Revision of Prior Period, Error Correction, Adjustment | FASA Group | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Out-of-period correction | $ (85,144) | |
Contingent Consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance as of December 31, 2022 | $ 169,903 | |
Total included in earnings during period | (11,002) | |
Exchange rate changes | 4,813 | |
Balance as of September 30, 2023 | $ 78,570 |
Restructuring and Asset Impai_2
Restructuring and Asset Impairment Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and asset impairment charges | $ 0 | $ 0 | $ 5,420 | $ 8,557 |
Food Ingredients | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and asset impairment charges | 5,328 | 0 | ||
Feed Ingredients | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and asset impairment charges | $ 92 | $ 8,557 | ||
Employee Severance | Food Ingredients | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and asset impairment charges | 5,300 | |||
Employee Severance | Feed Ingredients | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and asset impairment charges | $ 100 |
Contingencies (Details)
Contingencies (Details) $ in Millions | 1 Months Ended | 3 Months Ended | |||||
Jun. 30, 2018 Party | Oct. 31, 2022 USD ($) | Sep. 30, 2021 USD ($) mi | Nov. 30, 2019 USD ($) | Mar. 31, 2016 Party mi | Sep. 30, 2023 USD ($) contaminate | Dec. 31, 2022 USD ($) | |
Loss Contingencies [Line Items] | |||||||
Area of land | mi | 9 | 8.3 | |||||
Number of parties | Party | 100 | 100 | |||||
Loss related to litigation settlement | $ 0.6 | ||||||
Number of contaminants | contaminate | 8 | ||||||
Insurance Environmental and Litigation Matters [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Reserves for insurance, environmental and litigation contingencies | $ 90 | $ 92.1 | |||||
Insurance settlements receivable | 36 | $ 36 | |||||
Pending Litigation [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Number of parties | Party | 40 | ||||||
Plant, One [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Loss related to litigation settlement | 0.3 | ||||||
Plant, Two [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Loss related to litigation settlement | $ 0.3 | ||||||
Lower Passaic River Area | |||||||
Loss Contingencies [Line Items] | |||||||
Estimate of possible loss | $ 441 | 1,380 | |||||
Loss Contingency, Damages Paid, Value | $ 0.3 | ||||||
Lower Passaic River Area | Pending Litigation [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Estimate of possible loss | $ 165 |
Business Segments (Narrative) (
Business Segments (Narrative) (Details) | Sep. 30, 2023 segment |
Segment Reporting [Abstract] | |
Number of Business Segments | 3 |
Business Segments (Details)
Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | Dec. 31, 2022 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | $ 1,625,204 | $ 1,747,599 | $ 5,173,997 | $ 4,764,121 | |
Cost of sales and operating expenses | 1,238,733 | 1,371,237 | 3,965,408 | 3,623,321 | |
Loss/(gain) on sale of assets | (929) | 3,116 | (861) | 4,560 | |
Selling, general and administrative expenses | 137,697 | 105,080 | 409,914 | 314,888 | |
Restructuring and asset impairment charges | 0 | 0 | 5,420 | 8,557 | |
Acquisition and integration costs | 3,430 | 4,503 | 12,158 | 13,634 | |
Change in fair value of contingent consideration | (5,559) | 0 | (13,058) | 0 | |
Depreciation and amortization | 125,994 | 104,978 | 364,086 | 277,337 | |
Equity in net income of Diamond Green Diesel | 54,389 | 103,414 | 361,690 | 248,898 | |
Operating income | 178,369 | 268,331 | 790,898 | 779,842 | |
Equity in net income of other unconsolidated subsidiaries | 1,534 | 2,301 | 3,503 | 5,933 | |
Total other expense | (67,186) | (43,116) | (168,946) | (89,283) | |
Income before income taxes | 112,717 | 227,516 | 625,455 | 696,492 | |
Segment Assets | 10,810,337 | 10,810,337 | $ 9,202,370 | ||
Feed Ingredients | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 1,047,796 | 1,273,142 | 3,426,950 | 3,322,927 | |
Cost of sales and operating expenses | 804,312 | 1,012,899 | 2,630,797 | 2,522,728 | |
Gross Margin | 243,484 | 260,243 | 796,153 | 800,199 | |
Loss/(gain) on sale of assets | 833 | (2,290) | 813 | (3,595) | |
Selling, general and administrative expenses | 80,985 | 63,973 | 233,082 | 185,045 | |
Restructuring and asset impairment charges | 92 | 8,557 | |||
Acquisition and integration costs | 0 | 0 | 0 | 0 | |
Change in fair value of contingent consideration | (5,559) | (13,058) | |||
Depreciation and amortization | 88,954 | 80,679 | 261,849 | 203,967 | |
Equity in net income of Diamond Green Diesel | 0 | 0 | 0 | 0 | |
Operating income | 78,271 | 117,881 | 313,375 | 406,225 | |
Equity in net income of other unconsolidated subsidiaries | 1,534 | 2,301 | 3,503 | 5,933 | |
Segment income/(loss) | 79,805 | 120,182 | 316,878 | 412,158 | |
Segment Assets | 4,690,902 | 4,690,902 | 4,866,351 | ||
Food Ingredients | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 455,744 | 347,902 | 1,328,229 | 1,071,897 | |
Cost of sales and operating expenses | 338,208 | 256,557 | 999,418 | 807,833 | |
Gross Margin | 117,536 | 91,345 | 328,811 | 264,064 | |
Loss/(gain) on sale of assets | 117 | (809) | 99 | (891) | |
Selling, general and administrative expenses | 31,463 | 23,909 | 98,269 | 73,608 | |
Restructuring and asset impairment charges | 5,328 | 0 | |||
Acquisition and integration costs | 0 | 0 | 0 | 0 | |
Change in fair value of contingent consideration | 0 | 0 | |||
Depreciation and amortization | 25,418 | 14,408 | 68,336 | 44,307 | |
Equity in net income of Diamond Green Diesel | 0 | 0 | 0 | 0 | |
Operating income | 60,538 | 53,837 | 156,779 | 147,040 | |
Equity in net income of other unconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Segment income/(loss) | 60,538 | 53,837 | 156,779 | 147,040 | |
Segment Assets | 2,617,325 | 2,617,325 | 1,251,473 | ||
Fuel Ingredients | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 121,664 | 126,555 | 418,818 | 369,297 | |
Cost of sales and operating expenses | 96,213 | 101,781 | 335,193 | 292,760 | |
Gross Margin | 25,451 | 24,774 | 83,625 | 76,537 | |
Loss/(gain) on sale of assets | (21) | (17) | (51) | (74) | |
Selling, general and administrative expenses | 5,666 | 1,724 | 16,829 | 9,921 | |
Restructuring and asset impairment charges | 0 | 0 | |||
Acquisition and integration costs | 0 | 0 | 0 | 0 | |
Change in fair value of contingent consideration | 0 | 0 | |||
Depreciation and amortization | 9,026 | 7,284 | 25,986 | 20,894 | |
Equity in net income of Diamond Green Diesel | 54,389 | 103,414 | 361,690 | 248,898 | |
Operating income | 65,169 | 119,197 | 402,551 | 294,694 | |
Equity in net income of other unconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Segment income/(loss) | 65,169 | 119,197 | 402,551 | 294,694 | |
Segment Assets | 2,491,075 | 2,491,075 | 2,307,199 | ||
Corporate | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 0 | 0 | 0 | 0 | |
Cost of sales and operating expenses | 0 | 0 | 0 | 0 | |
Gross Margin | 0 | 0 | 0 | 0 | |
Loss/(gain) on sale of assets | 0 | 0 | 0 | 0 | |
Selling, general and administrative expenses | 19,583 | 15,474 | 61,734 | 46,314 | |
Restructuring and asset impairment charges | 0 | 0 | |||
Acquisition and integration costs | 3,430 | 4,503 | 12,158 | 13,634 | |
Change in fair value of contingent consideration | 0 | 0 | |||
Depreciation and amortization | 2,596 | 2,607 | 7,915 | 8,169 | |
Equity in net income of Diamond Green Diesel | 0 | 0 | 0 | 0 | |
Operating income | (25,609) | (22,584) | (81,807) | (68,117) | |
Equity in net income of other unconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Segment income/(loss) | (25,609) | (22,584) | (81,807) | (68,117) | |
Segment Assets | 1,011,035 | 1,011,035 | 777,347 | ||
Total | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Net sales | 1,625,204 | 1,747,599 | 5,173,997 | 4,764,121 | |
Cost of sales and operating expenses | 1,238,733 | 1,371,237 | 3,965,408 | 3,623,321 | |
Gross Margin | 386,471 | 376,362 | 1,208,589 | 1,140,800 | |
Loss/(gain) on sale of assets | 929 | (3,116) | 861 | (4,560) | |
Selling, general and administrative expenses | 137,697 | 105,080 | 409,914 | 314,888 | |
Restructuring and asset impairment charges | 5,420 | 8,557 | |||
Acquisition and integration costs | 3,430 | 4,503 | 12,158 | 13,634 | |
Change in fair value of contingent consideration | (5,559) | (13,058) | |||
Depreciation and amortization | 125,994 | 104,978 | 364,086 | 277,337 | |
Equity in net income of Diamond Green Diesel | 54,389 | 103,414 | 361,690 | 248,898 | |
Operating income | 178,369 | 268,331 | 790,898 | 779,842 | |
Equity in net income of other unconsolidated subsidiaries | 1,534 | 2,301 | 3,503 | 5,933 | |
Segment income/(loss) | 179,903 | $ 270,632 | 794,401 | $ 785,775 | |
Segment Assets | $ 10,810,337 | $ 10,810,337 | $ 9,202,370 |
Revenue Disaggregation of Reven
Revenue Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 01, 2022 | Sep. 30, 2023 | Oct. 01, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 1,625,204 | $ 1,747,599 | $ 5,173,997 | $ 4,764,121 |
Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,047,796 | 1,273,142 | 3,426,950 | 3,322,927 |
Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 455,744 | 347,902 | 1,328,229 | 1,071,897 |
Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 121,664 | 126,555 | 418,818 | 369,297 |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 995,087 | 1,188,993 | 3,167,683 | 3,148,356 |
North America | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 872,493 | 1,098,417 | 2,844,350 | 2,882,499 |
North America | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 122,594 | 90,576 | 323,333 | 265,857 |
North America | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 401,839 | 410,839 | 1,322,775 | 1,269,166 |
Europe | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 86,007 | 114,646 | 292,323 | 361,356 |
Europe | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 194,168 | 169,638 | 611,634 | 538,513 |
Europe | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 121,664 | 126,555 | 418,818 | 369,297 |
China | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 78,873 | 71,508 | 239,161 | 215,709 |
China | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 9,748 | 6,291 | 21,251 | 19,859 |
China | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 69,125 | 65,217 | 217,910 | 195,850 |
China | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
South America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 127,440 | 59,468 | 376,549 | 80,832 |
South America | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 75,801 | 50,679 | 259,633 | 50,679 |
South America | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 51,639 | 8,789 | 116,916 | 30,153 |
South America | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 21,965 | 16,791 | 67,829 | 50,058 |
Other | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 3,747 | 3,109 | 9,393 | 8,534 |
Other | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 18,218 | 13,682 | 58,436 | 41,524 |
Other | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Fats | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 456,098 | 590,910 | 1,434,898 | 1,563,660 |
Fats | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 417,856 | 543,333 | 1,313,461 | 1,410,641 |
Fats | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 38,242 | 47,577 | 121,437 | 153,019 |
Fats | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Used cooking oil | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 103,135 | 163,523 | 387,103 | 411,156 |
Used cooking oil | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 103,135 | 163,523 | 387,103 | 411,156 |
Used cooking oil | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Used cooking oil | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Proteins | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 405,411 | 413,759 | 1,288,514 | 1,035,071 |
Proteins | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 405,411 | 413,759 | 1,288,514 | 1,035,071 |
Proteins | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Proteins | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Bakery | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 63,192 | 84,835 | 205,388 | 252,939 |
Bakery | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 63,192 | 84,835 | 205,388 | 252,939 |
Bakery | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Bakery | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Other rendering | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 42,659 | 51,117 | 182,738 | 172,784 |
Other rendering | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 42,659 | 51,117 | 182,738 | 172,784 |
Other rendering | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Other rendering | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Food ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 390,695 | 269,928 | 1,122,143 | 820,879 |
Food ingredients | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Food ingredients | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 390,695 | 269,928 | 1,122,143 | 820,879 |
Food ingredients | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Bioenergy | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 121,664 | 126,555 | 418,818 | 369,297 |
Bioenergy | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Bioenergy | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Bioenergy | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 121,664 | 126,555 | 418,818 | 369,297 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 42,350 | 46,972 | 134,395 | 138,335 |
Other | Feed Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 15,543 | 16,575 | 49,746 | 40,336 |
Other | Food Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 26,807 | 30,397 | 84,649 | 97,999 |
Other | Fuel Ingredients | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 0 | $ 0 | $ 0 | $ 0 |
Revenue Revenue from Long-term
Revenue Revenue from Long-term Performance Obligations, Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognized | $ 133.7 |
Revenue Revenue from Long-ter_2
Revenue Revenue from Long-term Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-03-29 $ in Millions | Sep. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Expected timing of satisfaction | 4 years |
Remaining performance obligation | $ 803.7 |
Related Party Transactions (Det
Related Party Transactions (Details) | 3 Months Ended | 9 Months Ended | ||||||||
Jun. 15, 2023 USD ($) | Apr. 01, 2021 USD ($) agreement | Mar. 30, 2019 | Sep. 30, 2023 USD ($) | Oct. 01, 2022 USD ($) | Sep. 30, 2023 USD ($) | Oct. 01, 2022 USD ($) | Dec. 31, 2022 USD ($) | Feb. 29, 2020 USD ($) agreement | May 01, 2019 USD ($) | |
Related Party Transaction [Line Items] | ||||||||||
Accounts receivable, less allowance for bad debts of $17,525 at September 30, 2023 and $11,889 at December 31, 2022 | $ 735,582,000 | $ 735,582,000 | $ 676,573,000 | |||||||
IMTT Terminaling Agreements | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number Of Terminaling Agreements | agreement | 2 | |||||||||
Related Party, Unrecorded Unconditional Guarantee | $ 50,000,000 | |||||||||
GTL Terminaling Agreements | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number Of Terminaling Agreements | agreement | 2 | |||||||||
Related Party, Unrecorded Unconditional Guarantee | $ 160,000,000 | |||||||||
Related Party, Initial Agreement Term | 20 years | |||||||||
Diamond Green Diesel Holdings LLC Joint Venture [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related Party Sales Eliminated | 73,800,000 | $ 31,100,000 | ||||||||
Deferred Revenue, Additions | 17,500,000 | 7,600,000 | ||||||||
Accounts receivable, less allowance for bad debts of $17,525 at September 30, 2023 and $11,889 at December 31, 2022 | 79,100,000 | 79,100,000 | 116,900,000 | |||||||
Revenues | 276,600,000 | $ 287,400,000 | 940,200,000 | 797,500,000 | ||||||
Revolving Loan Agreement [Member] | Revolving Credit Facility | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Revolving Loan Agreement, Maximum Borrowing Capacity | $ 200,000,000 | $ 50,000,000 | ||||||||
Revolving Loan Agreement, Fair Value of Amount Outstanding | 0 | 0 | $ 25,000,000 | |||||||
Line Of Credit Facility, Amount Borrowed | 50,000,000 | |||||||||
Interest Expense, Long-term Debt | 0 | $ 100,000 | $ 600,000 | $ 500,000 | ||||||
Revolving Loan Agreement [Member] | Lender One [Member] | Revolving Credit Facility | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Revolving Loan Agreement, Maximum Borrowing Capacity | $ 100,000,000 | $ 25,000,000 | ||||||||
Line Of Credit Facility, Amount Borrowed | $ 25,000,000 | |||||||||
LIBOR Rate [Member] | Revolving Loan Agreement [Member] | Revolving Credit Facility | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Basis spread on variable rate | 2.50% | |||||||||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Revolving Loan Agreement [Member] | Revolving Credit Facility | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Basis spread on variable rate | 2.50% |
Nonmonetary Transactions (Detai
Nonmonetary Transactions (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Oct. 01, 2022 | |
Nonmonetary Transactions [Abstract] | ||
Change in accrued capital expenditures | $ (248) | $ 1,484 |
Interest, net of capitalized interest | 167,050 | 43,508 |
Income taxes, net of refunds | 127,729 | 88,927 |
Operating lease right of use asset obtained in exchange for new lease liabilities | 67,634 | 53,362 |
Debt issued for assets | $ 750 | $ 1,005 |