Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 29, 2018 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | DEAN FOODS CO | ||
Trading Symbol | DF | ||
Entity Central Index Key | 931,336 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 91,448,892 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 629 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 24,176 | $ 16,512 |
Receivables, net of allowances of $5,994 and $5,583 | 589,263 | 675,826 |
Income tax receivable | 4,220 | 2,140 |
Inventories | 255,484 | 278,063 |
Prepaid expenses and other current assets | 30,665 | 47,338 |
Assets held for sale | 8,472 | 0 |
Total current assets | 912,280 | 1,019,879 |
Property, plant and equipment, net | 1,006,182 | 1,094,064 |
Goodwill | 0 | 167,535 |
Identifiable intangible and other assets, net | 197,512 | 211,620 |
Deferred income taxes | 2,518 | 10,731 |
Total | 2,118,492 | 2,503,829 |
Current liabilities: | ||
Accounts payable and accrued expenses | 699,661 | 671,070 |
Current portion of debt | 1,174 | 1,125 |
Total current liabilities | 700,835 | 672,195 |
Long-term debt, net | 905,170 | 912,074 |
Deferred income taxes | 13,707 | 60,018 |
Other long-term liabilities | 184,048 | 203,595 |
Commitments and contingencies (Note 19) | ||
Stockholders’ equity: | ||
Preferred stock, none issued | 0 | 0 |
Common stock, 91,438,768 and 91,123,759 shares issued and outstanding, with a par value of $0.01 per share | 914 | 911 |
Additional paid-in capital | 661,630 | 659,227 |
Retained earnings (accumulated deficit) | (260,977) | 74,219 |
Accumulated other comprehensive loss | (98,607) | (78,410) |
Total Dean Foods Company stockholders’ equity | 302,960 | 655,947 |
Non-controlling interest | 11,772 | 0 |
Total stockholders’ equity | 314,732 | 655,947 |
Total | $ 2,118,492 | $ 2,503,829 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 5,994 | $ 5,583 |
Preferred stock issued (shares) | 0 | 0 |
Common stock issued (shares) | 91,438,768 | 91,123,759 |
Common stock outstanding (shares) | 91,438,768 | 91,123,759 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Net sales | $ 7,755,283 | $ 7,795,025 | $ 7,710,226 |
Cost of sales | 6,100,005 | 5,976,958 | 5,722,112 |
Gross profit | 1,655,278 | 1,818,067 | 1,988,114 |
Operating costs and expenses: | |||
Selling and distribution | 1,403,178 | 1,346,417 | 1,347,847 |
General and administrative | 277,659 | 307,793 | 342,565 |
Amortization of intangibles | 20,456 | 20,710 | 20,752 |
Facility closing and reorganization costs, net | 74,992 | 24,913 | 8,719 |
Impairment of goodwill and long-lived assets | 204,414 | 30,668 | 0 |
Other operating income | (2,289) | 0 | 0 |
Equity in (earnings) loss of unconsolidated affiliate | (7,939) | 0 | 0 |
Total operating costs and expenses | 1,970,471 | 1,730,501 | 1,719,883 |
Operating income (loss) | (315,193) | 87,566 | 268,231 |
Other (income) expense: | |||
Interest expense | 56,443 | 64,961 | 66,795 |
Other (income) expense, net | 2,877 | 1,362 | (1,215) |
Total other expense | 59,320 | 66,323 | 65,580 |
Income (loss) before income taxes | (374,513) | 21,243 | 202,651 |
Income tax expense (benefit) | (42,283) | (26,179) | 82,034 |
Income (loss) from continuing operations | (332,230) | 47,422 | 120,617 |
Income (loss) from discontinued operations, net of tax | 0 | 11,291 | (312) |
Gain (loss) on sale of discontinued operations, net of tax | 4,872 | 2,875 | (376) |
Net income (loss) | (327,358) | 61,588 | 119,929 |
Net loss attributable to non-controlling interest | 458 | 0 | 0 |
Net income (loss) attributable to Dean Foods Company | $ (326,900) | $ 61,588 | $ 119,929 |
Average common shares: | |||
Basic (shares) | 91,327,846 | 90,899,284 | 90,933,886 |
Diluted (shares) | 91,327,846 | 91,273,994 | 91,510,483 |
Basic income (loss) per common share: | |||
Income from continuing operations attributable to Dean Foods Company (USD per share) | $ (3.63) | $ 0.52 | $ 1.33 |
Income (loss) from discontinued operations attributable to Dean Foods Company (USD per share) | 0.05 | 0.16 | (0.01) |
Net income (loss) (USD per share) | (3.58) | 0.68 | 1.32 |
Diluted income (loss) per common share: | |||
Income (loss) from continuing operations attributable to Dean Foods Company (USD per share) | (3.63) | 0.52 | 1.32 |
Income (loss) from discontinued operations attributable to Dean Foods Company (USD per share) | 0.05 | 0.15 | (0.01) |
Net income attributable to Dean Foods Company (USD per share) | $ (3.58) | $ 0.67 | $ 1.31 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (327,358) | $ 61,588 | $ 119,929 |
Other comprehensive income (loss): | |||
Cumulative translation adjustment | 0 | 0 | (2,257) |
Defined benefit pension and other postretirement benefit plans, net of tax: | |||
Prior service costs arising during the period | 0 | (819) | 0 |
Net gain (loss) arising during the period | (9,971) | 4,958 | (8,452) |
Less: amortization of prior service cost included in net periodic benefit cost | 6,621 | 7,084 | 6,879 |
Other comprehensive income (loss) | (3,350) | 11,223 | (3,830) |
Comprehensive income (loss) | (330,708) | 72,811 | 116,099 |
Comprehensive loss attributable to non-controlling interest | 458 | 0 | 0 |
Comprehensive income (loss) attributable to Dean Foods Company | $ (330,250) | $ 72,811 | $ 116,099 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Non-controlling interest | |
Balance at beginning of period (shares) at Dec. 31, 2015 | 91,428,274 | ||||||
Balance at beginning of period at Dec. 31, 2015 | $ 545,504 | $ 914 | $ 679,916 | $ (49,523) | $ (85,803) | $ 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock, net of tax impact of share-based compensation (shares) | 529,652 | ||||||
Issuance of common stock, net of tax impact of share-based compensation | (1,748) | $ 6 | (1,754) | ||||
Share-based compensation expense | 8,843 | 8,843 | |||||
Share repurchases (shares) | (1,371,185) | ||||||
Share repurchases | (25,000) | $ (14) | (24,986) | ||||
Net income (loss) | 119,929 | 119,929 | |||||
Net loss attributable to non-controlling interest | 0 | ||||||
Dividends | [1] | (33,142) | (8,390) | (24,752) | |||
Other comprehensive income (loss) | (3,830) | (3,830) | |||||
Balance at end of period (shares) at Dec. 31, 2016 | 90,586,741 | ||||||
Balance at end of period at Dec. 31, 2016 | 610,556 | $ 906 | 653,629 | 45,654 | (89,633) | 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock, net of tax impact of share-based compensation (shares) | 537,018 | ||||||
Issuance of common stock, net of tax impact of share-based compensation | 186 | $ 5 | 181 | ||||
Share-based compensation expense | 5,417 | 5,417 | |||||
Share repurchases (shares) | 0 | ||||||
Net income (loss) | 61,588 | 61,588 | |||||
Net loss attributable to non-controlling interest | 0 | ||||||
Dividends | [1] | (33,023) | 0 | (33,023) | |||
Other comprehensive income (loss) | $ 11,223 | 11,223 | |||||
Balance at end of period (shares) at Dec. 31, 2017 | 91,123,759 | 91,123,759 | |||||
Balance at end of period at Dec. 31, 2017 | $ 655,947 | $ 911 | 659,227 | 74,219 | (78,410) | 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock, net of tax impact of share-based compensation (shares) | 315,009 | ||||||
Issuance of common stock, net of tax impact of share-based compensation | 315 | $ 3 | 312 | ||||
Share-based compensation expense | 4,867 | 4,867 | |||||
Reclassification of stranded tax effects related to the Tax Act | [2] | 16,847 | (16,847) | ||||
Share repurchases (shares) | 0 | ||||||
Net income (loss) | (326,900) | (326,900) | |||||
Fair value of non-controlling interest acquired | 11,752 | 11,752 | |||||
Net loss attributable to non-controlling interest | (458) | (458) | |||||
Issuance of subsidiary's common stock | 444 | (34) | 478 | ||||
Dividends | [1] | (27,885) | (2,742) | (25,143) | |||
Other comprehensive income (loss) | $ (3,350) | (3,350) | |||||
Balance at end of period (shares) at Dec. 31, 2018 | 91,438,768 | 91,438,768 | |||||
Balance at end of period at Dec. 31, 2018 | $ 314,732 | $ 914 | $ 661,630 | $ (260,977) | $ (98,607) | $ 11,772 | |
[1] | Cash dividends declared per common share were $0.30, $0.36 and $0.36 in the years ended December 31, 2018, 2017 and 2016, respectively. In February 2019, our Board of Directors reviewed the Company's dividend policy and determined that it would be in the best interest of the stockholders to suspend dividend payments. | ||||||
[2] | Refer to Note 1 - Recently Adopted Accounting Pronouncements within our Notes to Consolidated Financial Statements for additional details on the adoption of ASU No. 2018-02 during the first quarter of 2018. |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Stockholders' Equity [Abstract] | |||
Cash dividends declared per common share (USD per share) | $ 0.30 | $ 0.36 | $ 0.36 |
Pension liability adjustment, tax benefit (expense) | $ 994 | $ (5,676) | $ 678 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (327,358) | $ 61,588 | $ 119,929 |
(Income) loss from discontinued operations, net of tax | 0 | (11,291) | 312 |
(Gain) loss on sale of discontinued operations, net of tax | (4,872) | (2,875) | 376 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 156,027 | 170,640 | 178,385 |
Share-based compensation expense | 7,895 | 11,021 | 29,830 |
Non-cash facility closing and reorganization costs, net | 39,575 | 4,031 | 1,265 |
Impairment of goodwill and long-lived assets | 204,414 | 30,668 | 0 |
Write-off of financing costs | 0 | 1,080 | 0 |
Other operating income | (2,289) | 0 | 0 |
Equity in (earnings) loss of unconsolidated affiliate | (7,939) | 0 | 0 |
Deferred income taxes | (39,870) | (25,431) | 26,376 |
Other, net | 4,068 | 8,467 | (4,861) |
Changes in operating assets and liabilities, net of acquisitions: | |||
Receivables, net | 88,049 | (5,606) | (462) |
Inventories | 23,205 | 12,714 | (19,434) |
Prepaid expenses and other assets | 22,275 | (11,625) | 7,474 |
Accounts payable and accrued expenses | (8,138) | (63,520) | (65,165) |
Income tax receivable | (2,080) | 3,438 | 2,241 |
Litigation settlement | 0 | 0 | (18,853) |
Contributions to company-sponsored pension plans | 0 | (38,500) | 0 |
Net cash provided by operating activities | 152,962 | 144,799 | 257,413 |
Cash flows from investing activities: | |||
Payments for property, plant and equipment | (115,367) | (106,726) | (144,642) |
Payments for acquisitions, net of cash acquired | (13,324) | (21,596) | (158,203) |
Proceeds from sale of fixed assets | 19,467 | 4,336 | 14,705 |
Other investments | 0 | (11,000) | 0 |
Net cash used in investing activities | (109,224) | (134,986) | (288,140) |
Cash flows from financing activities: | |||
Repayments of debt | (1,053) | (143,323) | (1,232) |
Payments of financing costs | (715) | (1,786) | 0 |
Proceeds from senior secured revolver | 351,800 | 326,900 | 254,300 |
Payments for senior secured revolver | (343,700) | (324,800) | (245,200) |
Proceeds from receivables securitization facility | 2,420,000 | 2,525,000 | 945,000 |
Payments for receivables securitization facility | (2,435,000) | (2,360,000) | (905,000) |
Common stock repurchase | 0 | 0 | (25,000) |
Proceeds from issuance of subsidiary's common stock | 444 | 0 | 0 |
Cash dividends paid | (27,405) | (32,737) | (32,828) |
Issuance of common stock, net of share repurchases for withholding taxes | (445) | (535) | (720) |
Tax savings on share-based compensation | 0 | 0 | 746 |
Net cash used in financing activities | (36,074) | (11,281) | (9,934) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | (2,093) |
Increase (decrease) in cash and cash equivalents | 7,664 | (1,468) | (42,754) |
Cash and cash equivalents, beginning of period | 16,512 | 17,980 | 60,734 |
Cash and cash equivalents, end of period | $ 24,176 | $ 16,512 | $ 17,980 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Our Business — We are a leading food and beverage company and the largest processor and direct-to-store distributor of fresh fluid milk and other dairy and dairy case products in the United States. We process and distribute fluid milk and other dairy products, including ice cream, ice cream mix and cultured products, which are marketed under more than 50 national, regional and local dairy brands and a wide array of private labels. We also produce and distribute DairyPure ® , our national white milk brand, and TruMoo ® , our national flavored milk brand, as well as juices, teas, bottled water and other products. Basis of Presentation and Consolidation — Our Consolidated Financial Statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of our wholly-owned subsidiaries. We have aligned our leadership team, operating strategy, and sales, logistics and supply chain initiatives into a single operating and reportable segment. Unless stated otherwise, any reference to income statement items in these financial statements refers to results from continuing operations. Unless otherwise indicated, references in this report to “we,” “us”, “our” or "the Company" refer to Dean Foods Company and its subsidiaries, taken as a whole. Use of Estimates — The preparation of our Consolidated Financial Statements in conformity with GAAP requires us to use our judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates under different assumptions or conditions. Cash Equivalents — We consider temporary investments with an original maturity of three months or less to be cash equivalents. Inventories — Inventories are stated at the lower of cost or market. Our products are valued using the first-in, first-out method. The costs of finished goods inventories include raw materials, direct labor and indirect production and overhead costs. Reserves for obsolete or excess inventory are not material. Property, Plant and Equipment — Property, plant and equipment are stated at acquisition cost, plus capitalized interest on borrowings during the actual construction period of major capital projects. Also included in property, plant and equipment are certain direct costs related to the implementation of computer software for internal use. Depreciation is calculated using the straight-line method typically over the following range of estimated useful lives of the assets: Asset Useful Life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Leasehold improvements Over the shorter of their estimated useful lives or the terms of the applicable lease agreements We test property, plant and equipment for impairment when circumstances indicate that the carrying value may not be recoverable. Indicators of impairment could include, among other factors, significant changes in the business environment, the planned closure of a facility, or deteriorations in operating cash flows. Considerable management judgment is necessary to evaluate the impact of operating changes and to estimate future cash flows. See Note 17 . Expenditures for repairs and maintenance which do not improve or extend the life of the assets are expensed as incurred. Goodwill and Intangible Assets — Identifiable intangible assets, other than indefinite-lived trademarks, are typically amortized over the following range of estimated useful lives: Asset Useful Life Customer relationships 5 to 15 years Finite-lived trademarks 5 to 10 years Customer supply contracts Over the shorter of the estimated useful lives or the terms of the agreements Noncompetition agreements Over the shorter of the estimated useful lives or the terms of the agreements In accordance with Accounting Standards related to “Goodwill and Other Intangible Assets”, we do not amortize goodwill and other intangible assets determined to have indefinite useful lives. Instead, we assess our goodwill and indefinite-lived trademarks for impairment annually and when circumstances indicate that the carrying value may not be recoverable. See Note 7 . Assets Held for Sale — We classify assets as held for sale when management approves and commits to a formal plan of sale and our expectation is that the sale will be completed within one year. The net assets of the business held for sale are then recorded at the lower of their current carrying value or the fair market value, less costs to sell. As of December 31, 2018 and 2017 , there were $8.5 million and no assets, respectively, classified as held for sale. Share-Based Compensation — Share-based compensation expense is recognized for equity awards over the vesting period based on their grant date fair value. The fair value of restricted stock unit awards and performance stock unit awards is equal to the closing price of our stock on the date of grant. The fair value of our phantom shares is remeasured at each reporting period based on the closing price of our common stock on the last day of the respective reporting period. Compensation expense is recognized only for equity awards expected to vest. We estimate forfeitures at the date of grant based on our historical experience and future expectations. Share-based compensation expense is included within general and administrative expenses in our Consolidated Statements of Operations. See Note 12 . Revenue Recognition, Sales Incentives and Accounts Receivable — Revenue is recognized upon delivery to our customers as we have determined that this is the point at which our sole performance obligation is met and control is transfered, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time. Revenue is recognized in an amount that reflects the consideration we expect to ultimately receive in exchange for those promised goods or services, net of allowances for product returns, trade promotions and prompt pay and other discounts. We routinely offer sales incentives and discounts through various regional and national programs to our customers and consumers. These programs include scan backs, product rebates, product returns, trade promotions and co-op advertising, product discounts, product coupons and amounts paid to customers for shelf space in retail stores. The costs associated with these programs are accounted for as reductions to the transaction price of our products and are therefore recorded as reductions to the gross sale, unless we receive a distinct good or service as defined under ASC 606. Specifically, a good or service is considered distinct when it is separately identifiable from other promises in the contract, we receive a benefit from the good or service, and the benefit is separable from the sale of our product to the customer. Depending on the specific type of sales incentive and other promotional program, we use either the expected value or most likely amount method to determine the variable consideration. The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience and expected levels of performance of the trade promotion or other program. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration. We maintain liabilities at the end of each period for the estimated incentive costs incurred but unpaid for these programs. Differences between estimated and actual incentive costs are historically not material and are recognized in earnings in the period such differences are determined. Our reserve for product returns has not historically been material. As a result of the purchase of raw milk, we obtain more butterfat than is needed in our production process. Excess butterfat is sold, primarily in the form of bulk cream, to third parties. Additionally, in certain cases we may be required to purchase bulk cream externally in order to fulfill minimum supply requirements for our customers. In these cases, we purchase bulk cream from other processors or suppliers and resell it to our customers to fulfill our contractual requirements with them. We currently present the sales of these excess raw materials within net sales in our Consolidated Statements of Operations, whereas it was presented as a reduction of cost of sales within our Consolidated Statements of Operations prior to December 31, 2017 . Sales of excess raw materials included within net sales were $515.2 million for the year-ended December 31, 2018 . Sales of excess raw materials included as of as a reduction to cost of sales were $606.9 million and $551.5 million for the years ended December 31, 2017 and 2016 , respectively. Payment terms and conditions vary by customer, but we generally provide credit terms to customers ranging up to 30 days ; therefore, we have determined that our contracts do not include a significant financing component. We perform ongoing credit evaluations of our customers and maintain allowances for potential credit losses based on our historical experience. Income Taxes — Deferred income taxes arise from temporary differences between amounts recorded in the Consolidated Financial Statements and tax bases of assets and liabilities using enacted tax rates in effect for the years in which the differences are expected to reverse. Deferred tax assets, including the benefit of net operating loss and tax credit carryforwards, are evaluated based on the guidelines for realization and are reduced by a valuation allowance if deemed necessary. We recognize the income tax benefit from an uncertain tax position when it is more likely than not that, based on technical merits, the position will be sustained upon examination, including resolutions of any related appeals or litigation processes. We recognize accrued interest related to uncertain tax positions as a component of income tax expense, and penalties, if incurred, are recognized as a component of operating income. In response to the enactment of the Tax Cuts and Jobs Act (the "Tax Act"), the FASB issued a Staff Q&A stating that a company may elect, as an accounting policy, to either (1) treat taxes due on future U.S. inclusions in taxable income under the global intangible low-taxed income (“GILTI”) provision as a current period expense when incurred (“the period cost method”) or (2) factor such amounts into the company’s measurement of its deferred taxes (“the deferred method”). The Company is electing an accounting policy to treat any GILTI inclusion as a current period expense. All of our consolidated U.S. operating subsidiaries, with the exception of Good Karma, are included in our U.S. federal consolidated income tax return. Our foreign subsidiary is required to file a local jurisdiction income tax return with respect to its operations. Prior to the enactment of the Tax Act on December 22, 2017, we considered these accumulated foreign earnings to be indefinitely reinvested and therefore no provision had been made for U.S. income taxes on such amounts. We analyzed our foreign working capital, cash requirements and the potential tax liabilities that would be attributable to a repatriation of previously taxed earnings. In the second quarter of 2018, we repatriated $9.9 million of cash resulting in no additional tax expense. Additionally, we will not consider the future earnings of our foreign subsidiary to be permanently reinvested. Advertising Expense — We market our products through advertising and other promotional activities, including media, agency, coupons and trade shows. Advertising expense is charged to income during the period incurred, except for expenses related to the development of a major commercial or media campaign which are charged to income during the period in which the advertisement or campaign is first presented by the media. Advertising expense totaled $41.6 million in 2018 , $39.1 million in 2017 and $59.6 million in 2016 . Prepaid advertising expense was zero in 2018 , $0.5 million in 2017 and $1.9 million in 2016 . Shipping and Handling Fees — Our shipping and handling costs are included in both cost of sales and selling and distribution expense, depending on the nature of such costs. Shipping and handling costs included in cost of sales reflect inventory warehouse costs and product loading and handling costs. Shipping and handling costs included in selling and distribution expense consist primarily of those costs associated with moving finished products from production facilities through our distribution network, including costs associated with its distribution centers, route delivery costs and the cost of shipping products to customers through third party carriers. Shipping and handling costs that were recorded as a component of selling and distribution expense were $1.2 billion in 2018 , $1.2 billion in 2017 and $1.1 billion in 2016 . Insurance Accruals — We retain selected levels of property and casualty risks, primarily related to employee health care, workers’ compensation claims and other casualty losses. Many of these potential losses are covered under conventional insurance programs with third party insurers with high deductibles. In other areas, we are self-insured. Accrued liabilities related to these retained risks are calculated based upon loss development factors that contemplate a number of factors including claims history and expected trends. Research and Development — Our research and development activities primarily consist of generating and testing new product concepts, new flavors of products and packaging. Our total research and development expense was $4.4 million , $3.5 million and $3.0 million for 2018 , 2017 and 2016 , respectively. Research and development costs are primarily included in general and administrative expenses in our Consolidated Statements of Operations. Recently Adopted Accounting Pronouncements ASU No. 2017-04 — In January 2017, the FASB issued ASU 2017-04, Intangibles — Goodwill and Other: Simplifying the Test for Goodwill Impairment . The new guidance simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds a reporting unit’s fair value. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The Company adopted the new standard on a prospective basis through our test for goodwill impairment in the fourth quarter of 2018. See Note 7 for further discussion and the results of our test for goodwill impairment. ASU No. 2014-09 — As of January 1, 2018, we adopted ASU 2014-09, Revenue from Contracts with Customers . The comprehensive new standard supersedes existing revenue recognition guidance and requires revenue to be recognized when promised goods or services are transferred to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. The Company adopted the new standard using the modified retrospective approach. Under this method we have provided additional disclosures, including the amount by which each financial statement line item is affected in the current reporting period, as compared to the prior revenue recognition guidance. Additionally, we have provided a disaggregation of our revenue by source and product type and have also included certain qualitative information related to our revenue streams. See Note 2 . The adoption of ASU 2014-09 did not materially impact our results of operations or financial position, except with respect to the change in classification of sales of excess raw materials. The following table summarizes the impact of adopting ASU 2014-09 on our Consolidated Statements of Operations for the twelve months ended December 31, 2018 (in thousands): Twelve Months Ended December 31, 2018 As Reported As Without Adoption of ASU 2014-09 Impact of Adoption of ASU 2014-09 Net sales $ 7,755,283 $ 7,240,121 $ 515,162 Cost of sales 6,100,005 5,584,843 515,162 Gross profit $ 1,655,278 $ 1,655,278 $ — Historically, we presented sales of excess raw materials as a reduction of cost of sales within our Consolidated Statements of Operations; however, upon further evaluation of these sales in connection with our implementation of ASC 606, we have determined that it is appropriate to present these sales as revenue. Therefore, on a prospective basis, effective January 1, 2018, we began reporting these sales within the net sales line of our Consolidated Statements of Operations. An adjustment to opening retained earnings was not required as the change in classification of sales of excess raw materials illustrated in the table above did not result in a change to the earnings reported in prior periods. ASU No. 2017-07 — As of January 1, 2018, we adopted ASU 2017-07, Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which requires employers who offer defined benefit pension plans or other post-retirement benefit plans to report the service cost component within the same income statement caption as other compensation costs arising from services rendered by employees during the period. The ASU also requires the other components of net periodic benefit cost to be presented separately from the service cost component, in a caption outside of a subtotal of income from operations. Additionally, the ASU provides that only the service cost component is eligible for capitalization. See Note 15 and 16 for further information on our pension and postretirement plans. The effect of the retrospective presentation change related to the net periodic cost for pension and postretirement benefits on our Consolidated Statements of Operations was as follows (in thousands): Twelve Months Ended December 31, 2017 Twelve Months Ended December 31, 2016 As Previously Reported Adjustment for Adoption of ASU 2017-07 As Revised As Previously Reported Adjustment for Adoption of ASU 2017-07 As Revised Cost of sales $ 5,977,348 $ (390 ) $ 5,976,958 $ 5,722,710 $ (598 ) $ 5,722,112 Gross profit 1,817,677 390 1,818,067 1,987,516 598 1,988,114 Selling and distribution 1,346,948 (531 ) 1,346,417 1,348,349 (502 ) 1,347,847 General and administrative 311,176 (3,383 ) 307,793 346,028 (3,463 ) 342,565 Total operating costs and expenses 1,734,415 (3,914 ) 1,730,501 1,723,848 (3,965 ) 1,719,883 Operating income 83,262 4,304 87,566 263,668 4,563 268,231 Other (income) expense, net (2,942 ) 4,304 1,362 (5,778 ) 4,563 (1,215 ) ASU No. 2018-02 — We early adopted ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , effective January 1, 2018 and have applied the guidance as of the beginning of the period of adoption. Our accounting policy is to release the income tax effects from accumulated other comprehensive income when a pension or other postretirement benefit plan is liquidated or extinguished. As permitted under ASU 2018-02, we have elected to record a one-time reclassification for the stranded tax effects resulting from the Tax Act from accumulated other comprehensive income to retained earnings in the amount of $16.8 million on our Consolidated Balance Sheet during the first quarter of 2018. The only impact of stranded tax effects resulting from the Tax Act is with respect to our pension and other postretirement benefit plans. Recently Issued Accounting Pronouncements Effective in 2019 ASU No. 2016-02 — In February 2016, the FASB issued ASU 2016-02, Leases . ASU 2016-02 requires lessees to recognize lease assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. Additionally, the amended guidance aligns lessor accounting to comparable guidance in ASC Topic 606, Revenue from Contracts with Customers. The amended guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The amendments in this ASU can be adopted using a modified retrospective transition approach, which requires application of the new guidance at the beginning of the earliest comparative period presented in the year of adoption. Alternatively, this ASU can be adopted using comparative reporting at adoption, in which an entity applies the new lease standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. We adopted this standard on January 1, 2019 using the comparative reporting at adoption method and elected certain practical expedients allowed under the standard. We have implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our contracts and enable proper accounting and reporting of financial information upon adoption. While the Company is still finalizing the impact of adopting ASU 2016-02, the Company currently estimates recording right of use assets and lease liabilities of approximately $330 million to $360 million on its Consolidated Balance Sheets. The Company does not expect a material impact to the Company's Consolidated Statements of Operations or Cash Flows. See Note 19 for further information regarding our commitments. Effective in 2020 ASU No. 2018-15 — In August 2018, the FASB issued ASU 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The new guidance is effective for public entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We are currently evaluating the impact ASU 2018-15 will have on our financial statements. ASU No. 2018-13 — In August 2018, the FASB issued ASU 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement . The amendments were issued as a part of the FASB's disclosure framework project, which seeks to improve the effectiveness of disclosures in the notes to the financial statements. The new guidance is effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Although early adoption is permitted, we do not intend to early adopt this ASU, and we do not expect the eventual adoption to have a material impact on our financial statements. Effective in 2021 ASU No. 2018-14 — In August 2018, the FASB issued ASU 2018-14, Compensation — Retirement Benefits —Defined Benefit Plans — General (Subtopic 715-20): Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans , which modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing disclosures that are no longer considered cost beneficial, clarifying the specific requirements of disclosures, and adding disclosure requirements identified as relevant. The amendments were issued as a part of the FASB's disclosure framework project, which seeks to improve the effectiveness of disclosures in the notes to the financial statements. The new guidance is effective for public entities for fiscal years beginning after December 15, 2020. The amendments should be applied retrospectively. Although early adoption is permitted, we do not intend to early adopt this ASU, and we do not expect the eventual adoption to have a material impact on our financial statements. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | REVENUE RECOGNITION Disaggregation of Net Sales —The following table presents a disaggregation of our net sales by product type and revenue source. We believe these categories most appropriately depict the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with our customers. Twelve Months Ended December 31, 2018 December 31, 2017(1) December 31, 2016(1) (In thousands) Fluid milk $ 4,756,360 $ 5,315,731 $ 5,338,789 Ice cream(2) 1,077,027 1,107,665 1,041,176 Fresh cream(3) 397,206 388,514 359,405 Extended shelf life and other dairy products(4) 189,860 196,374 230,832 Cultured 260,044 282,432 298,689 Other beverages(5) 278,838 290,970 308,020 Other(6) 123,062 114,898 116,675 Subtotal 7,082,397 7,696,584 7,693,586 Sales of excess raw materials(7) 515,162 — — Sales of other bulk commodities 157,724 98,441 16,640 Total net sales $ 7,755,283 $ 7,795,025 $ 7,710,226 (1) Prior period amounts have not been restated as we have elected to adopt ASC 606 using the modified retrospective method. Sales of excess raw materials of $ 606.9 million and $551.5 million for the twelve months ended December 31, 2017 and 2016 , respectively, were included as a reduction of cost of sales in our Consolidated Statements of Operations. (2) Includes ice cream, ice cream mix and ice cream novelties. (3) Includes half-and-half and whipping creams. (4) Includes creamers and other extended shelf life fluids. (5) Includes fruit juice, fruit flavored drinks, iced tea, water and flax-based beverages. (6) Includes items for resale such as butter, cheese, eggs and milkshakes. (7) Historically, we presented sales of excess raw materials as a reduction of cost of sales within our Consolidated Statements of Operations; however, upon further evaluation of these sales in connection with our implementation of ASC 606, we have determined that it is appropriate to present these sales as revenue. Therefore, on a prospective basis, effective January 1, 2018, we began reporting these sales within the net sales line of our Consolidated Statements of Operations. The following table presents a disaggregation of our net product sales between sales of Company-branded products versus sales of private label products: Twelve Months Ended December 31, 2018 December 31, 2017(1) December 31, 2016(1) (In thousands) Branded products $ 3,531,656 $ 3,808,496 $ 3,791,444 Private label products 3,550,741 3,888,088 3,902,142 Subtotal 7,082,397 7,696,584 7,693,586 Sales of excess raw materials 515,162 — — Sales of other bulk commodities 157,724 98,441 16,640 Total net sales $ 7,755,283 $ 7,795,025 $ 7,710,226 (1) Prior period amounts have not been restated as we have elected to adopt ASC 606 using the modified retrospective method. Sales of excess raw materials of $ 606.9 million and $551.5 million for the twelve months ended December 31, 2017 and 2016 , respectively, were included as a reduction of cost of sales in our Consolidated Statements of Operations. Revenue Recognition and Nature of Products and Services —We manufacture, market and distribute a wide variety of branded and private label dairy and dairy case products, including fluid milk, ice cream, cultured dairy products, creamers, ice cream mix and other dairy products to retailers, distributors, foodservice outlets, educational institutions and governmental entities across the United States. In all cases, we recognize revenue upon delivery to our customers as we have determined that this is the point at which our sole performance obligation is met and control is transferred, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time. Revenue is recognized in an amount that reflects the consideration we expect to ultimately receive in exchange for those promised goods or services. Revenue is recognized net of estimated allowances for product returns, trade promotions, prompt pay and other discounts. The substantial majority of our revenue is derived from the sale of fluid milk, ice cream and other dairy products, which includes sales of both Company-branded products as well as private label products. In addition, we derive revenue from the sale of excess raw materials and the sale of other bulk commodities. Our portfolio of products includes fluid milk, ice cream, cultured dairy products, creamers, ice cream mix and other dairy and dairy case products. We sell these products under national, regional and local proprietary or licensed brands, or under private labels. Our sales of excess raw materials consist primarily of bulk cream sales. As a result of the purchase of raw milk, we obtain more butterfat than is needed in our production process. Excess butterfat is sold, primarily in the form of bulk cream, to third parties. Additionally, in certain cases we may be required to externally purchase bulk cream in order to fulfill minimum supply requirements for our customers. In these cases, we purchase bulk cream from other processors or suppliers and resell it to our customers to fulfill our contractual requirements with them. Contractual Arrangements with Customers —The majority of our sales are to retailers, warehouse clubs, distributors, foodservice outlets, educational institutions and governmental entities with whom we have contractual agreements. Our sales of excess raw materials and other bulk commodities are primarily to dairy cooperatives, dairy processors or other manufacturers for use as a raw ingredient in their respective manufacturing processes. Our customer contracts typically contain standard terms and conditions and a term sheet. In some cases, upon expiration, these arrangements may continue with the same terms and may not be formally renewed. Additionally, we have a number of informal sales arrangements with certain local and regional customers, which we consider to be contracts based on the criteria outlined in ASC 606. Payment terms and conditions vary by customer, but we generally provide credit terms to customers ranging up to 30 days ; therefore, we have determined that our contracts do not include a significant financing component. We perform ongoing credit evaluations of our customers and maintain allowances for potential credit losses based on our historical experience. We have determined that we satisfy our sole performance obligation related to our customer contracts at a point in time, as opposed to over time, and, accordingly, revenue is recognized at a point in time across all of our revenue streams. We continually evaluate whether our contractual arrangements with customers result in the recognition of contract assets or liabilities. No such assets or liabilities existed as of December 31, 2018 , or December 31, 2017 . Sales Incentives and Other Promotional Programs —We routinely offer sales incentives and discounts through various regional and national programs to our customers and consumers. These programs include scan backs, product rebates, product returns, trade promotions and co-op advertising, product discounts, product coupons and amounts paid to customers for shelf space in retail stores. The costs associated with these programs are accounted for as reductions to the transaction price of our products and are therefore recorded as reductions to the gross sale, unless we receive a distinct good or service as defined under ASC 606. Specifically, a good or service is considered distinct when it is separately identifiable from other promises in the contract, we receive a benefit from the good or service, and the benefit is separable from the sale of our product to the customer. Depending on the specific type of sales incentive and other promotional program, we use either the expected value or most likely amount method to determine the variable consideration. The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience and expected levels of performance of the trade promotion or other program. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration. We maintain liabilities at the end of each period for the estimated incentive costs incurred but unpaid for these programs. See Note 8 . Differences between estimated and actual incentive costs are historically not material and are recognized in earnings in the period such differences are determined. |
Acquisitions and Discontinued O
Acquisitions and Discontinued Operations | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions and Discontinued Operations | ACQUISITIONS AND DISCONTINUED OPERATIONS Acquisitions Good Karma — On May 4, 2017, we acquired a non-controlling interest in, and entered into a distribution agreement with, Good Karma Foods, Inc. ("Good Karma"), the leading producer of flax-based beverages and yogurt products. This investment allows us to diversify our portfolio to include plant-based dairy alternatives and provides Good Karma the ability to more rapidly expand distribution across the U.S., as well as increase investments in brand building and product innovation. On June 29, 2018, we increased our ownership interest in Good Karma to 67% with an additional investment of $ 15.0 million , resulting in control under acquisition method accounting. The acquisition was accounted for as a step-acquisition within a business combination. Our equity interest in Good Karma was remeasured to fair value of $ 9.0 million , resulting in a non-taxable gain of $ 2.3 million which was recognized during the year ended December 31, 2018 , and is included in other operating income in our Consolidated Statements of Operation. The aggregate fair value purchase price was $ 35.7 million . Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values and include identifiable intangible assets of $ 13.6 million , of which $ 10.7 million relates to an indefinite-lived trademark and $ 2.9 million relates to customer relationships that are subject to amortization over a period of 10 years . We recorded goodwill of $ 23.3 million in connection with the acquisition, which consists of the excess of the net purchase price over the fair value of the net assets acquired. This goodwill represents the expected value attributable to our expansion into the plant-based dairy alternatives category. The goodwill is not deductible for tax purposes. As a result of our goodwill impairment analysis completed during the fourth quarter of 2018, we wrote off this goodwill as part of our full goodwill impairment charge of $190.7 million . See Note 7 . We recorded the fair-value of the non-controlling interest in Good Karma of $ 11.8 million in our Consolidated Balance Sheets. The acquisition was funded through cash on hand. The pro forma impact of the acquisition on consolidated net earnings would not have materially changed reported net earnings. Good Karma's results of operations have been consolidated in our Consolidated Statements of Operations from the date of acquisition. Prior to the June 29, 2018 step-acquisition, we accounted for our investment in Good Karma under the equity method of accounting based on our ability to exercise significant influence over the investee through our ownership interest and representation on Good Karma's board of directors. Our equity in the earnings of this investment was not material to our Consolidated Financial Statements for the years ended December 31, 2018 and 2017 . On October 12, 2018, we made a capital contribution to Good Karma of $3 million . Our current ownership interest in Good Karma is 69% . Uncle Matt's Organic — On June 22, 2017, we completed the acquisition of Uncle Matt's Organic, Inc. ("Uncle Matt's"). Uncle Matt's is a leading organic juice company offering a wide range of organic juices, including probiotic-infused juices and fruit-infused waters. The total purchase price was $ 22.0 million . Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values and include identifiable intangible assets of $ 8.4 million , of which $ 6.6 million relates to an indefinite-lived trademark and $ 1.8 million relates to customer relationships that are subject to amortization over a period of 10 years . We recorded goodwill of $ 13.3 million in connection with the acquisition, which consists of the excess of the net purchase price over the fair value of the net assets acquired. This goodwill represents the expected value attributable to our expansion into the organic juice category. The goodwill is not deductible for tax purposes. As a result of our goodwill impairment analysis completed during the fourth quarter of 2018, we wrote off this goodwill as part of our full goodwill impairment charge of $190.7 million . See Note 7 . The acquisition was funded through a combination of cash on hand and borrowings under our receivables securitization facility. The pro forma impact of the acquisition on consolidated net earnings would not have materially changed reported net earnings. Uncle Matt's results of operations have been included in our Consolidated Statements of Operations from the date of acquisition. Friendly's — On June 20, 2016, we completed the acquisition of Friendly’s Ice Cream Holdings Corp. (“Friendly’s Holdings”), including its wholly-owned subsidiary, Friendly’s Manufacturing and Retail, LLC (“Friendly’s Manufacturing,” and together with Friendly’s Holdings, “Friendly’s”), the Friendly’s ® trademark and all intellectual property associated with the ice cream business. Friendly’s develops, produces, manufactures, markets, distributes and sells ice cream and other frozen dessert-related products, as well as toppings. The total purchase price was $ 158.2 million . Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values and include identifiable intangible assets of $81.7 million , of which $29.7 million relates to customer relationships that are subject to amortization over a period of 15 years . Additionally, we assumed an unfavorable lease contract with a fair value of $5.4 million , which will be amortized as a reduction of rent expense over the term of the lease agreement. We recorded goodwill of $ 67.3 million in connection with the acquisition, which consists of the excess of the net purchase price over the fair value of the net assets acquired. This goodwill represents the expected value attributable to an anticipated increased competitive position in the ice cream market in the Northeastern United States. The goodwill is not deductible for tax purposes. As a result of our goodwill impairment analysis completed during the fourth quarter of 2018, we recorded a full goodwill impairment charge of $190.7 million . See Note 7 . The acquisition was funded through a combination of cash on hand and borrowings under our senior secured revolving credit facility and receivables securitization facility. Friendly's results of operations have been included in our Consolidated Statements of Operations from the date of acquisition. During the years ended December 31, 2018 , 2017 and 2016 , we incurred an immaterial amount of expense related to other transactional activities, which is recorded in general and administrative expenses in our Consolidated Statements of Operations. Discontinued Operations During the year ended December 31, 2018 , we recognized a net gain from the sale of discontinued operations of $1.9 million , net of tax, resulting from a tax refund received from the settlement of a state tax claim related to our 2013 sale of Morningstar Foods, LLC. Additionally, we recognized a gain from the sale of discontinued operations of $3.0 million , net of tax, primarily related to the release of an uncertain tax position reserve concerning a state filing methodology issue in connection with the sale of Morningstar Foods, LLC. During the year ended December 31, 2017 , we recognized net gains from discontinued operations of $11.3 million due to the lapse of a statute of limitation related to an unrecognized tax benefit previously established as a direct result of the spin-off of The WhiteWave Foods Company, which was completed on May 23, 2013. During the year ended December 31, 2017 , we recognized net gains from the sale of discontinued operations of $2.9 million primarily related to the lapse of the statute of limitations related to unrecognized tax benefits previously established related to the sale of Morningstar Foods, LLC, which was completed on January 3, 2013. During the year ended December 31, 2016 , we recognized net losses from discontinued operations of $0.3 million and net losses on the sale of discontinued operations, net of tax, of $0.4 million , primarily related to interest expense on uncertain tax positions that we retained in connection with our spin-off of The WhiteWave Foods Company in 2013 and our sale of Morningstar Foods in 2013. |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliate | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Affiliate | INVESTMENT IN UNCONSOLIDATED AFFILIATE Organic Valley Fresh Joint Venture — In the third quarter of 2017, we commenced the operations of our 50/50 strategic joint venture with Cooperative Regions of Organic Producer Pools (“CROPP”), an independent farmer cooperative that distributes organic milk and other organic dairy products under the Organic Valley ® brand. The joint venture, called Organic Valley Fresh, combines our processing plants and refrigerated DSD system with CROPP's portfolio of recognized brands and products, marketing expertise, and access to an organic milk supply from America's largest cooperative of organic dairy farmers to bring the Organic Valley ® brand to retailers. We and CROPP each made a capital contribution of $2.0 million to the joint venture during the third quarter of 2017. We received cash distributions from the joint venture of $2.8 million for the twelve months ended December 31, 2018 . We made purchases from the joint venture of $88.7 million for the twelve months ended December 31, 2018 , which are included in cost of sales within our Consolidated Statements of Operations. We have concluded that Organic Valley Fresh is a variable interest entity, but we have determined that we are not the primary beneficiary of the Organic Valley Fresh joint venture because we do not have the power to direct the activities that most significantly affect the economic performance of the joint venture. We are accounting for this investment under the equity method of accounting. Our equity in the earnings of the joint venture are included as a component of operating income as we have determined that the joint venture's operations are integral to, and an extension of, our business operations. Our equity in earnings of the joint venture was $7.9 million for the year ended December 31, 2018 , and was no t material for the year ended December 31, 2017 . |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories at December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Raw materials and supplies $ 101,620 $ 106,814 Finished goods 153,864 171,249 Total $ 255,484 $ 278,063 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment as of December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Land $ 162,326 $ 175,243 Buildings 642,986 677,827 Leasehold improvements 84,320 83,366 Machinery and equipment 1,873,505 1,867,168 Construction in progress 45,349 29,952 2,808,486 2,833,556 Less accumulated depreciation (1,802,304 ) (1,739,492 ) Total $ 1,006,182 $ 1,094,064 Depreciation expense amounted to $133.0 million , $145.1 million and $151.9 million during the years ended December 31, 2018 , 2017 and 2016 , respectively. There was no material interest capitalized during the years ended December 31, 2018 and 2017 . See Note 17 for information regarding property, plant and equipment write-downs incurred in conjunction with our facility closings and certain other events. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS Our goodwill and intangible assets have resulted from acquisitions. Upon acquisition, the purchase price is first allocated to identifiable assets and liabilities, including trademarks and customer-related intangible assets, with any remaining purchase price recorded as goodwill. Goodwill and intangible assets with indefinite lives are not amortized. Finite-lived intangible assets are amortized over their expected useful lives. Determining the expected life of an intangible asset is based on a number of factors including the competitive environment, history and anticipated future support. We conduct impairment tests of goodwill and indefinite-lived intangible assets annually in the fourth quarter and on an interim basis when circumstances arise that indicate a possible impairment. We evaluate goodwill at the reporting unit level. In the fourth quarter of 2018, we early adopted ASU 2017-04, Intangibles — Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. In evaluating goodwill and indefinite-lived intangibles for impairment, we may elect to utilize a qualitative assessment to evaluate whether it is more likely than not (that is, a likelihood of more than 50 percent ) that the fair value of a reporting unit is less than its carrying amount. If our qualitative assessment indicates that goodwill impairment is more likely than not, we perform a quantitative assessment to determine whether goodwill is impaired and to measure the amount of goodwill impairment to be recognized, if any. Under the accounting guidance, we also have an option at any time to bypass the qualitative assessment and immediately perform a quantitative step one assessment to estimate the fair value of our reporting unit and identify any potential impairment of goodwill. Due to declining operating results and a sustained decrease in our stock price, we completed a step one goodwill impairment analysis for our single reporting unit during the fourth quarter of 2018 . Considerable management judgment is necessary to evaluate goodwill and indefinite-lived intangible assets for impairment. We estimate fair value using widely accepted valuation techniques including discounted cash flows and market multiples analysis with respect to our single reporting unit, and the relief-from-royalty method with respect to our indefinite-lived trademarks. These valuation approaches are dependent upon a number of factors, including estimates of future growth and trends, royalty rates in the category of intellectual property, discount rates and other variables. Assumptions used in our valuations were consistent with our internal projections and operating plans, as well as other factors and assumptions, and utilized unobservable inputs (Level 3, as defined in Note 11 ) and significant management judgment. Additionally, under the market approach analysis, we used significant other observable inputs (Level 2, as defined in Note 11 ) including various guideline company comparisons. We base our fair value estimates on assumptions we believe to be reasonable, but which are unpredictable and inherently uncertain. Changes in these estimates or assumptions could materially affect the determination of fair value and the conclusions of the step one analysis for our reporting unit. For purposes of the step one goodwill impairment analysis, we estimated the fair value of our reporting unit using an equal weighting of the income approach that analyzed projected discounted cash flows and a market approach that considered other comparable companies. Both approaches resulted in a fair value estimate for our reporting unit that was significantly below its carrying amount. As a result, we recorded a full goodwill impairment charge of $190.7 million during the fourth quarter of 2018 . As of December 31, 2018 , the gross carrying value of goodwill was $2.26 billion and accumulated goodwill impairment was $2.26 billion . We recorded a goodwill impairment charge of $2.08 billion in 2011 and a goodwill impairment charge of $0.19 billion in 2018. The changes in the net carrying amount of goodwill for the years ended December 31, 2018 , 2017 and 2016 were as follows (in thousands): Balance at December 31, 2016 $ 154,112 Acquisitions (Note 3) 13,423 Balance at December 31, 2017 $ 167,535 Acquisitions (Note 3) 23,179 Goodwill impairment (190,714 ) Balance at December 31, 2018 $ — Based on the results of our annual impairment testing of our indefinite-lived trademarks completed during the fourth quarter of 2018 , we did not record any impairment charges. We evaluate our finite-lived intangible assets for impairment upon a significant change in the operating environment or whenever circumstances indicate that the carrying value may not be recoverable. If an evaluation of the undiscounted cash flows indicates impairment, the asset is written down to its estimated fair value, which is generally based on discounted future cash flows. Prior to 2015, certain of our trademarks were not amortized as our intent was to continue to use these intangible assets indefinitely. During the first quarter of 2015, we approved the launch of DairyPure ® , our national white milk brand. In connection with the approval of the launch of DairyPure ® , we re-evaluated our indefinite-lived trademarks and determined them to be finite-lived, with remaining useful lives of 5 years. In the first quarter of 2016, we further evaluated the remaining useful life of our finite-lived trademarks in conjunction with our newly approved strategy around our ice cream brands. Based on our evaluation, we extended the useful lives of certain of our finite-lived trademarks. Our finite-lived trademarks are being amortized on a straight-line basis over their remaining useful lives, which range from approximately 1 to 7 years, with a weighted-average remaining useful life of approximately 5 years . The net carrying amounts of our intangible assets other than goodwill as of December 31, 2018 and 2017 were as follows: December 31, 2018 December 31, 2017 Acquisition Costs(1) Impairment Accumulated Amortization Net Carrying Amount Acquisition Costs Impairment Accumulated Amortization Net Carrying Amount (In thousands) Intangible assets with indefinite lives: Trademarks $ 69,315 $ — $ — $ 69,315 $ 58,600 $ — $ — $ 58,600 Intangible assets with finite lives: Customer-related and other 83,545 — (45,423 ) 38,122 80,685 — (41,398 ) 39,287 Trademarks 230,709 (109,910 ) (74,621 ) 46,178 230,709 (109,910 ) (58,189 ) 62,610 Total $ 383,569 $ (109,910 ) $ (120,044 ) $ 153,615 $ 369,994 $ (109,910 ) $ (99,587 ) $ 160,497 (1) The increase in the gross amount of intangible assets from December 31, 2017 to December 31, 2018 is related to an indefinite-lived trademark of $10.7 million and a finite-lived customer-related intangible of $2.9 million we recorded as a part of the Good Karma acquisition. See Note 3 . Amortization expense on intangible assets for the years ended December 31, 2018 , 2017 and 2016 was $20.5 million , $20.7 million and $20.8 million , respectively. The amortization of intangible assets is reported on a separate line item in our Consolidated Statements of Operations. Estimated aggregate intangible asset amortization expense for the next five years is as follows (in millions): 2019 $ 20.6 2020 12.5 2021 10.8 2022 8.1 2023 7.3 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses as of December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Accounts payable $ 434,827 $ 424,140 Payroll and benefits, including incentive compensation 57,164 62,551 Health insurance, workers’ compensation and other insurance costs 58,706 60,068 Customer rebates 41,266 38,571 Other accrued liabilities 107,698 85,740 Total $ 699,661 $ 671,070 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Tax Act, which was enacted on December 22, 2017, represents the most significant overhaul of the U.S. tax code in more than 30 years . In 2017, The Tax Act reduced the U.S. federal corporate tax rate from 35% to 21% , required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and created new taxes on certain foreign earnings. During the year ended December 31, 2017, we recognized the reasonably estimated (i) effects on our existing deferred tax balances and (ii) one-time transition tax, in accordance with SEC Staff Accounting Bulletin No. 118 (“SAB 118”), which provided guidance on accounting for the tax effects of the new law. This resulted in a net tax benefit of $43.7 million recorded in our 2017 financial statements. As of December 31, 2018, we have completed our accounting for the 2017 tax effects related to enactment of the Tax Act. There were no material adjustments to the provisional amounts recorded at December 31, 2017 related to the Tax Act in our financial statements for the period ended December 31, 2018. Prior to the enactment of the Tax Act on December 22, 2017, we considered the accumulated earnings of our foreign subsidiary to be indefinitely reinvested and, therefore, no provision had been made for U.S. income taxes on such amounts. We analyzed our foreign working capital and cash requirements and the potential tax liabilities that would be attributable to a repatriation of previously taxed earnings. In the second quarter of 2018, we repatriated $ 9.9 million of cash resulting in no additional tax expense. Additionally, we will not consider the future earnings of our foreign subsidiary to be permanently reinvested and have determined that any tax effects resulting from this change would be immaterial. The following table presents the 2018 , 2017 and 2016 income tax expense (benefit): Year Ended December 31 2018(1) 2017(2) 2016(3) (In thousands) Current income taxes: Federal $ (258 ) $ (1,315 ) $ 49,529 State 33 1,317 5,728 Foreign (554 ) 844 879 Total current income tax expense (benefit) (779 ) 846 56,136 Deferred income taxes: Federal (49,115 ) (38,100 ) 15,164 State 7,611 11,075 10,734 Total deferred income tax expense (benefit) (41,504 ) (27,025 ) 25,898 Total income tax expense (benefit) $ (42,283 ) $ (26,179 ) $ 82,034 (1) Excludes $5.9 million of income tax benefit related to discontinued operations. (2) Excludes $14.2 million of income tax benefit related to discontinued operations. (3) Excludes $0.5 million of income tax expense related to discontinued operations. The following is a reconciliation of income tax expense (benefit) computed at the U.S. federal statutory tax rate to income tax expense (benefit) reported in our Consolidated Statements of Operations: Year Ended December 31 2018 2017 2016 Amount Percentage Amount Percentage Amount Percentage (In thousands, except percentages) Tax expense (benefit) at statutory rate $ (78,648 ) 21.0 % $ 7,435 35.0 % $ 70,928 35.0 % State income taxes (17,159 ) 4.6 1,844 8.7 9,620 4.8 Corporate owned life insurance (85 ) — (933 ) (4.4 ) — — Nondeductible executive compensation 566 (0.1 ) 371 1.8 1,130 0.6 Impairment 35,109 (9.4 ) — — — — Change in valuation allowances 17,355 (4.6 ) 5,851 27.5 1,080 0.5 Share-based compensation(1) 1,073 (0.3 ) 2,995 14.1 — — Domestic production activities deduction — — (244 ) (1.2 ) (4,393 ) (2.2 ) Transition tax on unrepatriated foreign earnings — — 2,106 9.9 — — Tax reform revaluation of deferred taxes — — (45,840 ) (215.8 ) — — Other (494 ) 0.1 236 1.2 3,669 1.8 Total $ (42,283 ) 11.3 % $ (26,179 ) (123.2 )% $ 82,034 40.5 % (1) Includes excess tax benefits and deficiencies related to share-based payments recorded in the provision of income taxes because of the adoption of ASU 2016-09, Compensation — Stock Compensation — Improvements to Employee Share-Based Payment Accounting in 2017. The tax effects of temporary differences giving rise to deferred income tax assets (liabilities) were: December 31 2018(1) 2017(2) (In thousands) Deferred income tax assets: Accrued liabilities $ 54,906 $ 54,971 Retirement plans and postretirement benefits 12,190 10,379 Share-based compensation 2,343 3,886 Receivables and inventories 6,789 6,651 Derivative financial instruments 1,075 99 Net operating loss carryforwards 61,009 38,023 Tax credits and other carryforwards 23,195 9,965 Valuation allowances (40,966 ) (21,755 ) 120,541 102,219 Deferred income tax liabilities: Property, plant and equipment (113,272 ) (124,185 ) Intangible assets (14,475 ) (22,213 ) Cancellation of debt — (1,708 ) Other (3,983 ) (3,400 ) (131,730 ) (151,506 ) Net deferred income tax asset (liability) $ (11,189 ) $ (49,287 ) (1) Includes $5.4 million of deferred tax assets related to uncertain tax positions. (2) Includes $7.0 million of deferred tax assets related to uncertain tax positions. These net deferred income tax assets (liabilities) are classified in our Consolidated Balance Sheets as follows: December 31 2018 2017 (In thousands) Noncurrent assets $ 2,518 $ 10,731 Noncurrent liabilities (13,707 ) (60,018 ) Total $ (11,189 ) $ (49,287 ) At December 31, 2018 , we had $61.0 million of tax-effected federal and state net operating losses and $23.2 million of federal and state tax credits and other carryovers available for use in future years. While some of these assets can be carried forward indefinitely, certain attributes are subject to limitations and begin to expire in 2019 . A valuation allowance of $41.0 million has been established because we do not believe it is more likely than not that all state deferred tax assets will be realized. Our valuation allowance increased $19.2 million in 2018 , which primarily relates to our assessment of the realizability of our net deferred state tax assets, as well as certain state net operating losses and tax credits. The following is a reconciliation of gross unrecognized tax benefits, including interest, recorded in our Consolidated Balance Sheets: December 31 2018 2017 2016 (In thousands) Balance at beginning of year $ 15,054 $ 30,410 $ 27,829 Increases in tax positions for current year 211 251 125 Increases in tax positions for prior years 244 904 4,542 Decreases in tax positions for prior years (5,842 ) (53 ) (199 ) Settlement of tax matters (217 ) — (1,887 ) Lapse of applicable statutes of limitations — (16,458 ) — Balance at end of year $ 9,450 $ 15,054 $ 30,410 Of the total unrecognized tax benefit balance at December 31, 2018 , $4.0 million would impact our effective tax rate if recognized. The remaining $5.4 million represents tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Due to the impact of deferred income tax accounting, the disallowance of the shorter deductibility period would not affect our effective tax rate but would accelerate payment of cash to the applicable taxing authority. We do not expect a material change to our gross liability for uncertain tax positions during the next 12 months . We recognize accrued interest related to uncertain tax positions as a component of income tax expense. Penalties, if incurred, are recorded in general and administrative expenses in our Consolidated Statements of Operations. Interest expense recorded in income tax expense for 2018 , 2017 and 2016 was immaterial. Our liability for uncertain tax positions included accrued interest of $0.8 million and $2.0 million at December 31, 2018 and 2017 , respectively. As of December 31, 2018 , our 2015 through 2017 U.S. consolidated income tax returns remain open for examination by the IRS. State income tax returns are generally subject to examination for a period of three to five years after filing. We have various state income tax returns in the process of examination, appeals or settlement. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Our long-term debt as of December 31, 2018 and December 31, 2017 consisted of the following: December 31, 2018 December 31, 2017 Amount Interest Rate Amount Interest Rate (In thousands, except percentages) Dean Foods Company debt obligations: Senior secured revolving credit facility $ 19,300 4.65 % * $ 11,200 3.33 % * Senior notes due 2023 700,000 6.50 700,000 6.50 719,300 711,200 Subsidiary debt obligations: Receivables securitization facility 190,000 3.54 * 205,000 2.48 * Capital lease and other 1,618 — 2,671 — 191,618 207,671 Subtotal 910,918 918,871 Unamortized debt issuance costs (4,574 ) (5,672 ) Total debt 906,344 913,199 Less current portion (1,174 ) (1,125 ) Total long-term portion $ 905,170 $ 912,074 * Represents a weighted average rate, including applicable interest rate margins. The scheduled debt maturities at December 31, 2018 were as follows (in thousands): 2019 $ 1,226 2020 190,392 2021 — 2022 19,300 2023 700,000 Thereafter — Subtotal 910,918 Less unamortized debt issuance costs (4,574 ) Total debt $ 906,344 Senior Secured Revolving Credit Facility — In March 2015, we entered into a credit agreement, as amended on January 4, 2017 and as further amended on November 6, 2018, in each case described below (as amended, the "prior Credit Agreement"), pursuant to which the lenders provided us with a senior secured revolving credit facility in the amount of up to $450 million (the "prior Credit Facility"). Under the prior Credit Agreement, we have the right to request an increase of the aggregate commitments under the prior Credit Facility by up to $200 million , which we may request to be made available as either term loans or revolving loans, without the consent of any lenders not participating in such increase, subject to specified conditions. The prior Credit Facility is available for the issuance of up to $75 million of letters of credit and up to $100 million of swing line loans. On January 4, 2017 , we amended the prior Credit Agreement to, among other things, (i) extend the maturity date of the prior Credit Facility to January 4, 2022 ; (ii) modify the leverage ratio covenant to add a requirement that we comply with a maximum total net leverage ratio (which, for purposes of calculating indebtedness, excludes borrowings under our receivables securitization facility) not to exceed 4.25 to 1.00 and to eliminate the maximum senior secured net leverage ratio requirement; (iii) modify the definition of “Consolidated EBITDA” to permit certain pro forma cost savings add-backs in connection with permitted acquisitions and dispositions; (iv) modify the definition of “Applicable Rate” to reduce the interest rate margins such that loans outstanding under the Credit Facility will bear interest, at our option, at either (x) the LIBO Rate (as defined in the prior Credit Agreement) plus a margin of between 1.75% and 2.50% ( 2.25% as of December 31, 2018 ) based on our total net leverage ratio (as defined in the prior Credit Agreement), or (y) the Alternate Base Rate (as defined in the prior Credit Agreement) plus a margin of between 0.75% and 1.50% ( 1.25% as of December 31, 2018 ) based on our total net leverage ratio; (v) modify certain negative covenants to provide additional flexibility for the incurrence of debt, the payment of dividends and the making of certain permitted acquisitions and other investments; (vi) eliminate and release all real property as collateral for loans under the prior Credit Facility; and (vii) provide the Company the ability to request that increases in the aggregate commitments under the prior Credit Facility be made available as either revolving loans or term loans. In connection with the execution of the amendment to the prior Credit Agreement, we paid certain arrangement fees of approximately $0.7 million to lenders and other fees of approximately $0.3 million , which were capitalized and will be amortized to interest expense over the remaining term of the facility. Additionally, we wrote off $0.9 million of unamortized deferred financing costs in connection with this amendment. On November 6, 2018 , we amended the prior Credit Agreement, to modify the leverage ratio covenant and set the maximum total leverage ratio required to be complied with, (i) for the fiscal quarters ending on September 30, 2018 and December 31, 2018, at 4.25 x, (ii) for the fiscal quarter ending on March 31, 2019, at 5.00 x, (iii) for the fiscal quarter ending on June 30, 2019, at 5.50 x, (iv) for the fiscal quarter ending on September 30, 2019, at 5.25 x and (v) for each fiscal quarter thereafter, at 4.25 x. In connection with the execution of this amendment to the prior Credit Agreement, we paid certain arrangement fees of approximately $ 0.7 million to lenders and other fees of approximately $ 0.1 million , which were capitalized and will be amortized to interest expense over the remaining term of the facility. We may make optional prepayments of loans under the prior Credit Facility, in whole or in part, without premium or penalty (other than applicable breakage costs). Subject to certain exceptions and conditions described in the prior Credit Agreement, we will be obligated to prepay the prior Credit Facility, but without a corresponding commitment reduction, with the net cash proceeds of certain asset sales and with casualty insurance proceeds. The prior Credit Facility is guaranteed by our existing and future domestic material restricted subsidiaries (as defined in the prior Credit Agreement), which are substantially all of our wholly-owned U.S. subsidiaries other than the receivables securitization facility subsidiaries (the "Guarantors"). The prior Credit Facility is secured by a first priority perfected security interest in substantially all of our assets and the assets of the Guarantors, whether consisting of personal, tangible or intangible property, including a pledge of, and a perfected security interest in, (i) all of the shares of capital stock of the Guarantors and (ii) 65% of the shares of capital stock of our and the Guarantors' first-tier foreign subsidiaries that are material restricted subsidiaries, in each case subject to certain exceptions as set forth in the prior Credit Agreement. The collateral does not include, among other things, (a) any of our real property, (b) the capital stock and any assets of any unrestricted subsidiary, (c) any capital stock of any direct or indirect subsidiary of Dean Holding Company ("Legacy Dean"), a wholly owned subsidiary of the Company, which owns any real property, or (d) receivables sold pursuant to the receivables securitization facility. The prior Credit Agreement contains customary representations, warranties and covenants, including, but not limited to specified restrictions on indebtedness, liens, guarantee obligations, mergers, acquisitions, consolidations, liquidations and dissolutions, sales of assets, leases, payment of dividends and other restricted payments during a default or non-compliance with the financial covenants, investments, loans and advances, transactions with affiliates and sale and leaseback transactions. The prior Credit Agreement also contains customary events of default and related cure provisions. We are required to comply with (a) a maximum total net leverage ratio of (i) for the fiscal quarters ending on September 30, 2018 and December 31, 2018, of 4.25 x, (ii) for the fiscal quarter ending on March 31, 2019, of 5.00 x, (iii) for the fiscal quarter ending on June 30, 2019, of 5.50 x, (iv) for the fiscal quarter ending on September 30, 2019, of 5.25 x and (v) for each fiscal quarter ending thereafter, of 4.25 x (which, for purposes of calculating indebtedness, excludes borrowings under our receivables securitization facility); and (b) a minimum consolidated interest coverage ratio of 2.25 x. In addition, the prior Credit Agreement imposes certain restrictions on our ability to pay dividends and make other restricted payments if our total net leverage ratio (including borrowings under our receivables securitization facility) is in excess of 3.50 x. At December 31, 2018 , we had outstanding borrowings of $19.3 million under the prior Credit Facility. Our average daily balance under the prior Credit Facility during the year ended December 31, 2018 was $2.6 million . There wer e no le tters of credit issued under the prior Credit Facility as of December 31, 2018 . On February 22, 2019, we terminated the prior Credit Agreement governing our prior Credit Facility and entered into that certain Credit Agreement, by and among the Company, Coöperatieve Rabobank U.A., New York Branch, as administrative agent, and the lenders party thereto (the “Credit Agreement”), pursuant to which the lenders party thereto have provided us with a senior secured revolving borrowing base credit facility with a maximum facility amount of up to $265 million (the “Credit Facility”). Borrowings under the Credit Facility are limited to the lower of the maximum facility amount and borrowing base availability. The borrowing base availability amount is equal to (i) on and following February 22, 2019 and prior to the date on which certain conditions relating to the grant of security interest in certain of our equipment and real property and our election to include such equipment and real property in the borrowing base, $175 million and (ii) thereafter, 65% of the value of such equipment and real property. The Credit Facility matures on February 22, 2024, with a September 15, 2022 springing maturity date in the event we don’t repay or refinance the 2023 Notes on or prior to July 15, 2022. A portion of the Credit Facility is available for the issuance of up to $25 million of standby letters of credit and up to $10 million of swing line loans. Loans outstanding under the Credit Facility bear interest, at our option, at either: (i) the Base Rate (as defined in the Credit Agreement) or (ii) the Adjusted Eurodollar Rate (as defined in the Credit Agreement), plus a margin of between 1.25% and 1.75% (in the case of Base Rate loans) or 2.25% and 2.75% (in the case of Eurodollar Rate loans), in each case based on our total net leverage ratio. We may make optional prepayments of the loans, in whole or in part, without penalty (other than applicable breakage and redeployment costs). Subject to certain exceptions and conditions described in the Credit Agreement, we will be obligated to prepay the Credit Facility, and with a 50% commitment reduction, with the net cash proceeds of certain asset sales and with casualty insurance proceeds relating to the assets not included in the borrowing base. The Credit Facility is guaranteed by our existing and future wholly owned material domestic subsidiaries, which are substantially all of our existing domestic subsidiaries other than the subsidiaries who are sellers under the Receivables Securitization Facility. The Credit Agreement contains customary representations, warranties and covenants, including, but not limited to specified restrictions on indebtedness, liens, guarantee obligations, mergers, acquisitions, consolidations, liquidations and dissolutions, sales of assets, leases, payment of dividends and other restricted payments, voluntary payments of the 2023 Notes, investments, loans and advances, transactions with affiliates and sale and leaseback transactions. The Credit Agreement also contains customary events of default and related cure provisions. The Credit Agreement includes a fixed charge covenant that requires us to maintain a fixed charge coverage ratio of at least 1.05 to 1.00 at any time that our liquidity (defined to include available commitments under the Credit Facility and unrestricted cash on hand and/or cash restricted in favor of the lenders in an aggregate amount of up to $25 million for all such cash) at such time is less than 50% of the borrowing base under the Credit Facility (or, at any time prior to inclusion of certain equipment and real property, less than $100 million ). Dean Foods Receivables Securitization Facility — We have a $450 million receivables securitization facility pursuant to which certain of our subsidiaries sell their accounts receivable to two wholly-owned entities intended to be bankruptcy-remote. The entities then transfer the receivables to third-party asset-backed commercial paper conduits sponsored by major financial institutions. The assets and liabilities of these two entities are fully reflected in our Consolidated Balance Sheets, and the securitization is treated as a borrowing for accounting purposes. On January 4, 2017 , we amended the purchase agreement governing the receivables securitization facility to, among other things, (i) extend the liquidity termination date to January 4, 2020 , (ii) reduce the maximum size of the receivables securitization facility to $450 million , (iii) replace the senior secured net leverage ratio with a total net leverage ratio to be consistent with the amended leverage ratio covenant under the January 4, 2017 amendment to the Credit Agreement described above, and (iv) modify certain pricing terms such that advances outstanding under the receivables securitization facility will bear interest between 0.90% and 1.05% , and the Company will pay an unused fee between 0.40% and 0.55% on undrawn amounts, in each case based on the Company's total net leverage ratio. In connection with the amendment to the receivables purchase agreement, we paid certain arrangement fees of approximately $0.6 million to lenders and other fees of approximately $0.1 million , which were capitalized and will be amortized to interest expense over the remaining term of the facility. Additionally, we wrote off $0.2 million of unamortized deferred financing costs in connection with the amendment. The receivables purchase agreement contains covenants consistent with those contained in the prior Credit Agreement. Based on the monthly borrowing base formula, we had the ability to borrow up to $437.3 million of the total commitment amount under the receivables securitization facility as of December 31, 2018 . The total amount of receivables sold to these entities as of December 31, 2018 was $552.3 million . During the year ended December 31, 2018 , we borrowed $2.4 billion and repaid $2.4 billion under the facility with a remaining balance of $190.0 million as of December 31, 2018 . In addition to letters of credit in the aggregate amount of $109.6 million that were issued but undrawn, the remaining available borrowing capacity was $137.7 million at December 31, 2018 . Our average daily balance under this facility during the year ended December 31, 2018 was $157.2 million . The receivables securitization facility bears interest at a variable rate based upon commercial paper and one-month LIBO rates plus an applicable margin based on our total net leverage ratio. On January 17, 2019, we amended and restated the existing receivables purchase agreement ("Existing RPA") governing our receivables securitization facility to, among other things, (i) waive compliance with the financial covenant in the Existing RPA requiring the Company to maintain a total net leverage ratio (as defined in the Existing RPA) of less than or equal to 4.25 to 1.00 for the test period ended December 31, 2018 (the “Financial Covenant”) and (ii) any cross default under the Existing RPA arising from non-compliance with the Financial Covenant under the prior Credit Facility. The waiver is subject to termination upon the earliest to occur of (a) March 1, 2019, (b) the date, if any, on which any Seller Party (as defined in the Existing RPA) breaches its obligations under Amendment No. 2 and (c) the date, if any, on which the Collateral Agent (as defined in the Existing RPA) enters into a forbearance agreement with the Company relating to (x) the prior Credit Agreement, dated as of March 26, 2015, by and among the Company and the lenders and other parties from time to time party thereto (y) the exercise of remedies with respect to the prior Credit Facility. On February 22, 2019, we amended and restated the Existing RPA to, among other things, (i) extend the liquidity termination date to February 22, 2022 and (ii) replace the leverage ratio covenant with a springing fixed charge coverage ratio covenant that requires us to maintain a fixed charge coverage ratio of at least 1.05 to 1.00 at any time that our liquidity (defined to include available commitments under the Credit Facility and unrestricted cash on hand and/or cash restricted in favor of the lenders in an aggregate amount of up to $25 million for all such cash) is less than 50% of the borrowing base under the Credit Facility (or, at any time prior to inclusion of certain equipment and real property, less than $100 million ). Dean Foods Company Senior Notes due 2023 — On February 25, 2015, we issued $700 million in aggregate principal amount of 6.50% senior notes due 2023 (the "2023 Notes") at an issue price of 100% of the principal amount of the 2023 Notes in a private placement for resale to “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and in offshore transactions pursuant to Regulation S under the Securities Act. In connection with the issuance of the 2023 Notes, we paid certain arrangement fees of approximately $7.0 million to initial purchasers and other fees of approximately $1.8 million , which were deferred and netted against the outstanding debt balance, and will be amortized to interest expense over the remaining term of the 2023 Notes. The 2023 Notes are our senior unsecured obligations. Accordingly, the 2023 Notes rank equally in right of payment with all of our existing and future senior obligations and are effectively subordinated in right of payment to all of our existing and future secured obligations, including obligations under our Credit Facility and receivables securitization facility, to the extent of the value of the collateral securing such obligations. The 2023 Notes are fully and unconditionally guaranteed on a senior unsecured basis, jointly and severally, by our subsidiaries that guarantee obligations under the Credit Facility. The 2023 Notes will mature on March 15, 2023, and bear interest at an annual rate of 6.50% . Interest on the 2023 Notes is payable semi-annually in arrears in March and September of each year. We may, at our option, redeem all or a portion of the 2023 Notes at any time on or after March 15, 2018 at the applicable redemption prices specified in the indenture governing the 2023 Notes (the "Indenture"), plus any accrued and unpaid interest to, but excluding, the applicable redemption date. If we undergo certain kinds of changes of control, holders of the 2023 Notes have the right to require us to repurchase all or any portion of such holder’s 2023 Notes at 101% of the principal amount of the notes being repurchased, plus any accrued and unpaid interest to, but excluding, the date of repurchase. The Indenture contains covenants that, among other things, limit our ability to: (i) create certain liens; (ii) enter into sale and lease-back transactions; (iii) assume, incur or guarantee indebtedness for borrowed money that is secured by a lien on certain principal properties (or on any shares of capital stock of our subsidiaries that own such principal properties) without securing the 2023 Notes on a pari passu basis; and (iv) consolidate with or merge with or into, or sell, transfer, convey or lease all or substantially all of our properties and assets, taken as a whole, to another person. The carrying value under the 2023 Notes at December 31, 2018 was $695.4 million , net of unamortized debt issuance costs of $4.6 million . See Note 11 for information regarding the fair value of the 2023 Notes as of December 31, 2018 and 2017 . Subsidiary Senior Notes due 2017 — Legacy Dean had certain senior notes outstanding at the time of its acquisition, of which one series ( $142 million aggregate principal amount) matured on October 15, 2017 . The indenture governing the Legacy Dean senior notes does not contain financial covenants but does contain certain restrictions, including a prohibition against Legacy Dean and its subsidiaries granting liens on certain of their real property interests and a prohibition against Legacy Dean granting liens on the stock of its subsidiaries. The Legacy Dean senior notes are not guaranteed by Dean Foods Company or Legacy Dean’s wholly-owned subsidiaries. On October 16, 2017, we repaid in full the $142 million outstanding aggregate principal amount of the senior notes, plus remaining accrued and unpaid interest of $4.9 million , with borrowings from our receivables securitization facility. Capital Lease Obligations and Other — Capital lease obligations of $1.6 million and $2.7 million as of December 31, 2018 and 2017 , respectively, were primarily comprised of our leases for information technology equipment. See Note 19 . |
Derivative Financial Instrument
Derivative Financial Instruments and Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Fair Value Measurements | DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Derivative Financial Instruments Commodities — We are exposed to commodity price fluctuations, including in the prices of raw milk, butterfat, sweeteners and other commodity costs used in the manufacturing, packaging and distribution of our products, such as natural gas, resin and diesel fuel. To secure adequate supplies of materials and bring greater stability to the cost of ingredients and their related manufacturing, packaging and distribution, we routinely enter into forward purchase contracts and other purchase arrangements with suppliers. Under the forward purchase contracts, we commit to purchasing agreed-upon quantities of ingredients and commodities at agreed-upon prices at specified future dates. The outstanding purchase commitment for these commodities at any point in time typically ranges from one month ’s to one year ’s anticipated requirements, depending on the ingredient or commodity. These contracts are considered normal purchases. In addition to entering into forward purchase contracts, from time to time we may purchase over-the-counter contracts from our qualified financial institutions or enter into exchange-traded commodity futures contracts for raw materials that are ingredients of our products or components of such ingredients. All commodities contracts are marked to market in our income statement at each reporting period and a derivative asset or liability is recorded on our Consolidated Balance Sheet. Although we may utilize forward purchase contracts and other instruments to mitigate the risks related to commodity price fluctuation, such strategies do not fully mitigate commodity price risk. Adverse movements in commodity prices over the terms of the contracts or instruments could decrease the economic benefits we derive from these strategies. As of December 31, 2018 and 2017 , our derivatives recorded at fair value in our Consolidated Balance Sheets were: Derivative Assets Derivative Liabilities December 31, December 31, December 31, December 31, (In thousands) Commodities contracts — current(1) $ 11 $ 1,431 $ 4,328 $ 1,829 Commodities contracts — non-current(2) — — — 15 Total derivatives $ 11 $ 1,431 $ 4,328 $ 1,844 (1) Derivative assets and liabilities that have settlement dates equal to or less than 12 months from the respective balance sheet date were included in prepaid expenses and other current assets and accounts payable and accrued expenses, respectively, in our Consolidated Balance Sheets. (2) Derivative assets and liabilities that have settlement dates greater than 12 months from the respective balance sheet date were included in identifiable intangible and other assets, net, and other long-term liabilities, respectively, in our Consolidated Balance Sheets. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, we follow a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: • Level 1 — Quoted prices for identical instruments in active markets. • Level 2 — Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations, in which all significant inputs are observable in active markets. • Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. A summary of our derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2018 is as follows (in thousands): Fair Value Level 1 Level 2 Level 3 Assets — Commodities contracts $ 11 $ — $ 11 $ — Liabilities — Commodities contracts 4,328 — 4,328 — A summary of our derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2017 is as follows (in thousands): Fair Value Level 1 Level 2 Level 3 Assets — Commodities contracts $ 1,431 $ — $ 1,431 $ — Liabilities — Commodities contracts 1,844 — 1,844 — Due to their near-term maturities, the carrying amounts of accounts receivable and accounts payable are considered equivalent to fair value. In addition, because the interest rates on our Credit Facility, receivables securitization facility, and certain other debt are variable, their fair values approximate their carrying values. The fair value of the 2023 Notes was determined based on quoted market prices obtained through an external pricing source which derives its price valuations from daily marketplace transactions, with adjustments to reflect the spreads of benchmark bonds, credit risk and certain other variables. We have determined these fair values to be Level 2 measurements as all significant inputs into the quotes provided by our pricing source are observable in active markets. The following table presents the outstanding principal amounts and fair value of the 2023 Notes at December 31: 2018 2017 Amount Outstanding Fair Value Amount Outstanding Fair Value (In thousands) Dean Foods Company senior notes due 2023 $ 700,000 $ 560,000 $ 700,000 $ 698,250 Additionally, we maintain a Supplemental Executive Retirement Plan (“SERP”), which is a nonqualified deferred compensation arrangement for our executive officers and other employees earning compensation in excess of the maximum compensation that can be taken into account with respect to our 401(k) plan. The SERP is designed to provide these employees with retirement benefits from us that are equivalent, as a percentage of total compensation, to the benefits provided to other employees. The assets related to this plan are primarily invested in money market and mutual funds and are held at fair value. We classify these assets as Level 2 as fair value can be corroborated based on quoted market prices for identical or similar instruments in markets that are not active. The following table presents a summary of the SERP assets measured at fair value on a recurring basis as of December 31, 2018 (in thousands): Total Level 1 Level 2 Level 3 Money market $ 6 $ — $ 6 $ — Mutual funds 1,693 — 1,693 — The following table presents a summary of the SERP assets measured at fair value on a recurring basis as of December 31, 2017 (in thousands): Total Level 1 Level 2 Level 3 Money market $ 22 $ — $ 22 $ — Mutual funds 1,785 — 1,785 — |
Common Stock and Share-Based Co
Common Stock and Share-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Common Stock and Share-Based Compensation | COMMON STOCK AND SHARE-BASED COMPENSATION Our authorized shares of capital stock include one million shares of preferred stock and 250 million shares of common stock with a par value of $0.01 per share. Cash Dividends — In accordance with our cash dividend policy, holders of our common stock will receive dividends when and as declared by our Board of Directors. In February 2019, our Board of Directors reviewed the Company’s dividend policy and determined that it would be in the best interest of the stockholders to suspend dividend payments. From 2015 through 2018, all awards of restricted stock units, performance stock units and phantom shares provided for cash dividend equivalent units, which vested in cash at the same time as the underlying award. Quarterly dividends of $0.09 per share were paid in each quarter through September 30, 2018, and a quarterly dividend of $0.03 per share was paid in December 2018, totaling approximately $27.4 million for the year ended December 31, 2018 . Quarterly dividends of $0.09 per share were paid in each quarter of 2017 and 2016 , totaling approximately $32.7 million and $32.8 million for the years ended December 31, 2017 and 2016 , respectively. Any future dividends and the dividend policy may be changed at the Board of Directors’ discretion at any time. Dividends are presented as a reduction to retained earnings in our Consolidated Statement of Stockholders’ Equity unless we have an accumulated deficit as of the end of the period, in which case they are reflected as a reduction to additional paid-in capital. Stock Repurchase Program — Since 1998, our Board of Directors has from time to time authorized the repurchase of our common stock up to an aggregate of $2.38 billion , excluding fees and commissions. We made no share repurchases during the years ended December 31, 2018 and 2017 . We repurchased 1,371,185 shares for $25.0 million during the year ended December 31, 2016 . As of December 31, 2018 , $197.1 million remained available for repurchases under this program (excluding fees and commissions). Our management is authorized to purchase shares from time to time through open market transactions at prevailing prices or in privately-negotiated transactions, subject to market conditions and other factors. Shares, when repurchased, are retired. Stock Award Plans — The Dean Foods Company 2016 Stock Incentive Plan (the “2016 Plan”), approved on May 11, 2016, allows grant awards of various types of equity-based compensation, including stock options, stock appreciation rights (‘‘SARs’’), restricted stock and restricted stock units, performance shares and performance units and other types of stock-based awards as compensation to employees, consultants and directors. The maximum number of shares that are available to be awarded under the 2016 Plan is 11,750,000 shares of common stock of the Company and is inclusive of the shares remaining available for issuance under the 2007 Stock Incentive Plan (the "2007 Plan"), which expired upon the 2016 Plan approval. Any shares subject to any award granted under the 2016 Plan or the 2007 Plan which for any reason expires after the effective date of the 2016 Plan without having been exercised, or is canceled, terminated or otherwise settled without the issuance of stock will again be available for grant under the 2016 Plan. However, to the extent that any options or SARs are exercised by delivering the net value of such award in shares (a so-called ‘‘net exercise’’), the total number of shares for which the option or SAR is exercised, and not just the net number of shares delivered upon such exercise, will be counted as though issued under the 2016 Plan. Additionally, any shares that are canceled or surrendered to satisfy a participant’s applicable tax withholding obligations in respect of any award granted under the 2016 Plan or the 2007 Plan will not again become available for issuance. If any full-value award granted under the 2016 Plan or granted under the 2007 Plan expires without having been exercised, or is canceled, terminated or otherwise settled without the issuance of stock, that number of shares equal to (x) the number of shares subject to such award multiplied by (y) the multiplier applicable under the applicable plan (that is, two shares for each share subject to each such full-value award granted under the 2016 Plan and 1.67 for each full-value award granted under the 2007 Plan) will become available for issuance under the 2016 Plan. As of December 31, 2018 , we had approximately 8.5 million shares, in the aggregate, available for grant under the 2016 Plan. Restricted Stock Units — We issue restricted stock units ("RSUs") to certain senior employees and non-employee directors as part of our long-term incentive program. An RSU represents the right to receive one share of common stock in the future. RSUs have no exercise price. RSUs granted to employees generally vest ratably over three years , subject to certain accelerated vesting provisions based primarily on a change of control, or in certain cases upon death or qualified disability. RSUs granted to non-employee directors vest ratably over three years . The following table summarizes RSU activity during the year ended December 31, 2018 : Employees Non-Employee Directors Total RSUs outstanding at January 1, 2018 545,405 85,829 631,234 RSUs granted 759,814 95,669 855,483 Shares issued upon vesting of RSUs (176,881 ) (39,044 ) (215,925 ) RSUs canceled or forfeited(1) (287,907 ) (1,915 ) (289,822 ) RSUs outstanding at December 31, 2018 840,431 140,539 980,970 Weighted-average per share grant date fair value $ 11.35 $ 11.95 $ 11.44 (1) Pursuant to the terms of our stock unit plans, employees have the option of forfeiting stock units to cover their minimum statutory tax withholding when shares are issued. Any stock units surrendered or canceled in satisfaction of participants’ tax withholding obligations are not available for future grants under the plans. The following table summarizes information about our RSU grants and RSU expense during the years ended December 31, 2018 , 2017 and 2016 (in thousands, except per share amounts): Year Ended December 31 2018 2017 2016 Total intrinsic value of RSUs vested/distributed during the period $ 2,496 $ 7,960 $ 8,920 Weighted-average grant date fair value of RSUs granted 8.92 17.91 19.13 Tax benefit related to RSU expense 972 2,071 1,694 At December 31, 2018 , there was $7.1 million of total unrecognized RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.02 years. Performance Stock Units — In 2016, we began granting performance stock units ("PSUs") as part of our long-term incentive compensation program. PSUs cliff vest and settle in shares of our common stock at the end of a three -year performance period contingent upon the achievement of specific performance goals established for each calendar year during the performance period. The PSUs are deemed granted in three separate one year tranches on the dates in which our Compensation Committee establishes the applicable annual performance goals. The number of shares that may be earned at the end of the vesting period may range from zero to 200 percent of the target award amount based on the achievement of the performance goals. The fair value of PSUs is estimated using the market price of our common stock on the date of grant, and we recognize compensation expense ratably over the vesting period for the portion of the award that is expected to vest. The fair value of the PSUs is remeasured at each reporting period. The following table summarizes PSU activity during the year ended December 31, 2018 : PSUs Weighted Average Grant Date Fair Value Outstanding at January 1, 2018 121,807 $ 18.62 Granted 295,191 8.80 Forfeited (39,430 ) 10.38 Performance adjustment(1) (85,795 ) 18.13 Outstanding at December 31, 2018 291,773 $ 9.94 (1) Represents an adjustment to the 2017 tranche of the 2016 and 2017 PSU awards based on actual performance during the 2017 annual performance period in relation to the established performance goal for that period. The actual performance for the 2017 annual performance period was certified by the Compensation Committee of our Board of Directors in the first quarter of 2018. Phantom Shares — We grant phantom shares as part of our long-term incentive compensation program, which are similar to RSUs in that they are based on the price of our stock and vest ratably over a three -year period, but are cash-settled based upon the value of our stock at each vesting period. The fair value of the awards is remeasured at each reporting period. Compensation expense, which is variable, is recognized over the vesting period with a corresponding liability, which is recorded in accounts payable and accrued expenses in our Consolidated Balance Sheets. The following table summarizes the phantom share activity during the year ended December 31, 2018 : Shares Weighted- Average Grant Date Fair Value Outstanding at January 1, 2018 1,322,580 $ 18.26 Granted 1,718,732 8.78 Converted/paid (633,271 ) 17.88 Forfeited (400,614 ) 12.79 Outstanding at December 31, 2018 2,007,427 $ 11.35 Restricted Stock — We offer our non-employee directors the option to receive certain compensation for services rendered in either cash or shares of restricted stock equal to 150% of the fee amount. Shares of restricted stock vest one-third on grant, one-third on the first anniversary of grant and one-third on the second anniversary of grant. The following table summarizes restricted stock activity during the year ended December 31, 2018 : Shares Weighted- Average Grant Date Fair Value Unvested at January 1, 2018 52,769 $ 14.97 Restricted shares granted 102,485 6.99 Restricted shares vested (67,728 ) 11.33 Unvested at December 31, 2018 87,526 $ 8.44 Stock Options — We did not grant any stock options during 2016 , 2017 or 2018 . At December 31, 2018 , there was no remaining unrecognized stock option expense related to unvested awards. Under the terms of our stock option plans, employees and non-employee directors may be granted options to purchase our stock at a price equal to the market price on the date the option is granted. The following table summarizes stock option activity during the year ended December 31, 2018 : Options Weighted Average Exercise Price Weighted Average Contractual Life (Years) Aggregate Intrinsic Value Options outstanding and exercisable at January 1, 2018 700,467 $ 17.21 Forfeited and canceled(1) (314,929 ) 20.46 Options outstanding and exercisable at December 31, 2018(2) 385,538 14.55 1.04 $ — (1) Pursuant to the terms of our stock option plans, options that are forfeited or canceled may be available for future grants. Effective May 15, 2013, any stock options surrendered or canceled in satisfaction of participants' exercise proceeds or tax withholding obligation will no longer become available for future grants under the plans. (2) As of December 31, 2018 , there were no remaining unvested stock options. The following table summarizes information about options outstanding and exercisable at December 31, 2018 : Options Outstanding and Exercisable Range of Exercise Prices Number Outstanding Weighted- Average Remaining Contractual Life (in years) Weighted- Average Exercise Price $8.96 to 10.44 88,451 2.69 $ 9.77 12.60 67,287 1.12 12.60 13.30 to 15.70 31,987 2.00 14.46 17.36 194,233 0.12 17.36 17.48 3,580 0.17 17.48 The following table summarizes additional information regarding our stock option activity (in thousands): Year Ended December 31 2018 2017 2016 Intrinsic value of options exercised $ — $ 427 $ 1,372 Fair value of shares vested — — — Tax benefit related to stock option expense — — — During the year ended December 31, 2018 , there were no stock option exercises. Share-Based Compensation Expense — The following table summarizes the share-based compensation expense related to equity-based awards recognized during the years ended December 31, 2018 , 2017 and 2016 (in thousands): Year Ended December 31 2018 2017 2016 RSUs $ 4,935 $ 5,969 $ 11,053 PSUs (68 ) (1) (2,395 ) (2) 3,601 Phantom shares 3,028 7,447 15,176 Total $ 7,895 $ 11,021 $ 29,830 (1) The net credit to PSU expense for the year ended December 31, 2018 is primarily the result of lower expected performance (relative to the established performance metric) associated with the 2018 tranche of these awards. (2) The net credit to PSU expense for the year ended December 31, 2017 is primarily the result of lower performance (relative to the established performance metric) associated with the 2017 tranche of these awards and reflects the impact of a mark-to-market adjustment with respect to PSUs granted to certain former executives which were cash settled following the completion of the performance period based on our stock price. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is based on the weighted average number of common shares issued and outstanding during each period. Diluted earnings (loss) per share is based on the weighted average number of common shares issued and outstanding and the effect of all dilutive common stock equivalents outstanding during each period. Stock option conversions and stock units were not included in the computation of diluted loss per share for the year ended December 31, 2018 as we incurred a loss from continuing operations for this period and any effect on loss per share would have been anti-dilutive. The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings (loss) per share: Year Ended December 31 2018 2017 2016 (In thousands, except share data) Basic earnings (loss) per share computation: Numerator: Income (loss) from continuing operations $ (332,230 ) $ 47,422 $ 120,617 Net loss attributable to non-controlling interest 458 — — Income (loss) from continuing operations attributable to Dean Foods Company $ (331,772 ) $ 47,422 $ 120,617 Denominator: Average common shares 91,327,846 90,899,284 90,933,886 Basic earnings (loss) per share from continuing operations attributable to Dean Foods Company $ (3.63 ) $ 0.52 $ 1.33 Diluted earnings (loss) per share computation: Numerator: Income (loss) from continuing operations $ (332,230 ) $ 47,422 $ 120,617 Net loss attributable to non-controlling interest 458 — — Income (loss) from continuing operations attributable to Dean Foods Company $ (331,772 ) $ 47,422 $ 120,617 Denominator: Average common shares — basic 91,327,846 90,899,284 90,933,886 Stock option conversion(1) — 119,284 246,116 RSUs and PSUs(2) — 255,426 330,481 Average common shares — diluted 91,327,846 91,273,994 91,510,483 Diluted earnings (loss) per share from continuing operations attributable to Dean Foods Company $ (3.63 ) $ 0.52 $ 1.32 (1) Anti-dilutive common shares excluded 436,473 880,541 1,262,158 (2) Anti-dilutive stock units excluded 1,086,206 442,047 — |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2018 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in accumulated other comprehensive loss by component, net of tax, during the year ended December 31, 2018 were as follows (in thousands): Pension and Other Postretirement Benefits Items Foreign Currency Items Total Balance, December 31, 2017 $ (73,629 ) $ (4,781 ) $ (78,410 ) Other comprehensive loss before reclassifications (9,971 ) — (9,971 ) Amounts reclassified from accumulated other comprehensive loss(1) 6,621 — 6,621 Net current-period other comprehensive loss (3,350 ) — (3,350 ) Reclassification of stranded tax effects related to the Tax Act(2) (16,847 ) — (16,847 ) Balance, December 31, 2018 $ (93,826 ) $ (4,781 ) $ (98,607 ) (1) The accumulated other comprehensive loss reclassification is related to amortization of unrecognized actuarial losses and prior service costs, both of which are included in the computation of net periodic pension cost. See Notes 15 and 16 . (2) See Note 1 for additional details on the adoption of ASU No. 2018-02 during the first quarter of 2018. The changes in accumulated other comprehensive loss by component, net of tax, during the year ended December 31, 2017 were as follows (in thousands): Pension and Other Postretirement Benefits Items Foreign Currency Items Total Balance, December 31, 2016 $ (84,852 ) $ (4,781 ) $ (89,633 ) Other comprehensive income before reclassifications 17,740 — 17,740 Amounts reclassified from accumulated other comprehensive loss(1) (6,517 ) — (6,517 ) Net current-period other comprehensive income 11,223 — 11,223 Balance, December 31, 2017 $ (73,629 ) $ (4,781 ) $ (78,410 ) (1) The accumulated other comprehensive loss reclassification is related to amortization of unrecognized actuarial losses and prior service costs, both of which are included in the computation of net periodic pension cost. See Notes 15 and 16 . |
Employee Retirement and Profit
Employee Retirement and Profit Sharing Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee Retirement and Profit Sharing Plans | EMPLOYEE RETIREMENT AND PROFIT SHARING PLANS We sponsor various defined benefit and defined contribution retirement plans, including various employee savings and profit sharing plans, and contribute to various multiemployer pension plans on behalf of our employees. Substantially all full-time union and non-union employees who have completed one or more years of service and have met other requirements pursuant to the plans are eligible to participate in one or more of these plans. During 2018 , 2017 and 2016 , our retirement and profit sharing plan expenses were as follows: Year Ended December 31 2018 2017 2016 (In thousands) Defined benefit plans $ 5,547 $ 6,717 $ 6,805 Defined contribution plans 18,968 19,562 19,078 Multiemployer pension and certain union plans 27,181 29,231 30,073 Total $ 51,696 $ 55,510 $ 55,956 Defined Benefit Plans — The benefits under our defined benefit plans are based on years of service and employee compensation. Our funding policy is to contribute annually the minimum amount required under Employee Retirement Income Security Act regulations plus additional amounts as we deem appropriate. Included in accumulated other comprehensive loss at December 31, 2018 and 2017 are the following amounts that have not yet been recognized in net periodic pension cost: unrecognized prior service costs of $2.2 million ( $1.7 million net of tax) and $2.6 million ( $1.6 million net of tax), respectively, and unrecognized actuarial losses of $128.2 million ( $96.3 million net of tax) and $122.1 million ( $74.4 million net of tax), respectively. Prior service costs and actuarial losses included in accumulated other comprehensive loss and expected to be recognized in net periodic pension cost during the year ending December 31, 2019 are $0.4 million ( $0.3 million net of tax) and $9.8 million ( $7.2 million net of tax), respectively. The reconciliation of the beginning and ending balances of the projected benefit obligation and the fair value of plan assets for the years ended December 31, 2018 and 2017 , and the funded status of the plans at December 31, 2018 and 2017 are as follows: December 31 2018 2017 (In thousands) Change in benefit obligation: Benefit obligation at beginning of year $ 349,784 $ 338,733 Service cost 2,928 3,007 Interest cost 11,311 11,709 Plan amendments — 1,233 Actuarial (gain) loss (26,820 ) 19,921 Benefits paid (23,105 ) (24,819 ) Benefit obligation at end of year 314,098 349,784 Change in plan assets: Fair value of plan assets at beginning of year 344,760 282,183 Actual return (loss) on plan assets (23,276 ) 48,038 Employer contributions 829 39,358 Benefits paid (23,105 ) (24,819 ) Fair value of plan assets at end of year 299,208 344,760 Funded status at end of year $ (14,890 ) $ (5,024 ) The underfunded status of the plans of $14.9 million at December 31, 2018 is recognized in our Consolidated Balance Sheet and includes $14.1 million classified as a noncurrent pension liability and $0.8 million classified as a current accrued pension liability. We do not expect any plan assets to be returned to us during the year ending December 31, 2019 . We do not currently expect to make any contributions to the pension plans in 2019 . A summary of our key actuarial assumptions used to determine benefit obligations as of December 31, 2018 and 2017 follows: December 31 2018 2017 Weighted average discount rate 4.38 % 3.69 % Rate of compensation increase 3.70 % 3.70 % A summary of our key actuarial assumptions used to determine net periodic benefit cost for 2018 , 2017 and 2016 follows: Year Ended December 31 2018 2017 2016 Effective discount rate for benefit obligations 3.69 % 4.29 % 4.53 % Effective rate for interest on benefit obligations 3.32 % 3.56 % 3.76 % Effective discount rate for service cost 3.79 % 4.51 % 4.67 % Effective rate for interest on service cost 3.51 % 3.91 % 4.14 % Expected return on assets 5.25 % 6.25 % 6.75 % Rate of compensation increase 3.70 % 3.70 % 4.00 % Year Ended December 31 2018 2017 2016 (In thousands) Components of net periodic benefit cost: Service cost $ 2,928 $ 3,007 $ 3,173 Interest cost 11,311 11,709 12,171 Expected return on plan assets (17,644 ) (19,030 ) (18,531 ) Amortizations: Prior service cost 431 706 857 Unrecognized net loss 8,521 10,325 8,822 Effect of settlement — — 313 Net periodic benefit cost $ 5,547 $ 6,717 $ 6,805 The overall expected long-term rate of return on plan assets is a weighted-average expectation based on the targeted and expected portfolio composition. We consider historical performance and current benchmarks to arrive at expected long-term rates of return in each asset category. The amortization of unrecognized net loss represents the amortization of investment losses incurred. The effect of settlement costs represents the recognition of net periodic benefit cost related to pension settlements reached as a result of plant closures. Pension plans with an accumulated benefit obligation in excess of plan assets follows: December 31 2018 2017 (In millions) Projected benefit obligation $ 314.1 $ 349.8 Accumulated benefit obligation 311.7 346.0 Fair value of plan assets 299.2 344.8 The accumulated benefit obligation for all defined benefit plans was $311.7 million and $346.0 million at December 31, 2018 and 2017 , respectively. Almost 90% of our defined benefit plan obligations are frozen as to future participation or increases in projected benefit obligation. Many of these obligations were acquired in prior strategic transactions. As an alternative to defined benefit plans, we offer defined contribution plans for eligible employees. At the end of 2015, we changed our approach used to measure service and interest costs for pension and other postretirement benefits. In 2015, we measured service and interest costs utilizing a single weighted-average discount rate derived from the yield curve used to measure the plan obligations. In 2016, we elected to measure service and interest costs by applying the specific spot rates along that yield curve to the plans’ liability cash flows. We believe the new approach provides a more precise measurement of service and interest costs by aligning the timing of the plans’ liability cash flows to the corresponding spot rates on the yield curve. This change does not affect the measurement of our plan obligations but generally results in lower pension expense in periods when the yield curve is upward sloping. We have accounted for this change as a change in accounting estimate and, accordingly, have accounted for it on a prospective basis starting in 2016. Substantially all of our qualified pension plans are consolidated into one master trust. Our investment objectives are to minimize the volatility of the value of our pension assets relative to our pension liabilities and to ensure assets are sufficient to pay plan benefits. In 2014, we adopted a broad pension de-risking strategy intended to align the characteristics of our assets relative to our liabilities. The strategy targets investments depending on the funded status of the obligation. We anticipate this strategy will continue in future years and will be dependent upon market conditions and plan characteristics. At December 31, 2018 , our master trust was invested as follows: investments in equity securities were at 29% ; investments in fixed income were at 70% ; and cash equivalents were less than 1% . We believe the allocation of our master trust investments as of December 31, 2018 is generally consistent with the targets set forth by our Investment Committee. Estimated pension plan benefit payments to participants for the next ten years are as follows: 2019 $ 18.0 million 2020 18.3 million 2021 19.0 million 2022 19.8 million 2023 20.1 million Next five years 103.1 million Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, we follow a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value of our defined benefit plans’ consolidated assets as follows: • Level 1 — Quoted prices for identical instruments in active markets. • Level 2 — Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations, in which all significant inputs are observable in active markets. • Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The fair values by category of inputs as of December 31, 2018 were as follows (in thousands): Fair Value as of Level 1 Level 2 Level 3 Equity Securities: Common Stock $ 299 $ 299 $ — $ — Index Funds: U.S. Equities(a) 84,693 — 84,693 — Equity Funds(b) 5,924 — 5,924 — Total Equity Securities 90,916 299 90,617 — Fixed Income: Bond Funds(c) 203,640 — 203,640 — Diversified Funds(d) 2,712 — — 2,712 Total Fixed Income 206,352 — 203,640 2,712 Cash Equivalents: Short-term Investment Funds(e) 1,940 — 1,940 — Total Cash Equivalents 1,940 — 1,940 — Total $ 299,208 $ 299 $ 296,197 $ 2,712 (a) Represents a pooled/separate account that tracks the Dow Jones U.S. Total Stock Market Index. (b) Represents a pooled/separate account comprised of approximately 90% U.S. large-cap stocks and 10% international stocks. (c) Represents investments primarily in U.S. dollar-denominated, investment grade bonds, including government securities, corporate bonds, and mortgage- and asset-backed securities. (d) Represents a pooled/separate account investment in the General Investment Account of an investment manager. The account primarily invests in fixed income debt securities, such as high grade corporate bonds, government bonds and asset-backed securities. (e) Investment is comprised of high grade money market instruments with short-term maturities and high liquidity. The fair values by category of inputs as of December 31, 2017 were as follows (in thousands): Fair Value as of Level 1 Level 2 Level 3 Equity Securities: Common Stock $ 364 $ 364 $ — $ — Index Funds: U.S. Equities(a) 98,759 — 98,759 — Equity Funds(b) 7,675 — 7,675 — Total Equity Securities 106,798 364 106,434 — Fixed Income: Bond Funds(c) 233,628 — 233,628 — Diversified Funds(d) 2,700 — — 2,700 Total Fixed Income 236,328 — 233,628 2,700 Cash Equivalents: Short-term Investment Funds(e) 1,634 — 1,634 — Total Cash Equivalents 1,634 — 1,634 — Total $ 344,760 $ 364 $ 341,696 $ 2,700 (a) Represents a pooled/separate account that tracks the Dow Jones U.S. Total Stock Market Index. (b) Represents a pooled/separate account comprised of approximately 90% U.S. large-cap stocks and 10% international stocks. (c) Represents investments primarily in U.S. dollar-denominated, investment grade bonds, including government securities, corporate bonds, and mortgage- and asset-backed securities. (d) Represents a pooled/separate account investment in the General Investment Account of an investment manager. The account primarily invests in fixed income debt securities, such as high grade corporate bonds, government bonds and asset-backed securities. (e) Investment is comprised of high grade money market instruments with short-term maturities and high liquidity. Inputs and valuation techniques used to measure the fair value of plan assets vary according to the type of security being valued. The common stock investments held directly by the plans are actively traded and fair values are determined based on quoted prices in active markets and are therefore classified as Level 1 inputs in the fair value hierarchy. Fair values of equity securities held through units of pooled or index funds are based on net asset value of the units of the funds as determined by the fund manager. These funds are similar in nature to retail mutual funds, but are typically more efficient for institutional investors than retail mutual funds. The fair value of pooled funds is determined by the value of the underlying assets held by the fund and the units outstanding. The values of the pooled funds are not directly observable, but are based on observable inputs and, accordingly, have been classified as Level 2 in the fair value hierarchy. Fair values of fixed income bond funds are typically determined by reference to the values of similar securities traded in the marketplace and current interest rate levels. Multiple pricing services are typically employed to assist in determining these valuations. These investments are classified as Level 2 in the fair value hierarchy as all significant inputs into the valuation are readily observable in the marketplace. Investments in diversified funds and investments in partnerships/joint ventures are classified as Level 3 in the fair value hierarchy as their fair value is dependent on inputs and assumptions which are not readily observable in the marketplace. A reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets using significant unobservable inputs (Level 3) during the years ended December 31, 2018 and 2017 is as follows (in thousands): Diversified Funds Partnerships/ Joint Ventures Total Balance at December 31, 2016 $ 3,930 $ 163 $ 4,093 Actual return on plan assets: Relating to instruments still held at reporting date 97 — 97 Relating to instruments sold during the period — (1 ) (1 ) Purchases, sales and settlements (net) (1,849 ) — (1,849 ) Transfers in and/or out of Level 3 522 (162 ) 360 Balance at December 31, 2017 $ 2,700 $ — $ 2,700 Actual return on plan assets: Relating to instruments still held at reporting date 76 — 76 Purchases, sales and settlements (net) (1,360 ) — (1,360 ) Transfers in and/or out of Level 3 1,296 — 1,296 Balance at December 31, 2018 $ 2,712 $ — $ 2,712 Defined Contribution Plans — Certain of our non-union personnel may elect to participate in savings and profit sharing plans sponsored by us. These plans generally provide for salary reduction contributions to the plans on behalf of the participants of between 1% and 50% of a participant’s annual compensation and provide for employer matching and profit sharing contributions as determined by the plan provisions and approved by our Board of Directors. In addition, certain union hourly employees are participants in company-sponsored defined contribution plans, which provide for salary reduction contributions according to several schedules, including as a percentage of salary and flat dollar amounts. Additionally, employer contributions are sometimes, although not always, provided according to various schedules ranging from flat dollar contributions to matching contributions as a percent of salary based on the employees deferral election and according to the terms of the relevant collective bargaining agreement. Multiemployer Pension Plans — Certain of our subsidiaries contribute to various multiemployer pension and other postretirement benefit plans which cover a majority of our full-time union employees and certain of our part-time union employees. Such plans are usually administered by a board of trustees composed of labor representatives and the management of the participating companies. The risks of participating in these multiemployer plans are different from single-employer plans in the following aspects: • Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; • If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and • If we choose to stop participating in one or more of our multiemployer plans, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability. Our participation in these multiemployer plans for the year ended December 31, 2018 is outlined in the table below. Unless otherwise noted, the most recent Pension Protection Act (“PPA”) Zone Status available in 2018 and 2017 is for the plans’ year-end at December 31, 2017 and December 31, 2016 , respectively. The zone status is based on information that we obtained from each plan’s Form 5500, which is available in the public domain and is certified by the plan’s actuary. Among other factors, plans in the red zone are in "critical" or "critical and declining" status and generally less than 65% funded, plans in the yellow zone are in "endangered" status and less than 80% funded, and plans in the green zone are in "healthy" status and at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates plans for which a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. Federal law requires that plans classified in the yellow zone or red zone adopt a funding improvement plan or rehabilitation plan, respectively, in order to improve the financial health of the plan. The “Extended Amortization Provisions” column indicates plans which have elected to utilize the special 30-year amortization rules provided by the Pension Relief Act of 2010 to amortize its losses from 2008 as a result of turmoil in the financial markets. The last column in the table lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. Pension Fund Employer Identification Number Pension Plan Number PPA Zone Status FIP / RP Status Pending/ Implemented Extended Amortization Provisions Expiration Date of Associated Collective- Bargaining Agreement(s) 2018 2017 Western Conference of Teamsters Pension Plan(1) 91-6145047 001 Green Green N/A No March 31, 2019 - October 31, 2021 Central States, Southeast and Southwest Areas Pension Plan(2) 36-6044243 001 Red Red Implemented No April 3, 2019 - May 1, 2021 Retail, Wholesale & Department Store International Union and Industry Pension Fund(3) 63-0708442 001 Red Green Implemented Yes August 26, 2019 - June 11, 2021 Dairy Industry – Union Pension Plan for Philadelphia Vicinity(4) 23-6283288 001 Red Yellow Implemented Yes August 31, 2020 - (1) We are party to approximately thirteen collective bargaining agreements that require contributions to this plan. These agreements cover a large number of employee participants and expire on various dates between 2019 and 2021. The agreement expiring in March 2019 is the most significant as 29% of our employee participants in this plan are covered by that agreement. (2) There are approximately 19 collective bargaining agreements that govern our participation in this plan. The agreements expire on various dates between 2019 and 2021. Approximately 40% , 34% , and 26% of our employee participants in this plan are covered by the agreements expiring in 2019, 2020, and 2021 respectively. (3) We are subject to approximately eight collective bargaining agreements with respect to this plan. Approximately 2% , 44% , and 54% of our employee participants in this plan are covered by the agreements expiring in 2019, 2020, and 2021 respectively. (4) We are party to five collective bargaining agreements with respect to this plan. The agreement expiring in September 2020 is the most significant as 62% of our employee participants in this plan are covered by that agreement. Information regarding our contributions to our multiemployer pension plans is shown in the table below. There are no changes that materially affected the comparability of our contributions to each of these plans during the years ended December 31, 2018 , 2017 and 2016 . Pension Fund Employer Identification Number Pension Plan Number Dean Foods Company Contributions (in millions) 2018 2017 2016 Surcharge Imposed(3) Western Conference of Teamsters Pension Plan 91-6145047 001 $ 14.0 $ 13.2 $ 13.8 No Central States, Southeast and Southwest Areas Pension Plan 36-6044243 001 9.5 9.5 8.6 No Retail, Wholesale & Department Store International Union and Industry Pension Fund(1) 63-0708442 001 1.3 1.3 1.8 No Dairy Industry – Union Pension Plan for Philadelphia Vicinity(1) 23-6283288 001 2.1 2.1 1.9 No Other Funds(2) 0.3 3.1 4.0 Total Contributions $ 27.2 $ 29.2 $ 30.1 (1) During the 2017 and 2016 plan years, our contributions to these plans exceeded 5% of total plan contributions. At the date of filing of this Annual Report on Form 10-K, Forms 5500 were not available for the plan years ending in 2018. (2) Amounts shown represent our contributions to all other multiemployer pension and other postretirement benefit plans, which are immaterial both individually and in the aggregate to our Consolidated Financial Statements. (3) Federal law requires that contributing employers to a plan in Critical status pay to the plan a surcharge to help correct the plan’s financial situation. The amount of the surcharge is equal to a percentage of the amount we would otherwise be required to contribute to the plan and ceases once our related collective bargaining agreements are amended to comply with the provisions of the rehabilitation plan. |
Postretirement Benefits Other T
Postretirement Benefits Other Than Pensions | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Postretirement Benefits Other Than Pensions | POSTRETIREMENT BENEFITS OTHER THAN PENSIONS Certain of our subsidiaries provide health care benefits to certain retirees who are covered under specific group contracts. As defined by the specific group contract, qualified covered associates may be eligible to receive major medical insurance with deductible and co-insurance provisions subject to certain lifetime maximums. Included in accumulated other comprehensive loss at December 31, 2018 and 2017 are the following amounts that have not yet been recognized in net periodic benefit cost: unrecognized prior service costs of $0.3 million ( $0.2 million net of tax) and $0.4 million ( $0.3 million net of tax), respectively, and unrecognized actuarial gains of $6.1 million ( $4.6 million net of tax) and $4.6 million ( $3.4 million net of tax), respectively. The prior service cost and actuarial gains included in accumulated other comprehensive income (loss) and expected to be recognized in net periodic benefit cost during the year ending December 31, 2019 is $0.1 million ( $0.1 million net of tax) and $0.6 million ( $0.5 million net of tax), respectively. The following table sets forth the funded status of these plans: December 31 2018 2017 (In thousands) Change in benefit obligation: Benefit obligation at beginning of year $ 31,866 $ 30,122 Service cost 679 586 Interest cost 941 960 Employee contributions 316 256 Actuarial (gain) loss (1,959 ) 1,622 Benefits paid (1,929 ) (1,680 ) Benefit obligation at end of year 29,914 31,866 Fair value of plan assets at end of year — — Funded status $ (29,914 ) $ (31,866 ) The unfunded portion of the liability of $29.9 million at December 31, 2018 is recognized in our Consolidated Balance Sheet and includes $2.4 million classified as a current accrued postretirement liability. A summary of our key actuarial assumptions used to determine the benefit obligation as of December 31, 2018 and 2017 follows: December 31 2018 2017 Healthcare inflation: Healthcare cost trend rate assumed for next year 6.43 % 6.72 % Rate to which the cost trend rate is assumed to decline (ultimate trend rate) 4.50 % 4.50 % Year of ultimate rate achievement 2038 2038 Weighted average discount rate 4.26 % 3.53 % A summary of our key actuarial assumptions used to determine net periodic benefit cost follows: Year Ended December 31 2018 2017 2016 Healthcare inflation: Healthcare cost trend rate assumed for next year 6.72 % 7.00 % 7.27 % Rate to which the cost trend rate is assumed to decline (ultimate trend rate) 4.50 % 4.50 % 4.50 % Year of ultimate rate achievement 2038 2038 2038 Effective discount rate for benefit obligations 3.53 % 3.97 % 4.27 % Effective rate for interest on benefit obligations 3.16 % 3.32 % 3.52 % Effective discount rate for service cost 3.77 % 4.44 % 4.68 % Effective rate for interest on service cost 3.59 % 4.08 % 4.37 % At the end of 2015, we changed our approach used to measure service and interest costs for pension and other postretirement benefits. In 2015, we measured service and interest costs utilizing a single weighted-average discount rate derived from the yield curve used to measure the plan obligations. In 2016, we elected to measure service and interest costs by applying the specific spot rates along that yield curve to the plans’ liability cash flows. We believe the new approach provides a more precise measurement of service and interest costs by aligning the timing of the plans’ liability cash flows to the corresponding spot rates on the yield curve. This change does not affect the measurement of our plan obligations but generally results in lower pension expense in periods when the yield curve is upward sloping. We have accounted for this change as a change in accounting estimate and, accordingly, have accounted for it on a prospective basis starting in 2016. Year Ended December 31 2018 2017 2016 (In thousands) Components of net periodic benefit cost: Service and interest cost $ 1,620 $ 1,545 $ 1,725 Amortizations: Prior service cost 92 92 92 Unrecognized net (gain) loss (472 ) (457 ) (245 ) Net periodic benefit cost $ 1,240 $ 1,180 $ 1,572 Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one percent change in assumed health care cost trend rates would have the following effects: 1-Percentage- Point Increase 1-Percentage- Point Decrease (In thousands) Effect on total of service and interest cost components $ 220 $ (181 ) Effect on postretirement obligation 1,956 (3,358 ) We expect to contribute $2.4 million to the postretirement health care plans in 2019 . Estimated postretirement health care plan benefit payments for the next ten years are as follows: 2019 $ 2.4 million 2020 2.4 million 2021 2.3 million 2022 2.3 million 2023 2.2 million Next five years 10.9 million |
Asset Impairment Charges and Fa
Asset Impairment Charges and Facility Closing and Reorganization Costs | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Asset Impairment Charges and Facility Closing and Reorganization Costs | ASSET IMPAIRMENT CHARGES AND FACILITY CLOSING AND REORGANIZATION COSTS Asset Impairment Charges We evaluate our finite-lived intangible and long-lived assets for impairment when circumstances indicate that the carrying value may not be recoverable. Indicators of impairment could include, among other factors, significant changes in the business environment, the planned closure of a facility, or deteriorations in operating cash flows. Considerable management judgment is necessary to evaluate the impact of operating changes and to estimate future cash flows. Testing the assets for recoverability involves developing estimates of future cash flows directly associated with, and that are expected to arise as a direct result of, the use and eventual disposition of the assets. Other inputs are based on assessment of an individual asset’s alternative use within other production facilities, evaluation of recent market data and historical liquidation sales values for similar assets. As the inputs for testing recoverability are largely based on management’s judgments and are not generally observable in active markets, we consider such measurements to be Level 3 measurements in the fair value hierarchy. See Note 11 . The results of our 2018 impairment analysis indicated an impairment of our property, plant, and equipment at five of our production facilities, totaling $13.7 million . The impairments were the result of declines in operating cash flows at these production facilities on both a historical and forecasted basis. These impairment charges were recorded during the year ended December 31, 2018 . For the year ended December 31, 2017 , the results of our analysis indicated an impairment of our property, plant and equipment at three of our production facilities, totaling $27.8 million . The impairments were the result of declines in operating cash flows at these production facilities on both a historical and forecasted basis. In addition, we recorded a write-down of certain corporate assets in connection with our enterprise-wide cost productivity plan totaling $2.9 million . We can provide no assurance that we will not have impairment charges in future periods as a result of changes in our business environment, operating results or the assumptions and estimates utilized in our impairment tests. Facility Closing and Reorganization Costs Costs associated with approved plans within our ongoing network optimization and reorganization strategies are summarized as follows: Year Ended December 31 2018 2017 2016 (In thousands) Closure of facilities, net(1) $ 60,460 $ 12,703 $ 8,719 Organizational effectiveness(2) (331 ) 12,210 — Enterprise-wide cost productivity plan(3) 14,863 — — Facility closing and reorganization costs, net $ 74,992 $ 24,913 $ 8,719 (1) Reflects charges, net of gains on the sales of assets, associated with closed facilities that were incurred in 2018 , 2017 and 2016 . These charges are primarily related to facility closures in Braselton, Georgia; Louisville, Kentucky; Erie, Pennsylvania; Huntley, Illinois; Thief River Falls, Minnesota; Lynn, Massachusetts; Livonia, Michigan; Richmond, Virginia; Orem, Utah; New Orleans, Louisiana; Rochester, Indiana; Riverside, California; Denver, Colorado; and Buena Park, California. We have incurred net charges to date of $111.9 million related to these facility closures through December 31, 2018 . We expect to incur additional charges related to these facility closures of approximately $7.6 million related to shutdown, contract termination and other costs. (2) During 2017, we initiated a company-wide, multi-phase organizational effectiveness assessment to better align each key function of the Company with our strategic plan. This initiative has resulted in headcount reductions due to changes to our organizational structure, and the charges shown in the table above are primarily comprised of severance benefits and other employee-related costs associated with these organizational changes. We do not expect to incur any material additional costs associated with this initiative. (3) In the fourth quarter of 2017, we announced an enterprise-wide cost productivity plan, which includes rescaling our supply chain, optimizing spend management and integrating our operating model. This plan has resulted in headcount reductions due to changes to our organizational structure, and the charges shown in the table above are primarily comprised of severance benefits and other employee-related costs associated with these changes. Efforts with respect to the enterprise-wide cost productivity plan are ongoing, and we expect that we will incur additional costs in the coming months associated with the approval and implementation of an additional phase of the plan; however, as specific details of this phase have not been finalized and approved, future costs are not yet estimable. Activity for 2018 and 2017 with respect to facility closing and reorganization costs is summarized below and includes items expensed as incurred: Accrued Charges at Charges and Adjustments Payments Accrued Charges at Charges and Adjustments Payments Accrued Charges at (In thousands) Cash charges: Workforce reduction costs $ 3,610 $ 14,033 $ (11,780 ) $ 5,863 $ 27,460 $ (20,110 ) $ 13,213 Shutdown costs — 3,792 (3,792 ) — 7,349 (7,349 ) — Lease obligations after shutdown 3,932 1,021 (2,347 ) 2,606 143 (1,381 ) 1,368 Other — 318 (318 ) — 465 (465 ) — Subtotal $ 7,542 19,164 $ (18,237 ) $ 8,469 35,417 $ (29,305 ) $ 14,581 Non-cash charges: Write-down of assets(1) 5,602 45,450 (Gain) loss on sale of related assets 138 (6,062 ) Other, net 9 187 Subtotal 5,749 39,575 Total $ 24,913 $ 74,992 (1) The write-down of assets relates primarily to owned buildings, land and equipment of those facilities identified for closure. The assets were tested for recoverability at the time the decision to close the facilities was more likely than not to occur. Over time, refinements to our estimates used in testing for recoverability may result in additional asset write-downs. The write-down of assets can include accelerated depreciation recorded for those facilities identified for closure. Our methodology for testing the recoverability of the assets is consistent with the methodology described in the “Asset Impairment Charges” section above. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION Year Ended December 31 2018 2017 2016 (In thousands) Cash paid for interest and financing charges, net of capitalized interest $ 54,178 $ 60,403 $ 60,580 Net cash paid (received) for taxes (335 ) (3,063 ) 50,630 Non-cash additions to property, plant and equipment, including capital leases 17,088 8,879 4,748 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Contingent Obligations Related to Divested Operations — We have divested certain businesses in recent years. In each case, we have retained certain known contingent obligations related to those businesses and/or assumed an obligation to indemnify the purchasers of the businesses for certain unknown contingent liabilities, including environmental liabilities. We believe that we have established adequate reserves, which are immaterial to the financial statements, for potential liabilities and indemnifications related to our divested businesses. Moreover, we do not expect any liability that we may have for these retained liabilities, or any indemnification liability, to materially exceed amounts accrued. Contingent Obligations Related to Milk Supply Arrangements — On December 21, 2001, in connection with our acquisition of Legacy Dean, we purchased Dairy Farmers of America’s (“DFA”) 33.8% interest in our operations. In connection with that transaction, we issued a contingent, subordinated promissory note to DFA in the original principal amount of $40 million . The promissory note has a 20 -year term that bears interest based on the consumer price index. Interest will not be paid in cash but will be added to the principal amount of the note annually, up to a maximum principal amount of $96 million . We may prepay the note in whole or in part at any time, without penalty. The note will only become payable if we materially breach or terminate one of our related milk supply agreements with DFA without renewal or replacement. Otherwise, the note will expire in 2021 , without any obligation to pay any portion of the principal or interest. Payments made under the note, if any, would be expensed as incurred. We have not terminated, and we have not materially breached, any of our milk supply agreements with DFA related to the promissory note. We have previously terminated unrelated supply agreements with respect to several plants that were supplied by DFA. In connection with our continued focus on cost control and increased supply chain efficiency, we continue to evaluate our sources of raw milk supply. Insurance — We use a combination of insurance and self-insurance for a number of risks, including property, workers’ compensation, general liability, automobile liability, product liability and employee health care utilizing high deductibles. Deductibles vary due to insurance market conditions and risk. Liabilities associated with these risks are estimated considering historical claims experience and other actuarial assumptions. Based on current information, we believe that we have established adequate reserves to cover these claims. At December 31, 2018 and 2017 , we recorded accrued liabilities related to these retained risks of $142.0 million and $152.6 million , respectively, including both current and long-term liabilities. Lease and Purchase Obligations — We lease certain property, plant and equipment used in our operations under both capital and operating lease agreements. Such leases, which are primarily for machinery, equipment and vehicles, including our distribution fleet, have lease terms ranging from one to 20 years. Certain of the operating lease agreements require the payment of additional rentals for maintenance, along with additional rentals based on miles driven or units produced. Certain leases require us to guarantee a minimum value of the leased asset at the end of the lease. Our maximum exposure under those guarantees is not a material amount. Rent expense was $143.3 million , $135.4 million and $127.3 million for 2018 , 2017 and 2016 , respectively. The net book value of assets under capital leases, which are included in property, plant and equipment in our Consolidated Balance Sheets, are as follows: Year Ended December 31 2018 2017 (In thousands) Machinery and equipment $ 5,481 $ 5,619 Less accumulated depreciation (4,045 ) (2,948 ) Net book value of assets under capital leases $ 1,436 $ 2,671 Future minimum payments at December 31, 2018 under non-cancelable capital leases and operating leases with terms in excess of one year are summarized below: Capital Leases Operating Leases (In thousands) 2019 $ 1,271 $ 118,827 2020 398 90,615 2021 — 64,501 2022 — 45,049 2023 — 32,771 Thereafter — 50,998 Total minimum lease payments 1,669 $ 402,761 Less amount representing interest (51 ) Present value of capital lease obligations $ 1,618 We have entered into various contracts, in the normal course of business, obligating us to purchase minimum quantities of raw materials used in our production and distribution processes, including conventional raw milk, diesel fuel, sugar and other ingredients that are inputs into our finished products. We enter into these contracts from time to time to ensure a sufficient supply of raw ingredients. In addition, we have contractual obligations to purchase various services that are part of our production process. Litigation, Investigations and Audits — We are party from time to time to certain claims, litigations, audits and investigations. Potential liabilities associated with these other matters are not expected to have a material adverse impact on our financial position, results of operations, or cash flows. |
Segment, Geographic and Custome
Segment, Geographic and Customer Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment, Geographic and Customer Information | SEGMENT, GEOGRAPHIC AND CUSTOMER INFORMATION We operate as a single reportable segment in manufacturing, marketing, selling and distributing a wide variety of branded and private label dairy and dairy case products. We operate 58 manufacturing facilities which are geographically located largely based on local and regional customer needs and other market factors. We manufacture, market and distribute a wide variety of branded and private label dairy case products, including fluid milk, ice cream, cultured dairy products, creamers, ice cream mix and other dairy products to retailers, distributors, foodservice outlets, educational institutions and governmental entities across the United States. Our products are primarily delivered through what we believe to be one of the most extensive refrigerated direct-to-store delivery systems in the United States. Our Chief Executive Officer evaluates the performance of our business based on operating income or loss before facility closing and reorganization costs, litigation settlements, impairments of long-lived assets, gains and losses on the sale of businesses and certain other non-recurring gains and losses. All results herein have been recast to present results on a comparable basis. These changes had no impact on consolidated net sales and operating income. The amounts in the following tables include our operating results and are obtained from reports used by our executive management team and do not include any allocated income taxes or management fees. There are no significant non-cash items reported in segment profit or loss other than depreciation and amortization. Year Ended December 31, 2018 2017 2016 (in thousands) Operating income (loss): Dean Foods $ (46,015 ) $ 143,147 $ 276,950 Facility closing and reorganization costs, net (74,992 ) (24,913 ) (8,719 ) Impairment of goodwill and long-lived assets (204,414 ) (30,668 ) — Other operating income 2,289 — — Equity in earnings (loss) of unconsolidated affiliate 7,939 — — Total (315,193 ) 87,566 268,231 Other (income) expense: Interest expense 56,443 64,961 66,795 Other (income) expense, net 2,877 1,362 (1,215 ) Consolidated income (loss) from continuing operations before income taxes $ (374,513 ) $ 21,243 $ 202,651 Geographic Information — Net sales related to our foreign operations comprised less than 1% of our consolidated net sales during the years ended December 31, 2018 , 2017 and 2016 . None of our long-lived assets are associated with our foreign operations. Significant Customers — Our largest customer accounted for approximately 15.3% , 17.5% , and 16.7% of our consolidated net sales in 2018 , 2017 and 2016 , respectively. As disclosed in Note 1 , on a prospective basis, effective January 1, 2018, we began reporting sales of excess raw materials within the net sales line of our Consolidated Statements of Operations. As such, the computation, and comparison, of the percentages of our largest customer between fiscal periods is impacted by the change in the presentation of excess raw material sales. |
Quarterly Results of Operations
Quarterly Results of Operations (unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (unaudited) | QUARTERLY RESULTS OF OPERATIONS (unaudited) The following is a summary of our unaudited quarterly results of operations for 2018 and 2017 : Quarter First Second Third Fourth (In thousands, except share and per share data) 2018 Net sales $ 1,980,507 $ 1,951,230 $ 1,894,066 $ 1,929,480 Gross profit 448,503 432,784 390,597 383,394 Loss from continuing operations(1) (265 ) (42,016 ) (26,648 ) (263,301 ) Net loss (265 ) (40,094 ) (26,648 ) (260,351 ) Net loss attributable to Dean Foods Company (265 ) (40,094 ) (26,424 ) (260,117 ) Loss per common share from continuing operations attributable to Dean Foods Company(2): Basic $ — $ (0.46 ) $ (0.29 ) $ (2.88 ) Diluted $ — $ (0.46 ) $ (0.29 ) $ (2.88 ) Quarter First Second Third Fourth (In thousands, except share and per share data) 2017 Net sales $ 1,995,686 $ 1,926,722 $ 1,937,620 $ 1,934,997 Gross profit 462,219 467,480 441,838 446,530 Income (loss) from continuing operations(3) (9,759 ) 17,647 (9,973 ) 49,507 Net income (loss)(4) (9,759 ) 17,647 1,382 52,318 Earnings (loss) per common share from continuing operations(2): Basic $ (0.11 ) $ 0.19 $ (0.11 ) $ 0.54 Diluted $ (0.11 ) $ 0.19 $ (0.11 ) $ 0.54 (1) Loss from continuing operations for the first, second, third and fourth quarters of 2018 includes facility closing and reorganization costs, net of tax and gains on sales of assets, of $6.4 million , $51.2 million , $(2.0) million and $1.2 million , respectively. See Note 17 . The results for the second and fourth quarters of 2018 include impairments of our property, plant and equipment totaling $2.2 million and $11.5 million , respectively. See Note 17 . The results for the fourth quarter of 2018 include a goodwill impairment of $190.7 million . See Note 7 . (2) Earnings (loss) per common share calculations for each of the quarters were based on the basic and diluted weighted average number of shares outstanding for each quarter. The sum of the quarters may not necessarily be equal to the full year earnings (loss) per common share amount. (3) Income (loss) from continuing operations for the first, second, third and fourth quarters of 2017 includes facility closing and reorganization costs, net of tax and gains on sales of assets, of $5.7 million , $3.6 million , $4.8 million and $1.2 million , respectively. See Note 17 . Additionally, results for the first quarter of 2017 include a charge due to litigation settlements and the related legal expenses. The results for the third and fourth quarters of 2017 include impairments of our property, plant and equipment totaling $25.0 million and $5.7 million , respectively. See Note 17 . The results for the fourth quarter of 2017 include a one-time income tax benefit of $43.7 million associated with the December 22, 2017 enactment of the Tax Cuts and Jobs Act. See Note 9 . (4) Net income for the third quarter of 2017 includes net gains from discontinued operations of $11.4 million . See Note 3 . |
Schedule II Valuation and Quali
Schedule II Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II Valuation and Qualifying Accounts | VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2018 , 2017 and 2016 Description Balance at Beginning of Period Charged to (Reduction in) Costs and Expenses Other Deductions Balance at End of Period (In thousands) Year ended December 31, 2018 Allowance for doubtful accounts $ 5,583 $ 1,518 $ 290 $ (1,397 ) $ 5,994 Deferred tax asset valuation allowances 21,755 17,419 1,792 — 40,966 Year ended December 31, 2017 Allowance for doubtful accounts $ 5,118 $ 3,610 $ 1,099 $ (4,244 ) $ 5,583 Deferred tax asset valuation allowances 12,048 9,707 — — 21,755 Year ended December 31, 2016 Allowance for doubtful accounts $ 13,960 $ (1,515 ) $ 386 $ (7,713 ) $ 5,118 Deferred tax asset valuation allowances 10,968 1,080 — — 12,048 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Nature of Our Business | Nature of Our Business — We are a leading food and beverage company and the largest processor and direct-to-store distributor of fresh fluid milk and other dairy and dairy case products in the United States. We process and distribute fluid milk and other dairy products, including ice cream, ice cream mix and cultured products, which are marketed under more than 50 national, regional and local dairy brands and a wide array of private labels. We also produce and distribute DairyPure ® , our national white milk brand, and TruMoo ® , our national flavored milk brand, as well as juices, teas, bottled water and other products. |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation — Our Consolidated Financial Statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of our wholly-owned subsidiaries. We have aligned our leadership team, operating strategy, and sales, logistics and supply chain initiatives into a single operating and reportable segment. Unless stated otherwise, any reference to income statement items in these financial statements refers to results from continuing operations. Unless otherwise indicated, references in this report to “we,” “us”, “our” or "the Company" refer to Dean Foods Company and its subsidiaries, taken as a whole. |
Use of Estimates | Use of Estimates — The preparation of our Consolidated Financial Statements in conformity with GAAP requires us to use our judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates under different assumptions or conditions. |
Cash Equivalents | Cash Equivalents — We consider temporary investments with an original maturity of three months or less to be cash equivalents. |
Inventories | Inventories — Inventories are stated at the lower of cost or market. Our products are valued using the first-in, first-out method. The costs of finished goods inventories include raw materials, direct labor and indirect production and overhead costs. Reserves for obsolete or excess inventory are not material. |
Property, Plant and Equipment | Property, Plant and Equipment — Property, plant and equipment are stated at acquisition cost, plus capitalized interest on borrowings during the actual construction period of major capital projects. Also included in property, plant and equipment are certain direct costs related to the implementation of computer software for internal use. Depreciation is calculated using the straight-line method typically over the following range of estimated useful lives of the assets: Asset Useful Life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Leasehold improvements Over the shorter of their estimated useful lives or the terms of the applicable lease agreements We test property, plant and equipment for impairment when circumstances indicate that the carrying value may not be recoverable. Indicators of impairment could include, among other factors, significant changes in the business environment, the planned closure of a facility, or deteriorations in operating cash flows. Considerable management judgment is necessary to evaluate the impact of operating changes and to estimate future cash flows. See Note 17 . Expenditures for repairs and maintenance which do not improve or extend the life of the assets are expensed as incurred. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets — Identifiable intangible assets, other than indefinite-lived trademarks, are typically amortized over the following range of estimated useful lives: Asset Useful Life Customer relationships 5 to 15 years Finite-lived trademarks 5 to 10 years Customer supply contracts Over the shorter of the estimated useful lives or the terms of the agreements Noncompetition agreements Over the shorter of the estimated useful lives or the terms of the agreements In accordance with Accounting Standards related to “Goodwill and Other Intangible Assets”, we do not amortize goodwill and other intangible assets determined to have indefinite useful lives. Instead, we assess our goodwill and indefinite-lived trademarks for impairment annually and when circumstances indicate that the carrying value may not be recoverable. |
Assets Held for Sale | Assets Held for Sale — We classify assets as held for sale when management approves and commits to a formal plan of sale and our expectation is that the sale will be completed within one year. The net assets of the business held for sale are then recorded at the lower of their current carrying value or the fair market value, less costs to sell. |
Share-Based Compensation | Share-Based Compensation — Share-based compensation expense is recognized for equity awards over the vesting period based on their grant date fair value. The fair value of restricted stock unit awards and performance stock unit awards is equal to the closing price of our stock on the date of grant. The fair value of our phantom shares is remeasured at each reporting period based on the closing price of our common stock on the last day of the respective reporting period. Compensation expense is recognized only for equity awards expected to vest. We estimate forfeitures at the date of grant based on our historical experience and future expectations. Share-based compensation expense is included within general and administrative expenses in our Consolidated Statements of Operations. |
Revenue Recognition, Sales Incentives and Accounts Receivable | Revenue Recognition, Sales Incentives and Accounts Receivable — Revenue is recognized upon delivery to our customers as we have determined that this is the point at which our sole performance obligation is met and control is transfered, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time. Revenue is recognized in an amount that reflects the consideration we expect to ultimately receive in exchange for those promised goods or services, net of allowances for product returns, trade promotions and prompt pay and other discounts. We routinely offer sales incentives and discounts through various regional and national programs to our customers and consumers. These programs include scan backs, product rebates, product returns, trade promotions and co-op advertising, product discounts, product coupons and amounts paid to customers for shelf space in retail stores. The costs associated with these programs are accounted for as reductions to the transaction price of our products and are therefore recorded as reductions to the gross sale, unless we receive a distinct good or service as defined under ASC 606. Specifically, a good or service is considered distinct when it is separately identifiable from other promises in the contract, we receive a benefit from the good or service, and the benefit is separable from the sale of our product to the customer. Depending on the specific type of sales incentive and other promotional program, we use either the expected value or most likely amount method to determine the variable consideration. The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience and expected levels of performance of the trade promotion or other program. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration. We maintain liabilities at the end of each period for the estimated incentive costs incurred but unpaid for these programs. Differences between estimated and actual incentive costs are historically not material and are recognized in earnings in the period such differences are determined. Our reserve for product returns has not historically been material. As a result of the purchase of raw milk, we obtain more butterfat than is needed in our production process. Excess butterfat is sold, primarily in the form of bulk cream, to third parties. Additionally, in certain cases we may be required to purchase bulk cream externally in order to fulfill minimum supply requirements for our customers. In these cases, we purchase bulk cream from other processors or suppliers and resell it to our customers to fulfill our contractual requirements with them. We currently present the sales of these excess raw materials within net sales in our Consolidated Statements of Operations, whereas it was presented as a reduction of cost of sales within our Consolidated Statements of Operations prior to December 31, 2017 . |
Income Taxes | Income Taxes — Deferred income taxes arise from temporary differences between amounts recorded in the Consolidated Financial Statements and tax bases of assets and liabilities using enacted tax rates in effect for the years in which the differences are expected to reverse. Deferred tax assets, including the benefit of net operating loss and tax credit carryforwards, are evaluated based on the guidelines for realization and are reduced by a valuation allowance if deemed necessary. We recognize the income tax benefit from an uncertain tax position when it is more likely than not that, based on technical merits, the position will be sustained upon examination, including resolutions of any related appeals or litigation processes. We recognize accrued interest related to uncertain tax positions as a component of income tax expense, and penalties, if incurred, are recognized as a component of operating income. In response to the enactment of the Tax Cuts and Jobs Act (the "Tax Act"), the FASB issued a Staff Q&A stating that a company may elect, as an accounting policy, to either (1) treat taxes due on future U.S. inclusions in taxable income under the global intangible low-taxed income (“GILTI”) provision as a current period expense when incurred (“the period cost method”) or (2) factor such amounts into the company’s measurement of its deferred taxes (“the deferred method”). The Company is electing an accounting policy to treat any GILTI inclusion as a current period expense. All of our consolidated U.S. operating subsidiaries, with the exception of Good Karma, are included in our U.S. federal consolidated income tax return. Our foreign subsidiary is required to file a local jurisdiction income tax return with respect to its operations. Prior to the enactment of the Tax Act on December 22, 2017, we considered these accumulated foreign earnings to be indefinitely reinvested and therefore no provision had been made for U.S. income taxes on such amounts. We analyzed our foreign working capital, cash requirements and the potential tax liabilities that would be attributable to a repatriation of previously taxed earnings. In the second quarter of 2018, we repatriated $9.9 million of cash resulting in no additional tax expense. Additionally, we will not consider the future earnings of our foreign subsidiary to be permanently reinvested. |
Advertising Expense | Advertising Expense — We market our products through advertising and other promotional activities, including media, agency, coupons and trade shows. Advertising expense is charged to income during the period incurred, except for expenses related to the development of a major commercial or media campaign which are charged to income during the period in which the advertisement or campaign is first presented by the media. |
Shipping and Handling Fees | Shipping and Handling Fees — Our shipping and handling costs are included in both cost of sales and selling and distribution expense, depending on the nature of such costs. Shipping and handling costs included in cost of sales reflect inventory warehouse costs and product loading and handling costs. Shipping and handling costs included in selling and distribution expense consist primarily of those costs associated with moving finished products from production facilities through our distribution network, including costs associated with its distribution centers, route delivery costs and the cost of shipping products to customers through third party carriers. |
Insurance Accruals | Insurance Accruals — We retain selected levels of property and casualty risks, primarily related to employee health care, workers’ compensation claims and other casualty losses. Many of these potential losses are covered under conventional insurance programs with third party insurers with high deductibles. In other areas, we are self-insured. Accrued liabilities related to these retained risks are calculated based upon loss development factors that contemplate a number of factors including claims history and expected trends. |
Research and Development | Research and Development — Our research and development activities primarily consist of generating and testing new product concepts, new flavors of products and packaging. Our total research and development expense was $4.4 million , $3.5 million and $3.0 million for 2018 , 2017 and 2016 , respectively. Research and development costs are primarily included in general and administrative expenses in our Consolidated Statements of Operations. |
Recently Adopted/ Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements ASU No. 2017-04 — In January 2017, the FASB issued ASU 2017-04, Intangibles — Goodwill and Other: Simplifying the Test for Goodwill Impairment . The new guidance simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds a reporting unit’s fair value. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The Company adopted the new standard on a prospective basis through our test for goodwill impairment in the fourth quarter of 2018. See Note 7 for further discussion and the results of our test for goodwill impairment. ASU No. 2014-09 — As of January 1, 2018, we adopted ASU 2014-09, Revenue from Contracts with Customers . The comprehensive new standard supersedes existing revenue recognition guidance and requires revenue to be recognized when promised goods or services are transferred to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. The Company adopted the new standard using the modified retrospective approach. Under this method we have provided additional disclosures, including the amount by which each financial statement line item is affected in the current reporting period, as compared to the prior revenue recognition guidance. Additionally, we have provided a disaggregation of our revenue by source and product type and have also included certain qualitative information related to our revenue streams. See Note 2 . The adoption of ASU 2014-09 did not materially impact our results of operations or financial position, except with respect to the change in classification of sales of excess raw materials. The following table summarizes the impact of adopting ASU 2014-09 on our Consolidated Statements of Operations for the twelve months ended December 31, 2018 (in thousands): Twelve Months Ended December 31, 2018 As Reported As Without Adoption of ASU 2014-09 Impact of Adoption of ASU 2014-09 Net sales $ 7,755,283 $ 7,240,121 $ 515,162 Cost of sales 6,100,005 5,584,843 515,162 Gross profit $ 1,655,278 $ 1,655,278 $ — Historically, we presented sales of excess raw materials as a reduction of cost of sales within our Consolidated Statements of Operations; however, upon further evaluation of these sales in connection with our implementation of ASC 606, we have determined that it is appropriate to present these sales as revenue. Therefore, on a prospective basis, effective January 1, 2018, we began reporting these sales within the net sales line of our Consolidated Statements of Operations. An adjustment to opening retained earnings was not required as the change in classification of sales of excess raw materials illustrated in the table above did not result in a change to the earnings reported in prior periods. ASU No. 2017-07 — As of January 1, 2018, we adopted ASU 2017-07, Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which requires employers who offer defined benefit pension plans or other post-retirement benefit plans to report the service cost component within the same income statement caption as other compensation costs arising from services rendered by employees during the period. The ASU also requires the other components of net periodic benefit cost to be presented separately from the service cost component, in a caption outside of a subtotal of income from operations. Additionally, the ASU provides that only the service cost component is eligible for capitalization. See Note 15 and 16 for further information on our pension and postretirement plans. The effect of the retrospective presentation change related to the net periodic cost for pension and postretirement benefits on our Consolidated Statements of Operations was as follows (in thousands): Twelve Months Ended December 31, 2017 Twelve Months Ended December 31, 2016 As Previously Reported Adjustment for Adoption of ASU 2017-07 As Revised As Previously Reported Adjustment for Adoption of ASU 2017-07 As Revised Cost of sales $ 5,977,348 $ (390 ) $ 5,976,958 $ 5,722,710 $ (598 ) $ 5,722,112 Gross profit 1,817,677 390 1,818,067 1,987,516 598 1,988,114 Selling and distribution 1,346,948 (531 ) 1,346,417 1,348,349 (502 ) 1,347,847 General and administrative 311,176 (3,383 ) 307,793 346,028 (3,463 ) 342,565 Total operating costs and expenses 1,734,415 (3,914 ) 1,730,501 1,723,848 (3,965 ) 1,719,883 Operating income 83,262 4,304 87,566 263,668 4,563 268,231 Other (income) expense, net (2,942 ) 4,304 1,362 (5,778 ) 4,563 (1,215 ) ASU No. 2018-02 — We early adopted ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , effective January 1, 2018 and have applied the guidance as of the beginning of the period of adoption. Our accounting policy is to release the income tax effects from accumulated other comprehensive income when a pension or other postretirement benefit plan is liquidated or extinguished. As permitted under ASU 2018-02, we have elected to record a one-time reclassification for the stranded tax effects resulting from the Tax Act from accumulated other comprehensive income to retained earnings in the amount of $16.8 million on our Consolidated Balance Sheet during the first quarter of 2018. The only impact of stranded tax effects resulting from the Tax Act is with respect to our pension and other postretirement benefit plans. Recently Issued Accounting Pronouncements Effective in 2019 ASU No. 2016-02 — In February 2016, the FASB issued ASU 2016-02, Leases . ASU 2016-02 requires lessees to recognize lease assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. Additionally, the amended guidance aligns lessor accounting to comparable guidance in ASC Topic 606, Revenue from Contracts with Customers. The amended guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The amendments in this ASU can be adopted using a modified retrospective transition approach, which requires application of the new guidance at the beginning of the earliest comparative period presented in the year of adoption. Alternatively, this ASU can be adopted using comparative reporting at adoption, in which an entity applies the new lease standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. We adopted this standard on January 1, 2019 using the comparative reporting at adoption method and elected certain practical expedients allowed under the standard. We have implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our contracts and enable proper accounting and reporting of financial information upon adoption. While the Company is still finalizing the impact of adopting ASU 2016-02, the Company currently estimates recording right of use assets and lease liabilities of approximately $330 million to $360 million on its Consolidated Balance Sheets. The Company does not expect a material impact to the Company's Consolidated Statements of Operations or Cash Flows. See Note 19 for further information regarding our commitments. Effective in 2020 ASU No. 2018-15 — In August 2018, the FASB issued ASU 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The new guidance is effective for public entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We are currently evaluating the impact ASU 2018-15 will have on our financial statements. ASU No. 2018-13 — In August 2018, the FASB issued ASU 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement . The amendments were issued as a part of the FASB's disclosure framework project, which seeks to improve the effectiveness of disclosures in the notes to the financial statements. The new guidance is effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Although early adoption is permitted, we do not intend to early adopt this ASU, and we do not expect the eventual adoption to have a material impact on our financial statements. Effective in 2021 ASU No. 2018-14 — In August 2018, the FASB issued ASU 2018-14, Compensation — Retirement Benefits —Defined Benefit Plans — General (Subtopic 715-20): Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans , which modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing disclosures that are no longer considered cost beneficial, clarifying the specific requirements of disclosures, and adding disclosure requirements identified as relevant. The amendments were issued as a part of the FASB's disclosure framework project, which seeks to improve the effectiveness of disclosures in the notes to the financial statements. The new guidance is effective for public entities for fiscal years beginning after December 15, 2020. The amendments should be applied retrospectively. Although early adoption is permitted, we do not intend to early adopt this ASU, and we do not expect the eventual adoption to have a material impact on our financial statements. |
Asset Impairment Charges | Asset Impairment Charges We evaluate our finite-lived intangible and long-lived assets for impairment when circumstances indicate that the carrying value may not be recoverable. Indicators of impairment could include, among other factors, significant changes in the business environment, the planned closure of a facility, or deteriorations in operating cash flows. Considerable management judgment is necessary to evaluate the impact of operating changes and to estimate future cash flows. Testing the assets for recoverability involves developing estimates of future cash flows directly associated with, and that are expected to arise as a direct result of, the use and eventual disposition of the assets. Other inputs are based on assessment of an individual asset’s alternative use within other production facilities, evaluation of recent market data and historical liquidation sales values for similar assets. As the inputs for testing recoverability are largely based on management’s judgments and are not generally observable in active markets, we consider such measurements to be Level 3 measurements in the fair value hierarchy. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Property Plant and Equipment, Estimated Useful Life | Depreciation is calculated using the straight-line method typically over the following range of estimated useful lives of the assets: Asset Useful Life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Leasehold improvements Over the shorter of their estimated useful lives or the terms of the applicable lease agreements Property, plant and equipment as of December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Land $ 162,326 $ 175,243 Buildings 642,986 677,827 Leasehold improvements 84,320 83,366 Machinery and equipment 1,873,505 1,867,168 Construction in progress 45,349 29,952 2,808,486 2,833,556 Less accumulated depreciation (1,802,304 ) (1,739,492 ) Total $ 1,006,182 $ 1,094,064 |
Schedule of Intangible and Other Assets, Estimated Useful Life | Goodwill and Intangible Assets — Identifiable intangible assets, other than indefinite-lived trademarks, are typically amortized over the following range of estimated useful lives: Asset Useful Life Customer relationships 5 to 15 years Finite-lived trademarks 5 to 10 years Customer supply contracts Over the shorter of the estimated useful lives or the terms of the agreements Noncompetition agreements Over the shorter of the estimated useful lives or the terms of the agreements |
Schedule of Pro-Forma and Restrospective Effects on Consolidated Statement of Operations | The effect of the retrospective presentation change related to the net periodic cost for pension and postretirement benefits on our Consolidated Statements of Operations was as follows (in thousands): Twelve Months Ended December 31, 2017 Twelve Months Ended December 31, 2016 As Previously Reported Adjustment for Adoption of ASU 2017-07 As Revised As Previously Reported Adjustment for Adoption of ASU 2017-07 As Revised Cost of sales $ 5,977,348 $ (390 ) $ 5,976,958 $ 5,722,710 $ (598 ) $ 5,722,112 Gross profit 1,817,677 390 1,818,067 1,987,516 598 1,988,114 Selling and distribution 1,346,948 (531 ) 1,346,417 1,348,349 (502 ) 1,347,847 General and administrative 311,176 (3,383 ) 307,793 346,028 (3,463 ) 342,565 Total operating costs and expenses 1,734,415 (3,914 ) 1,730,501 1,723,848 (3,965 ) 1,719,883 Operating income 83,262 4,304 87,566 263,668 4,563 268,231 Other (income) expense, net (2,942 ) 4,304 1,362 (5,778 ) 4,563 (1,215 ) The following table summarizes the impact of adopting ASU 2014-09 on our Consolidated Statements of Operations for the twelve months ended December 31, 2018 (in thousands): Twelve Months Ended December 31, 2018 As Reported As Without Adoption of ASU 2014-09 Impact of Adoption of ASU 2014-09 Net sales $ 7,755,283 $ 7,240,121 $ 515,162 Cost of sales 6,100,005 5,584,843 515,162 Gross profit $ 1,655,278 $ 1,655,278 $ — |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents a disaggregation of our net sales by product type and revenue source. We believe these categories most appropriately depict the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with our customers. Twelve Months Ended December 31, 2018 December 31, 2017(1) December 31, 2016(1) (In thousands) Fluid milk $ 4,756,360 $ 5,315,731 $ 5,338,789 Ice cream(2) 1,077,027 1,107,665 1,041,176 Fresh cream(3) 397,206 388,514 359,405 Extended shelf life and other dairy products(4) 189,860 196,374 230,832 Cultured 260,044 282,432 298,689 Other beverages(5) 278,838 290,970 308,020 Other(6) 123,062 114,898 116,675 Subtotal 7,082,397 7,696,584 7,693,586 Sales of excess raw materials(7) 515,162 — — Sales of other bulk commodities 157,724 98,441 16,640 Total net sales $ 7,755,283 $ 7,795,025 $ 7,710,226 (1) Prior period amounts have not been restated as we have elected to adopt ASC 606 using the modified retrospective method. Sales of excess raw materials of $ 606.9 million and $551.5 million for the twelve months ended December 31, 2017 and 2016 , respectively, were included as a reduction of cost of sales in our Consolidated Statements of Operations. (2) Includes ice cream, ice cream mix and ice cream novelties. (3) Includes half-and-half and whipping creams. (4) Includes creamers and other extended shelf life fluids. (5) Includes fruit juice, fruit flavored drinks, iced tea, water and flax-based beverages. (6) Includes items for resale such as butter, cheese, eggs and milkshakes. (7) Historically, we presented sales of excess raw materials as a reduction of cost of sales within our Consolidated Statements of Operations; however, upon further evaluation of these sales in connection with our implementation of ASC 606, we have determined that it is appropriate to present these sales as revenue. Therefore, on a prospective basis, effective January 1, 2018, we began reporting these sales within the net sales line of our Consolidated Statements of Operations. The following table presents a disaggregation of our net product sales between sales of Company-branded products versus sales of private label products: Twelve Months Ended December 31, 2018 December 31, 2017(1) December 31, 2016(1) (In thousands) Branded products $ 3,531,656 $ 3,808,496 $ 3,791,444 Private label products 3,550,741 3,888,088 3,902,142 Subtotal 7,082,397 7,696,584 7,693,586 Sales of excess raw materials 515,162 — — Sales of other bulk commodities 157,724 98,441 16,640 Total net sales $ 7,755,283 $ 7,795,025 $ 7,710,226 (1) Prior period amounts have not been restated as we have elected to adopt ASC 606 using the modified retrospective method. Sales of excess raw materials of $ 606.9 million and $551.5 million for the twelve months ended December 31, 2017 and 2016 , respectively, were included as a reduction of cost of sales in our Consolidated Statements of Operations. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories at December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Raw materials and supplies $ 101,620 $ 106,814 Finished goods 153,864 171,249 Total $ 255,484 $ 278,063 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Depreciation is calculated using the straight-line method typically over the following range of estimated useful lives of the assets: Asset Useful Life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Leasehold improvements Over the shorter of their estimated useful lives or the terms of the applicable lease agreements Property, plant and equipment as of December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Land $ 162,326 $ 175,243 Buildings 642,986 677,827 Leasehold improvements 84,320 83,366 Machinery and equipment 1,873,505 1,867,168 Construction in progress 45,349 29,952 2,808,486 2,833,556 Less accumulated depreciation (1,802,304 ) (1,739,492 ) Total $ 1,006,182 $ 1,094,064 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the net carrying amount of goodwill for the years ended December 31, 2018 , 2017 and 2016 were as follows (in thousands): Balance at December 31, 2016 $ 154,112 Acquisitions (Note 3) 13,423 Balance at December 31, 2017 $ 167,535 Acquisitions (Note 3) 23,179 Goodwill impairment (190,714 ) Balance at December 31, 2018 $ — |
Schedule of Gross Carrying Amount and Accumulated Amortization of Intangible Assets other than Goodwill | The net carrying amounts of our intangible assets other than goodwill as of December 31, 2018 and 2017 were as follows: December 31, 2018 December 31, 2017 Acquisition Costs(1) Impairment Accumulated Amortization Net Carrying Amount Acquisition Costs Impairment Accumulated Amortization Net Carrying Amount (In thousands) Intangible assets with indefinite lives: Trademarks $ 69,315 $ — $ — $ 69,315 $ 58,600 $ — $ — $ 58,600 Intangible assets with finite lives: Customer-related and other 83,545 — (45,423 ) 38,122 80,685 — (41,398 ) 39,287 Trademarks 230,709 (109,910 ) (74,621 ) 46,178 230,709 (109,910 ) (58,189 ) 62,610 Total $ 383,569 $ (109,910 ) $ (120,044 ) $ 153,615 $ 369,994 $ (109,910 ) $ (99,587 ) $ 160,497 (1) The increase in the gross amount of intangible assets from December 31, 2017 to December 31, 2018 is related to an indefinite-lived trademark of $10.7 million and a finite-lived customer-related intangible of $2.9 million we recorded as a part of the Good Karma acquisition. See Note 3 . |
Schedule of Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense | Estimated aggregate intangible asset amortization expense for the next five years is as follows (in millions): 2019 $ 20.6 2020 12.5 2021 10.8 2022 8.1 2023 7.3 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Components of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses as of December 31, 2018 and 2017 consisted of the following: December 31 2018 2017 (In thousands) Accounts payable $ 434,827 $ 424,140 Payroll and benefits, including incentive compensation 57,164 62,551 Health insurance, workers’ compensation and other insurance costs 58,706 60,068 Customer rebates 41,266 38,571 Other accrued liabilities 107,698 85,740 Total $ 699,661 $ 671,070 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Expense (Benefit) | The following table presents the 2018 , 2017 and 2016 income tax expense (benefit): Year Ended December 31 2018(1) 2017(2) 2016(3) (In thousands) Current income taxes: Federal $ (258 ) $ (1,315 ) $ 49,529 State 33 1,317 5,728 Foreign (554 ) 844 879 Total current income tax expense (benefit) (779 ) 846 56,136 Deferred income taxes: Federal (49,115 ) (38,100 ) 15,164 State 7,611 11,075 10,734 Total deferred income tax expense (benefit) (41,504 ) (27,025 ) 25,898 Total income tax expense (benefit) $ (42,283 ) $ (26,179 ) $ 82,034 (1) Excludes $5.9 million of income tax benefit related to discontinued operations. (2) Excludes $14.2 million of income tax benefit related to discontinued operations. (3) Excludes $0.5 million of income tax expense related to discontinued operations. |
Schedule of Reconciliation of Income Taxes | The following is a reconciliation of income tax expense (benefit) computed at the U.S. federal statutory tax rate to income tax expense (benefit) reported in our Consolidated Statements of Operations: Year Ended December 31 2018 2017 2016 Amount Percentage Amount Percentage Amount Percentage (In thousands, except percentages) Tax expense (benefit) at statutory rate $ (78,648 ) 21.0 % $ 7,435 35.0 % $ 70,928 35.0 % State income taxes (17,159 ) 4.6 1,844 8.7 9,620 4.8 Corporate owned life insurance (85 ) — (933 ) (4.4 ) — — Nondeductible executive compensation 566 (0.1 ) 371 1.8 1,130 0.6 Impairment 35,109 (9.4 ) — — — — Change in valuation allowances 17,355 (4.6 ) 5,851 27.5 1,080 0.5 Share-based compensation(1) 1,073 (0.3 ) 2,995 14.1 — — Domestic production activities deduction — — (244 ) (1.2 ) (4,393 ) (2.2 ) Transition tax on unrepatriated foreign earnings — — 2,106 9.9 — — Tax reform revaluation of deferred taxes — — (45,840 ) (215.8 ) — — Other (494 ) 0.1 236 1.2 3,669 1.8 Total $ (42,283 ) 11.3 % $ (26,179 ) (123.2 )% $ 82,034 40.5 % (1) Includes excess tax benefits and deficiencies related to share-based payments recorded in the provision of income taxes because of the adoption of ASU 2016-09, Compensation — Stock Compensation — Improvements to Employee Share-Based Payment Accounting in 2017. |
Schedule of Deferred Income Tax Assets (Liabilities) | The tax effects of temporary differences giving rise to deferred income tax assets (liabilities) were: December 31 2018(1) 2017(2) (In thousands) Deferred income tax assets: Accrued liabilities $ 54,906 $ 54,971 Retirement plans and postretirement benefits 12,190 10,379 Share-based compensation 2,343 3,886 Receivables and inventories 6,789 6,651 Derivative financial instruments 1,075 99 Net operating loss carryforwards 61,009 38,023 Tax credits and other carryforwards 23,195 9,965 Valuation allowances (40,966 ) (21,755 ) 120,541 102,219 Deferred income tax liabilities: Property, plant and equipment (113,272 ) (124,185 ) Intangible assets (14,475 ) (22,213 ) Cancellation of debt — (1,708 ) Other (3,983 ) (3,400 ) (131,730 ) (151,506 ) Net deferred income tax asset (liability) $ (11,189 ) $ (49,287 ) (1) Includes $5.4 million of deferred tax assets related to uncertain tax positions. (2) Includes $7.0 million of deferred tax assets related to uncertain tax positions. |
Schedule of Balance Sheet Classification of Net Deferred Income Tax Assets (Liabilities) | These net deferred income tax assets (liabilities) are classified in our Consolidated Balance Sheets as follows: December 31 2018 2017 (In thousands) Noncurrent assets $ 2,518 $ 10,731 Noncurrent liabilities (13,707 ) (60,018 ) Total $ (11,189 ) $ (49,287 ) |
Schedule of Reconciliation of Gross Unrecognized Tax Benefits | The following is a reconciliation of gross unrecognized tax benefits, including interest, recorded in our Consolidated Balance Sheets: December 31 2018 2017 2016 (In thousands) Balance at beginning of year $ 15,054 $ 30,410 $ 27,829 Increases in tax positions for current year 211 251 125 Increases in tax positions for prior years 244 904 4,542 Decreases in tax positions for prior years (5,842 ) (53 ) (199 ) Settlement of tax matters (217 ) — (1,887 ) Lapse of applicable statutes of limitations — (16,458 ) — Balance at end of year $ 9,450 $ 15,054 $ 30,410 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments | Our long-term debt as of December 31, 2018 and December 31, 2017 consisted of the following: December 31, 2018 December 31, 2017 Amount Interest Rate Amount Interest Rate (In thousands, except percentages) Dean Foods Company debt obligations: Senior secured revolving credit facility $ 19,300 4.65 % * $ 11,200 3.33 % * Senior notes due 2023 700,000 6.50 700,000 6.50 719,300 711,200 Subsidiary debt obligations: Receivables securitization facility 190,000 3.54 * 205,000 2.48 * Capital lease and other 1,618 — 2,671 — 191,618 207,671 Subtotal 910,918 918,871 Unamortized debt issuance costs (4,574 ) (5,672 ) Total debt 906,344 913,199 Less current portion (1,174 ) (1,125 ) Total long-term portion $ 905,170 $ 912,074 * Represents a weighted average rate, including applicable interest rate margins. |
Schedule of Maturities of Long-Term Debt | The scheduled debt maturities at December 31, 2018 were as follows (in thousands): 2019 $ 1,226 2020 190,392 2021 — 2022 19,300 2023 700,000 Thereafter — Subtotal 910,918 Less unamortized debt issuance costs (4,574 ) Total debt $ 906,344 |
Derivative Financial Instrume_2
Derivative Financial Instruments and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivatives Recorded at Fair Value in Unaudited Condensed Consolidated Balance Sheets | As of December 31, 2018 and 2017 , our derivatives recorded at fair value in our Consolidated Balance Sheets were: Derivative Assets Derivative Liabilities December 31, December 31, December 31, December 31, (In thousands) Commodities contracts — current(1) $ 11 $ 1,431 $ 4,328 $ 1,829 Commodities contracts — non-current(2) — — — 15 Total derivatives $ 11 $ 1,431 $ 4,328 $ 1,844 (1) Derivative assets and liabilities that have settlement dates equal to or less than 12 months from the respective balance sheet date were included in prepaid expenses and other current assets and accounts payable and accrued expenses, respectively, in our Consolidated Balance Sheets. (2) Derivative assets and liabilities that have settlement dates greater than 12 months from the respective balance sheet date were included in identifiable intangible and other assets, net, and other long-term liabilities, respectively, in our Consolidated Balance Sheets. |
Schedule of Derivative Assets and Liabilities Measured at Fair Value on Recurring Basis | A summary of our derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2018 is as follows (in thousands): Fair Value Level 1 Level 2 Level 3 Assets — Commodities contracts $ 11 $ — $ 11 $ — Liabilities — Commodities contracts 4,328 — 4,328 — A summary of our derivative assets and liabilities measured at fair value on a recurring basis as of December 31, 2017 is as follows (in thousands): Fair Value Level 1 Level 2 Level 3 Assets — Commodities contracts $ 1,431 $ — $ 1,431 $ — Liabilities — Commodities contracts 1,844 — 1,844 — |
Schedule of Carrying Value and Fair Value of Senior Notes and Subsidiary Senior Notes | The following table presents the outstanding principal amounts and fair value of the 2023 Notes at December 31: 2018 2017 Amount Outstanding Fair Value Amount Outstanding Fair Value (In thousands) Dean Foods Company senior notes due 2023 $ 700,000 $ 560,000 $ 700,000 $ 698,250 |
Schedule of SERP Assets Measured at Fair Value on Recurring Basis | The following table presents a summary of the SERP assets measured at fair value on a recurring basis as of December 31, 2018 (in thousands): Total Level 1 Level 2 Level 3 Money market $ 6 $ — $ 6 $ — Mutual funds 1,693 — 1,693 — The following table presents a summary of the SERP assets measured at fair value on a recurring basis as of December 31, 2017 (in thousands): Total Level 1 Level 2 Level 3 Money market $ 22 $ — $ 22 $ — Mutual funds 1,785 — 1,785 — |
Common Stock and Share-Based _2
Common Stock and Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Restricted Stock Unit Activity | The fair value of the PSUs is remeasured at each reporting period. The following table summarizes PSU activity during the year ended December 31, 2018 : PSUs Weighted Average Grant Date Fair Value Outstanding at January 1, 2018 121,807 $ 18.62 Granted 295,191 8.80 Forfeited (39,430 ) 10.38 Performance adjustment(1) (85,795 ) 18.13 Outstanding at December 31, 2018 291,773 $ 9.94 (1) Represents an adjustment to the 2017 tranche of the 2016 and 2017 PSU awards based on actual performance during the 2017 annual performance period in relation to the established performance goal for that period. The actual performance for the 2017 annual performance period was certified by the Compensation Committee of our Board of Directors in the first quarter of 2018. The following table summarizes RSU activity during the year ended December 31, 2018 : Employees Non-Employee Directors Total RSUs outstanding at January 1, 2018 545,405 85,829 631,234 RSUs granted 759,814 95,669 855,483 Shares issued upon vesting of RSUs (176,881 ) (39,044 ) (215,925 ) RSUs canceled or forfeited(1) (287,907 ) (1,915 ) (289,822 ) RSUs outstanding at December 31, 2018 840,431 140,539 980,970 Weighted-average per share grant date fair value $ 11.35 $ 11.95 $ 11.44 (1) Pursuant to the terms of our stock unit plans, employees have the option of forfeiting stock units to cover their minimum statutory tax withholding when shares are issued. Any stock units surrendered or canceled in satisfaction of participants’ tax withholding obligations are not available for future grants under the plans. |
Schedule of Stock Unit Grants and Stock Unit Expense | The following table summarizes information about our RSU grants and RSU expense during the years ended December 31, 2018 , 2017 and 2016 (in thousands, except per share amounts): Year Ended December 31 2018 2017 2016 Total intrinsic value of RSUs vested/distributed during the period $ 2,496 $ 7,960 $ 8,920 Weighted-average grant date fair value of RSUs granted 8.92 17.91 19.13 Tax benefit related to RSU expense 972 2,071 1,694 |
Schedule of Phantom Share Activity | The following table summarizes the phantom share activity during the year ended December 31, 2018 : Shares Weighted- Average Grant Date Fair Value Outstanding at January 1, 2018 1,322,580 $ 18.26 Granted 1,718,732 8.78 Converted/paid (633,271 ) 17.88 Forfeited (400,614 ) 12.79 Outstanding at December 31, 2018 2,007,427 $ 11.35 |
Schedule of Restricted Stock Activity | The following table summarizes restricted stock activity during the year ended December 31, 2018 : Shares Weighted- Average Grant Date Fair Value Unvested at January 1, 2018 52,769 $ 14.97 Restricted shares granted 102,485 6.99 Restricted shares vested (67,728 ) 11.33 Unvested at December 31, 2018 87,526 $ 8.44 |
Schedule of Stock Option Activity | The following table summarizes stock option activity during the year ended December 31, 2018 : Options Weighted Average Exercise Price Weighted Average Contractual Life (Years) Aggregate Intrinsic Value Options outstanding and exercisable at January 1, 2018 700,467 $ 17.21 Forfeited and canceled(1) (314,929 ) 20.46 Options outstanding and exercisable at December 31, 2018(2) 385,538 14.55 1.04 $ — (1) Pursuant to the terms of our stock option plans, options that are forfeited or canceled may be available for future grants. Effective May 15, 2013, any stock options surrendered or canceled in satisfaction of participants' exercise proceeds or tax withholding obligation will no longer become available for future grants under the plans. (2) As of December 31, 2018 , there were no remaining unvested stock options. |
Schedule of Options Outstanding and Exercisable | The following table summarizes information about options outstanding and exercisable at December 31, 2018 : Options Outstanding and Exercisable Range of Exercise Prices Number Outstanding Weighted- Average Remaining Contractual Life (in years) Weighted- Average Exercise Price $8.96 to 10.44 88,451 2.69 $ 9.77 12.60 67,287 1.12 12.60 13.30 to 15.70 31,987 2.00 14.46 17.36 194,233 0.12 17.36 17.48 3,580 0.17 17.48 |
Schedule of Additional Information on Stock Option Activity | The following table summarizes additional information regarding our stock option activity (in thousands): Year Ended December 31 2018 2017 2016 Intrinsic value of options exercised $ — $ 427 $ 1,372 Fair value of shares vested — — — Tax benefit related to stock option expense — — — |
Schedule of Share-Based Compensation Expense Recognized | The following table summarizes the share-based compensation expense related to equity-based awards recognized during the years ended December 31, 2018 , 2017 and 2016 (in thousands): Year Ended December 31 2018 2017 2016 RSUs $ 4,935 $ 5,969 $ 11,053 PSUs (68 ) (1) (2,395 ) (2) 3,601 Phantom shares 3,028 7,447 15,176 Total $ 7,895 $ 11,021 $ 29,830 (1) The net credit to PSU expense for the year ended December 31, 2018 is primarily the result of lower expected performance (relative to the established performance metric) associated with the 2018 tranche of these awards. (2) The net credit to PSU expense for the year ended December 31, 2017 is primarily the result of lower performance (relative to the established performance metric) associated with the 2017 tranche of these awards and reflects the impact of a mark-to-market adjustment with respect to PSUs granted to certain former executives which were cash settled following the completion of the performance period based on our stock price. |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Numerators and Denominators Used in Computations of Both Basic and Diluted Earnings Per Share | The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings (loss) per share: Year Ended December 31 2018 2017 2016 (In thousands, except share data) Basic earnings (loss) per share computation: Numerator: Income (loss) from continuing operations $ (332,230 ) $ 47,422 $ 120,617 Net loss attributable to non-controlling interest 458 — — Income (loss) from continuing operations attributable to Dean Foods Company $ (331,772 ) $ 47,422 $ 120,617 Denominator: Average common shares 91,327,846 90,899,284 90,933,886 Basic earnings (loss) per share from continuing operations attributable to Dean Foods Company $ (3.63 ) $ 0.52 $ 1.33 Diluted earnings (loss) per share computation: Numerator: Income (loss) from continuing operations $ (332,230 ) $ 47,422 $ 120,617 Net loss attributable to non-controlling interest 458 — — Income (loss) from continuing operations attributable to Dean Foods Company $ (331,772 ) $ 47,422 $ 120,617 Denominator: Average common shares — basic 91,327,846 90,899,284 90,933,886 Stock option conversion(1) — 119,284 246,116 RSUs and PSUs(2) — 255,426 330,481 Average common shares — diluted 91,327,846 91,273,994 91,510,483 Diluted earnings (loss) per share from continuing operations attributable to Dean Foods Company $ (3.63 ) $ 0.52 $ 1.32 (1) Anti-dilutive common shares excluded 436,473 880,541 1,262,158 (2) Anti-dilutive stock units excluded 1,086,206 442,047 — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive loss by component, net of tax, during the year ended December 31, 2018 were as follows (in thousands): Pension and Other Postretirement Benefits Items Foreign Currency Items Total Balance, December 31, 2017 $ (73,629 ) $ (4,781 ) $ (78,410 ) Other comprehensive loss before reclassifications (9,971 ) — (9,971 ) Amounts reclassified from accumulated other comprehensive loss(1) 6,621 — 6,621 Net current-period other comprehensive loss (3,350 ) — (3,350 ) Reclassification of stranded tax effects related to the Tax Act(2) (16,847 ) — (16,847 ) Balance, December 31, 2018 $ (93,826 ) $ (4,781 ) $ (98,607 ) (1) The accumulated other comprehensive loss reclassification is related to amortization of unrecognized actuarial losses and prior service costs, both of which are included in the computation of net periodic pension cost. See Notes 15 and 16 . (2) See Note 1 for additional details on the adoption of ASU No. 2018-02 during the first quarter of 2018. The changes in accumulated other comprehensive loss by component, net of tax, during the year ended December 31, 2017 were as follows (in thousands): Pension and Other Postretirement Benefits Items Foreign Currency Items Total Balance, December 31, 2016 $ (84,852 ) $ (4,781 ) $ (89,633 ) Other comprehensive income before reclassifications 17,740 — 17,740 Amounts reclassified from accumulated other comprehensive loss(1) (6,517 ) — (6,517 ) Net current-period other comprehensive income 11,223 — 11,223 Balance, December 31, 2017 $ (73,629 ) $ (4,781 ) $ (78,410 ) (1) The accumulated other comprehensive loss reclassification is related to amortization of unrecognized actuarial losses and prior service costs, both of which are included in the computation of net periodic pension cost. See Notes 15 and 16 . |
Employee Retirement and Profi_2
Employee Retirement and Profit Sharing Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Retirement and Profit Sharing Plan Expenses | During 2018 , 2017 and 2016 , our retirement and profit sharing plan expenses were as follows: Year Ended December 31 2018 2017 2016 (In thousands) Defined benefit plans $ 5,547 $ 6,717 $ 6,805 Defined contribution plans 18,968 19,562 19,078 Multiemployer pension and certain union plans 27,181 29,231 30,073 Total $ 51,696 $ 55,510 $ 55,956 |
Schedule of Funded Status of Plans | The reconciliation of the beginning and ending balances of the projected benefit obligation and the fair value of plan assets for the years ended December 31, 2018 and 2017 , and the funded status of the plans at December 31, 2018 and 2017 are as follows: December 31 2018 2017 (In thousands) Change in benefit obligation: Benefit obligation at beginning of year $ 349,784 $ 338,733 Service cost 2,928 3,007 Interest cost 11,311 11,709 Plan amendments — 1,233 Actuarial (gain) loss (26,820 ) 19,921 Benefits paid (23,105 ) (24,819 ) Benefit obligation at end of year 314,098 349,784 Change in plan assets: Fair value of plan assets at beginning of year 344,760 282,183 Actual return (loss) on plan assets (23,276 ) 48,038 Employer contributions 829 39,358 Benefits paid (23,105 ) (24,819 ) Fair value of plan assets at end of year 299,208 344,760 Funded status at end of year $ (14,890 ) $ (5,024 ) The following table sets forth the funded status of these plans: December 31 2018 2017 (In thousands) Change in benefit obligation: Benefit obligation at beginning of year $ 31,866 $ 30,122 Service cost 679 586 Interest cost 941 960 Employee contributions 316 256 Actuarial (gain) loss (1,959 ) 1,622 Benefits paid (1,929 ) (1,680 ) Benefit obligation at end of year 29,914 31,866 Fair value of plan assets at end of year — — Funded status $ (29,914 ) $ (31,866 ) |
Schedule of Assumptions Used to Determine Benefit Obligations | A summary of our key actuarial assumptions used to determine benefit obligations as of December 31, 2018 and 2017 follows: December 31 2018 2017 Weighted average discount rate 4.38 % 3.69 % Rate of compensation increase 3.70 % 3.70 % |
Schedule of Assumptions Used to Determine Net Periodic Benefit Cost | A summary of our key actuarial assumptions used to determine net periodic benefit cost for 2018 , 2017 and 2016 follows: Year Ended December 31 2018 2017 2016 Effective discount rate for benefit obligations 3.69 % 4.29 % 4.53 % Effective rate for interest on benefit obligations 3.32 % 3.56 % 3.76 % Effective discount rate for service cost 3.79 % 4.51 % 4.67 % Effective rate for interest on service cost 3.51 % 3.91 % 4.14 % Expected return on assets 5.25 % 6.25 % 6.75 % Rate of compensation increase 3.70 % 3.70 % 4.00 % |
Schedule of Net Periodic Benefit Cost | Year Ended December 31 2018 2017 2016 (In thousands) Components of net periodic benefit cost: Service cost $ 2,928 $ 3,007 $ 3,173 Interest cost 11,311 11,709 12,171 Expected return on plan assets (17,644 ) (19,030 ) (18,531 ) Amortizations: Prior service cost 431 706 857 Unrecognized net loss 8,521 10,325 8,822 Effect of settlement — — 313 Net periodic benefit cost $ 5,547 $ 6,717 $ 6,805 Year Ended December 31 2018 2017 2016 (In thousands) Components of net periodic benefit cost: Service and interest cost $ 1,620 $ 1,545 $ 1,725 Amortizations: Prior service cost 92 92 92 Unrecognized net (gain) loss (472 ) (457 ) (245 ) Net periodic benefit cost $ 1,240 $ 1,180 $ 1,572 |
Schedule of Pension Plans With an Accumulated Benefit Obligation in Excess of Plan Assets | Pension plans with an accumulated benefit obligation in excess of plan assets follows: December 31 2018 2017 (In millions) Projected benefit obligation $ 314.1 $ 349.8 Accumulated benefit obligation 311.7 346.0 Fair value of plan assets 299.2 344.8 |
Schedule of Estimated Pension Plan Benefit Payments to Participants for Next Ten Years | Estimated pension plan benefit payments to participants for the next ten years are as follows: 2019 $ 18.0 million 2020 18.3 million 2021 19.0 million 2022 19.8 million 2023 20.1 million Next five years 103.1 million Estimated postretirement health care plan benefit payments for the next ten years are as follows: 2019 $ 2.4 million 2020 2.4 million 2021 2.3 million 2022 2.3 million 2023 2.2 million Next five years 10.9 million |
Schedule of Fair Values by Category of Inputs | The fair values by category of inputs as of December 31, 2018 were as follows (in thousands): Fair Value as of Level 1 Level 2 Level 3 Equity Securities: Common Stock $ 299 $ 299 $ — $ — Index Funds: U.S. Equities(a) 84,693 — 84,693 — Equity Funds(b) 5,924 — 5,924 — Total Equity Securities 90,916 299 90,617 — Fixed Income: Bond Funds(c) 203,640 — 203,640 — Diversified Funds(d) 2,712 — — 2,712 Total Fixed Income 206,352 — 203,640 2,712 Cash Equivalents: Short-term Investment Funds(e) 1,940 — 1,940 — Total Cash Equivalents 1,940 — 1,940 — Total $ 299,208 $ 299 $ 296,197 $ 2,712 (a) Represents a pooled/separate account that tracks the Dow Jones U.S. Total Stock Market Index. (b) Represents a pooled/separate account comprised of approximately 90% U.S. large-cap stocks and 10% international stocks. (c) Represents investments primarily in U.S. dollar-denominated, investment grade bonds, including government securities, corporate bonds, and mortgage- and asset-backed securities. (d) Represents a pooled/separate account investment in the General Investment Account of an investment manager. The account primarily invests in fixed income debt securities, such as high grade corporate bonds, government bonds and asset-backed securities. (e) Investment is comprised of high grade money market instruments with short-term maturities and high liquidity. The fair values by category of inputs as of December 31, 2017 were as follows (in thousands): Fair Value as of Level 1 Level 2 Level 3 Equity Securities: Common Stock $ 364 $ 364 $ — $ — Index Funds: U.S. Equities(a) 98,759 — 98,759 — Equity Funds(b) 7,675 — 7,675 — Total Equity Securities 106,798 364 106,434 — Fixed Income: Bond Funds(c) 233,628 — 233,628 — Diversified Funds(d) 2,700 — — 2,700 Total Fixed Income 236,328 — 233,628 2,700 Cash Equivalents: Short-term Investment Funds(e) 1,634 — 1,634 — Total Cash Equivalents 1,634 — 1,634 — Total $ 344,760 $ 364 $ 341,696 $ 2,700 (a) Represents a pooled/separate account that tracks the Dow Jones U.S. Total Stock Market Index. (b) Represents a pooled/separate account comprised of approximately 90% U.S. large-cap stocks and 10% international stocks. (c) Represents investments primarily in U.S. dollar-denominated, investment grade bonds, including government securities, corporate bonds, and mortgage- and asset-backed securities. (d) Represents a pooled/separate account investment in the General Investment Account of an investment manager. The account primarily invests in fixed income debt securities, such as high grade corporate bonds, government bonds and asset-backed securities. (e) Investment is comprised of high grade money market instruments with short-term maturities and high liquidity. |
Schedule of Reconciliation of Change in Fair Value Measurement of Defined Benefit Plans | A reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets using significant unobservable inputs (Level 3) during the years ended December 31, 2018 and 2017 is as follows (in thousands): Diversified Funds Partnerships/ Joint Ventures Total Balance at December 31, 2016 $ 3,930 $ 163 $ 4,093 Actual return on plan assets: Relating to instruments still held at reporting date 97 — 97 Relating to instruments sold during the period — (1 ) (1 ) Purchases, sales and settlements (net) (1,849 ) — (1,849 ) Transfers in and/or out of Level 3 522 (162 ) 360 Balance at December 31, 2017 $ 2,700 $ — $ 2,700 Actual return on plan assets: Relating to instruments still held at reporting date 76 — 76 Purchases, sales and settlements (net) (1,360 ) — (1,360 ) Transfers in and/or out of Level 3 1,296 — 1,296 Balance at December 31, 2018 $ 2,712 $ — $ 2,712 |
Schedule of Information Regarding Participation in Multiemployer Pension Plans | The last column in the table lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. Pension Fund Employer Identification Number Pension Plan Number PPA Zone Status FIP / RP Status Pending/ Implemented Extended Amortization Provisions Expiration Date of Associated Collective- Bargaining Agreement(s) 2018 2017 Western Conference of Teamsters Pension Plan(1) 91-6145047 001 Green Green N/A No March 31, 2019 - October 31, 2021 Central States, Southeast and Southwest Areas Pension Plan(2) 36-6044243 001 Red Red Implemented No April 3, 2019 - May 1, 2021 Retail, Wholesale & Department Store International Union and Industry Pension Fund(3) 63-0708442 001 Red Green Implemented Yes August 26, 2019 - June 11, 2021 Dairy Industry – Union Pension Plan for Philadelphia Vicinity(4) 23-6283288 001 Red Yellow Implemented Yes August 31, 2020 - (1) We are party to approximately thirteen collective bargaining agreements that require contributions to this plan. These agreements cover a large number of employee participants and expire on various dates between 2019 and 2021. The agreement expiring in March 2019 is the most significant as 29% of our employee participants in this plan are covered by that agreement. (2) There are approximately 19 collective bargaining agreements that govern our participation in this plan. The agreements expire on various dates between 2019 and 2021. Approximately 40% , 34% , and 26% of our employee participants in this plan are covered by the agreements expiring in 2019, 2020, and 2021 respectively. (3) We are subject to approximately eight collective bargaining agreements with respect to this plan. Approximately 2% , 44% , and 54% of our employee participants in this plan are covered by the agreements expiring in 2019, 2020, and 2021 respectively. (4) We are party to five collective bargaining agreements with respect to this plan. The agreement expiring in September 2020 is the most significant as 62% of our employee participants in this plan are covered by that agreement. |
Schedule of Information Regarding Contribution in Multiemployer Pension Plans | Information regarding our contributions to our multiemployer pension plans is shown in the table below. There are no changes that materially affected the comparability of our contributions to each of these plans during the years ended December 31, 2018 , 2017 and 2016 . Pension Fund Employer Identification Number Pension Plan Number Dean Foods Company Contributions (in millions) 2018 2017 2016 Surcharge Imposed(3) Western Conference of Teamsters Pension Plan 91-6145047 001 $ 14.0 $ 13.2 $ 13.8 No Central States, Southeast and Southwest Areas Pension Plan 36-6044243 001 9.5 9.5 8.6 No Retail, Wholesale & Department Store International Union and Industry Pension Fund(1) 63-0708442 001 1.3 1.3 1.8 No Dairy Industry – Union Pension Plan for Philadelphia Vicinity(1) 23-6283288 001 2.1 2.1 1.9 No Other Funds(2) 0.3 3.1 4.0 Total Contributions $ 27.2 $ 29.2 $ 30.1 (1) During the 2017 and 2016 plan years, our contributions to these plans exceeded 5% of total plan contributions. At the date of filing of this Annual Report on Form 10-K, Forms 5500 were not available for the plan years ending in 2018. (2) Amounts shown represent our contributions to all other multiemployer pension and other postretirement benefit plans, which are immaterial both individually and in the aggregate to our Consolidated Financial Statements. (3) Federal law requires that contributing employers to a plan in Critical status pay to the plan a surcharge to help correct the plan’s financial situation. The amount of the surcharge is equal to a percentage of the amount we would otherwise be required to contribute to the plan and ceases once our related collective bargaining agreements are amended to comply with the provisions of the rehabilitation plan. |
Postretirement Benefits Other_2
Postretirement Benefits Other Than Pensions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Funded Status of Plans | The reconciliation of the beginning and ending balances of the projected benefit obligation and the fair value of plan assets for the years ended December 31, 2018 and 2017 , and the funded status of the plans at December 31, 2018 and 2017 are as follows: December 31 2018 2017 (In thousands) Change in benefit obligation: Benefit obligation at beginning of year $ 349,784 $ 338,733 Service cost 2,928 3,007 Interest cost 11,311 11,709 Plan amendments — 1,233 Actuarial (gain) loss (26,820 ) 19,921 Benefits paid (23,105 ) (24,819 ) Benefit obligation at end of year 314,098 349,784 Change in plan assets: Fair value of plan assets at beginning of year 344,760 282,183 Actual return (loss) on plan assets (23,276 ) 48,038 Employer contributions 829 39,358 Benefits paid (23,105 ) (24,819 ) Fair value of plan assets at end of year 299,208 344,760 Funded status at end of year $ (14,890 ) $ (5,024 ) The following table sets forth the funded status of these plans: December 31 2018 2017 (In thousands) Change in benefit obligation: Benefit obligation at beginning of year $ 31,866 $ 30,122 Service cost 679 586 Interest cost 941 960 Employee contributions 316 256 Actuarial (gain) loss (1,959 ) 1,622 Benefits paid (1,929 ) (1,680 ) Benefit obligation at end of year 29,914 31,866 Fair value of plan assets at end of year — — Funded status $ (29,914 ) $ (31,866 ) |
Schedule of Actuarial Assumptions Used to Determine Benefit Obligations | A summary of our key actuarial assumptions used to determine net periodic benefit cost follows: Year Ended December 31 2018 2017 2016 Healthcare inflation: Healthcare cost trend rate assumed for next year 6.72 % 7.00 % 7.27 % Rate to which the cost trend rate is assumed to decline (ultimate trend rate) 4.50 % 4.50 % 4.50 % Year of ultimate rate achievement 2038 2038 2038 Effective discount rate for benefit obligations 3.53 % 3.97 % 4.27 % Effective rate for interest on benefit obligations 3.16 % 3.32 % 3.52 % Effective discount rate for service cost 3.77 % 4.44 % 4.68 % Effective rate for interest on service cost 3.59 % 4.08 % 4.37 % A summary of our key actuarial assumptions used to determine the benefit obligation as of December 31, 2018 and 2017 follows: December 31 2018 2017 Healthcare inflation: Healthcare cost trend rate assumed for next year 6.43 % 6.72 % Rate to which the cost trend rate is assumed to decline (ultimate trend rate) 4.50 % 4.50 % Year of ultimate rate achievement 2038 2038 Weighted average discount rate 4.26 % 3.53 % |
Schedule of Net Periodic Benefit Cost | Year Ended December 31 2018 2017 2016 (In thousands) Components of net periodic benefit cost: Service cost $ 2,928 $ 3,007 $ 3,173 Interest cost 11,311 11,709 12,171 Expected return on plan assets (17,644 ) (19,030 ) (18,531 ) Amortizations: Prior service cost 431 706 857 Unrecognized net loss 8,521 10,325 8,822 Effect of settlement — — 313 Net periodic benefit cost $ 5,547 $ 6,717 $ 6,805 Year Ended December 31 2018 2017 2016 (In thousands) Components of net periodic benefit cost: Service and interest cost $ 1,620 $ 1,545 $ 1,725 Amortizations: Prior service cost 92 92 92 Unrecognized net (gain) loss (472 ) (457 ) (245 ) Net periodic benefit cost $ 1,240 $ 1,180 $ 1,572 |
Schedule of Effects of One Percent Change in Assumed Health Care Cost Trend Rates | A one percent change in assumed health care cost trend rates would have the following effects: 1-Percentage- Point Increase 1-Percentage- Point Decrease (In thousands) Effect on total of service and interest cost components $ 220 $ (181 ) Effect on postretirement obligation 1,956 (3,358 ) |
Schedule of Estimated Pension Plan Benefit Payments to Participants for Next Ten Years | Estimated pension plan benefit payments to participants for the next ten years are as follows: 2019 $ 18.0 million 2020 18.3 million 2021 19.0 million 2022 19.8 million 2023 20.1 million Next five years 103.1 million Estimated postretirement health care plan benefit payments for the next ten years are as follows: 2019 $ 2.4 million 2020 2.4 million 2021 2.3 million 2022 2.3 million 2023 2.2 million Next five years 10.9 million |
Asset Impairment Charges and _2
Asset Impairment Charges and Facility Closing and Reorganization Costs (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Approved Plans and Related Charges | Costs associated with approved plans within our ongoing network optimization and reorganization strategies are summarized as follows: Year Ended December 31 2018 2017 2016 (In thousands) Closure of facilities, net(1) $ 60,460 $ 12,703 $ 8,719 Organizational effectiveness(2) (331 ) 12,210 — Enterprise-wide cost productivity plan(3) 14,863 — — Facility closing and reorganization costs, net $ 74,992 $ 24,913 $ 8,719 (1) Reflects charges, net of gains on the sales of assets, associated with closed facilities that were incurred in 2018 , 2017 and 2016 . These charges are primarily related to facility closures in Braselton, Georgia; Louisville, Kentucky; Erie, Pennsylvania; Huntley, Illinois; Thief River Falls, Minnesota; Lynn, Massachusetts; Livonia, Michigan; Richmond, Virginia; Orem, Utah; New Orleans, Louisiana; Rochester, Indiana; Riverside, California; Denver, Colorado; and Buena Park, California. We have incurred net charges to date of $111.9 million related to these facility closures through December 31, 2018 . We expect to incur additional charges related to these facility closures of approximately $7.6 million related to shutdown, contract termination and other costs. (2) During 2017, we initiated a company-wide, multi-phase organizational effectiveness assessment to better align each key function of the Company with our strategic plan. This initiative has resulted in headcount reductions due to changes to our organizational structure, and the charges shown in the table above are primarily comprised of severance benefits and other employee-related costs associated with these organizational changes. We do not expect to incur any material additional costs associated with this initiative. (3) In the fourth quarter of 2017, we announced an enterprise-wide cost productivity plan, which includes rescaling our supply chain, optimizing spend management and integrating our operating model. This plan has resulted in headcount reductions due to changes to our organizational structure, and the charges shown in the table above are primarily comprised of severance benefits and other employee-related costs associated with these changes. Efforts with respect to the enterprise-wide cost productivity plan are ongoing, and we expect that we will incur additional costs in the coming months associated with the approval and implementation of an additional phase of the plan; however, as specific details of this phase have not been finalized and approved, future costs are not yet estimable. |
Schedule of Facility Closing and Reorganization Costs | Activity for 2018 and 2017 with respect to facility closing and reorganization costs is summarized below and includes items expensed as incurred: Accrued Charges at Charges and Adjustments Payments Accrued Charges at Charges and Adjustments Payments Accrued Charges at (In thousands) Cash charges: Workforce reduction costs $ 3,610 $ 14,033 $ (11,780 ) $ 5,863 $ 27,460 $ (20,110 ) $ 13,213 Shutdown costs — 3,792 (3,792 ) — 7,349 (7,349 ) — Lease obligations after shutdown 3,932 1,021 (2,347 ) 2,606 143 (1,381 ) 1,368 Other — 318 (318 ) — 465 (465 ) — Subtotal $ 7,542 19,164 $ (18,237 ) $ 8,469 35,417 $ (29,305 ) $ 14,581 Non-cash charges: Write-down of assets(1) 5,602 45,450 (Gain) loss on sale of related assets 138 (6,062 ) Other, net 9 187 Subtotal 5,749 39,575 Total $ 24,913 $ 74,992 (1) The write-down of assets relates primarily to owned buildings, land and equipment of those facilities identified for closure. The assets were tested for recoverability at the time the decision to close the facilities was more likely than not to occur. Over time, refinements to our estimates used in testing for recoverability may result in additional asset write-downs. The write-down of assets can include accelerated depreciation recorded for those facilities identified for closure. Our methodology for testing the recoverability of the assets is consistent with the methodology described in the “Asset Impairment Charges” section above. |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Disclosures of Cash Flow Information | Year Ended December 31 2018 2017 2016 (In thousands) Cash paid for interest and financing charges, net of capitalized interest $ 54,178 $ 60,403 $ 60,580 Net cash paid (received) for taxes (335 ) (3,063 ) 50,630 Non-cash additions to property, plant and equipment, including capital leases 17,088 8,879 4,748 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Composition of Capital Leases | The net book value of assets under capital leases, which are included in property, plant and equipment in our Consolidated Balance Sheets, are as follows: Year Ended December 31 2018 2017 (In thousands) Machinery and equipment $ 5,481 $ 5,619 Less accumulated depreciation (4,045 ) (2,948 ) Net book value of assets under capital leases $ 1,436 $ 2,671 |
Schedule of Future Minimum Payments under Non-Cancelable Operating Leases | Future minimum payments at December 31, 2018 under non-cancelable capital leases and operating leases with terms in excess of one year are summarized below: Capital Leases Operating Leases (In thousands) 2019 $ 1,271 $ 118,827 2020 398 90,615 2021 — 64,501 2022 — 45,049 2023 — 32,771 Thereafter — 50,998 Total minimum lease payments 1,669 $ 402,761 Less amount representing interest (51 ) Present value of capital lease obligations $ 1,618 |
Segment, Geographic and Custo_2
Segment, Geographic and Customer Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Profit or Loss other than Depreciation and Amortization | Year Ended December 31, 2018 2017 2016 (in thousands) Operating income (loss): Dean Foods $ (46,015 ) $ 143,147 $ 276,950 Facility closing and reorganization costs, net (74,992 ) (24,913 ) (8,719 ) Impairment of goodwill and long-lived assets (204,414 ) (30,668 ) — Other operating income 2,289 — — Equity in earnings (loss) of unconsolidated affiliate 7,939 — — Total (315,193 ) 87,566 268,231 Other (income) expense: Interest expense 56,443 64,961 66,795 Other (income) expense, net 2,877 1,362 (1,215 ) Consolidated income (loss) from continuing operations before income taxes $ (374,513 ) $ 21,243 $ 202,651 |
Quarterly Results of Operatio_2
Quarterly Results of Operations (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Results of Operations | The following is a summary of our unaudited quarterly results of operations for 2018 and 2017 : Quarter First Second Third Fourth (In thousands, except share and per share data) 2018 Net sales $ 1,980,507 $ 1,951,230 $ 1,894,066 $ 1,929,480 Gross profit 448,503 432,784 390,597 383,394 Loss from continuing operations(1) (265 ) (42,016 ) (26,648 ) (263,301 ) Net loss (265 ) (40,094 ) (26,648 ) (260,351 ) Net loss attributable to Dean Foods Company (265 ) (40,094 ) (26,424 ) (260,117 ) Loss per common share from continuing operations attributable to Dean Foods Company(2): Basic $ — $ (0.46 ) $ (0.29 ) $ (2.88 ) Diluted $ — $ (0.46 ) $ (0.29 ) $ (2.88 ) Quarter First Second Third Fourth (In thousands, except share and per share data) 2017 Net sales $ 1,995,686 $ 1,926,722 $ 1,937,620 $ 1,934,997 Gross profit 462,219 467,480 441,838 446,530 Income (loss) from continuing operations(3) (9,759 ) 17,647 (9,973 ) 49,507 Net income (loss)(4) (9,759 ) 17,647 1,382 52,318 Earnings (loss) per common share from continuing operations(2): Basic $ (0.11 ) $ 0.19 $ (0.11 ) $ 0.54 Diluted $ (0.11 ) $ 0.19 $ (0.11 ) $ 0.54 (1) Loss from continuing operations for the first, second, third and fourth quarters of 2018 includes facility closing and reorganization costs, net of tax and gains on sales of assets, of $6.4 million , $51.2 million , $(2.0) million and $1.2 million , respectively. See Note 17 . The results for the second and fourth quarters of 2018 include impairments of our property, plant and equipment totaling $2.2 million and $11.5 million , respectively. See Note 17 . The results for the fourth quarter of 2018 include a goodwill impairment of $190.7 million . See Note 7 . (2) Earnings (loss) per common share calculations for each of the quarters were based on the basic and diluted weighted average number of shares outstanding for each quarter. The sum of the quarters may not necessarily be equal to the full year earnings (loss) per common share amount. (3) Income (loss) from continuing operations for the first, second, third and fourth quarters of 2017 includes facility closing and reorganization costs, net of tax and gains on sales of assets, of $5.7 million , $3.6 million , $4.8 million and $1.2 million , respectively. See Note 17 . Additionally, results for the first quarter of 2017 include a charge due to litigation settlements and the related legal expenses. The results for the third and fourth quarters of 2017 include impairments of our property, plant and equipment totaling $25.0 million and $5.7 million , respectively. See Note 17 . The results for the fourth quarter of 2017 include a one-time income tax benefit of $43.7 million associated with the December 22, 2017 enactment of the Tax Cuts and Jobs Act. See Note 9 . (4) Net income for the third quarter of 2017 includes net gains from discontinued operations of $11.4 million . See Note 3 . |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)Brand | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 01, 2019USD ($) | ||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Assets held for sale | $ 8,472,000 | $ 0 | |||||
Cost of goods and services sold | $ 6,100,005,000 | 5,976,958,000 | $ 5,722,112,000 | ||||
Period of credit terms | 30 days | ||||||
Repatriation of foreign earnings related to the Tax Act | $ 9,900,000 | ||||||
Advertising expense | $ 41,600,000 | 39,100,000 | 59,600,000 | ||||
Prepaid advertising expenses | 0 | 500,000 | 1,900,000 | ||||
Research and development expense | 4,400,000 | 3,500,000 | 3,000,000 | ||||
Prepaid Expenses and Other Current Assets | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Assets held for sale | $ 8,500,000 | 0 | |||||
Minimum | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of local and regional brands and private labels (more than) | Brand | 50 | ||||||
Accounting Standards Update 2016-02 | Minimum | Forecast | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Right-of-use lease asset | $ 330,000,000 | ||||||
Lease liability | 330,000,000 | ||||||
Accounting Standards Update 2016-02 | Maximum | Forecast | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Right-of-use lease asset | 360,000,000 | ||||||
Lease liability | $ 360,000,000 | ||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Cost of goods and services sold | $ 515,162,000 | (606,900,000) | (551,500,000) | ||||
Shipping and Handling | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Cost of goods and services sold | 1,200,000,000 | $ 1,200,000,000 | $ 1,100,000,000 | ||||
Retained Earnings (Accumulated Deficit) | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Reclassification of stranded tax effects related to the Tax Act | $ 16,800,000 | $ 16,847,000 | [1] | ||||
[1] | Refer to Note 1 - Recently Adopted Accounting Pronouncements within our Notes to Consolidated Financial Statements for additional details on the adoption of ASU No. 2018-02 during the first quarter of 2018. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Plant and Equipment, Estimated Useful Life (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Building | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant, and equipment | 15 years |
Building | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant, and equipment | 40 years |
Machinery and Equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant, and equipment | 3 years |
Machinery and Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant, and equipment | 20 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Intangible and Other Assets, Estimated Useful Life (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Minimum | Customer relationships | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life of identifiable intangible assets | 5 years |
Minimum | Trademarks | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life of identifiable intangible assets | 5 years |
Maximum | Customer relationships | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life of identifiable intangible assets | 15 years |
Maximum | Trademarks | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life of identifiable intangible assets | 10 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Effect of the Adoption of ASU 2014-09 and 2017-07 (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||||
Net sales | $ 1,929,480 | $ 1,894,066 | $ 1,951,230 | $ 1,980,507 | $ 1,934,997 | $ 1,937,620 | $ 1,926,722 | $ 1,995,686 | $ 7,755,283 | $ 7,795,025 | $ 7,710,226 |
Cost of sales | 6,100,005 | 5,976,958 | 5,722,112 | ||||||||
Gross profit | $ 383,394 | $ 390,597 | $ 432,784 | $ 448,503 | $ 446,530 | $ 441,838 | $ 467,480 | $ 462,219 | 1,655,278 | 1,818,067 | 1,988,114 |
Effect on selling and distribution | 1,403,178 | 1,346,417 | 1,347,847 | ||||||||
Effect on general and administrative | 277,659 | 307,793 | 342,565 | ||||||||
Effect on total operating costs and expenses | 1,970,471 | 1,730,501 | 1,719,883 | ||||||||
Effect on operating income | (315,193) | 87,566 | 268,231 | ||||||||
Effect on other (income) expense, net | 2,877 | 1,362 | (1,215) | ||||||||
As Without Adoption of ASU 2014-09 | |||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||||
Net sales | 7,240,121 | ||||||||||
Cost of sales | 5,584,843 | ||||||||||
Gross profit | 1,655,278 | ||||||||||
Impact of Adoption of ASU 2014-09 | Accounting Standards Update 2014-09 | |||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||||
Net sales | 515,162 | ||||||||||
Cost of sales | 515,162 | (606,900) | (551,500) | ||||||||
Gross profit | $ 0 | ||||||||||
As Previously Reported | |||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||||
Cost of sales | 5,977,348 | 5,722,710 | |||||||||
Gross profit | 1,817,677 | 1,987,516 | |||||||||
Effect on selling and distribution | 1,346,948 | 1,348,349 | |||||||||
Effect on general and administrative | 311,176 | 346,028 | |||||||||
Effect on total operating costs and expenses | 1,734,415 | 1,723,848 | |||||||||
Effect on operating income | 83,262 | 263,668 | |||||||||
Effect on other (income) expense, net | (2,942) | (5,778) | |||||||||
Restatement Adjustment | Accounting Standards Update 2017-07 | |||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||||
Cost of sales | (390) | (598) | |||||||||
Gross profit | 390 | 598 | |||||||||
Effect on selling and distribution | (531) | (502) | |||||||||
Effect on general and administrative | (3,383) | (3,463) | |||||||||
Effect on total operating costs and expenses | (3,914) | (3,965) | |||||||||
Effect on operating income | 4,304 | 4,563 | |||||||||
Effect on other (income) expense, net | $ 4,304 | $ 4,563 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Credit terms (less than) | 30 days |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 1,929,480 | $ 1,894,066 | $ 1,951,230 | $ 1,980,507 | $ 1,934,997 | $ 1,937,620 | $ 1,926,722 | $ 1,995,686 | $ 7,755,283 | $ 7,795,025 | $ 7,710,226 |
Reduction of cost of sales | (6,100,005) | (5,976,958) | (5,722,112) | ||||||||
Product | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 7,082,397 | 7,696,584 | 7,693,586 | ||||||||
Fluid milk | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 4,756,360 | 5,315,731 | 5,338,789 | ||||||||
Ice cream | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 1,077,027 | 1,107,665 | 1,041,176 | ||||||||
Fresh cream | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 397,206 | 388,514 | 359,405 | ||||||||
Extended shelf life and other dairy products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 189,860 | 196,374 | 230,832 | ||||||||
Cultured | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 260,044 | 282,432 | 298,689 | ||||||||
Other beverages | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 278,838 | 290,970 | 308,020 | ||||||||
Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 123,062 | 114,898 | 116,675 | ||||||||
Branded products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 3,531,656 | 3,808,496 | 3,791,444 | ||||||||
Private label products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 3,550,741 | 3,888,088 | 3,902,142 | ||||||||
Sales of excess raw materials | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 515,162 | 0 | 0 | ||||||||
Reduction of cost of sales | 606,900 | 551,500 | |||||||||
Sales of other bulk commodities | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 157,724 | 98,441 | 16,640 | ||||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 515,162 | ||||||||||
Reduction of cost of sales | $ (515,162) | $ 606,900 | $ 551,500 |
Acquisitions and Discontinued_2
Acquisitions and Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | Oct. 12, 2018 | Jun. 29, 2018 | Jun. 22, 2017 | Jun. 20, 2016 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2011 |
Business Acquisition [Line Items] | |||||||||||
Remeasurement gain | $ 2,289 | $ 0 | $ 0 | ||||||||
Goodwill acquired | 23,179 | 13,423 | |||||||||
Goodwill impairment | $ (190,700) | (190,714) | $ (2,080,000) | ||||||||
Gain (loss) on sale of discontinued operations, net of tax | 4,872 | 2,875 | (376) | ||||||||
Income (loss) from discontinued operations, net of tax | $ 11,400 | $ 0 | 11,291 | (312) | |||||||
Good Karma | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership interest (as a percent) | 67.00% | 69.00% | 69.00% | ||||||||
Additional investment | $ 3,000 | $ 15,000 | |||||||||
Fair value of equity interest | 9,000 | ||||||||||
Remeasurement gain | $ 2,300 | ||||||||||
Aggregate purchase price | 35,700 | ||||||||||
Intangible assets acquired | $ 13,600 | ||||||||||
Weighted-average amortization period | 10 years | ||||||||||
Goodwill acquired | $ 23,300 | ||||||||||
Fair value of non-controlling interest | 11,800 | ||||||||||
Good Karma | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets acquired | 2,900 | ||||||||||
Good Karma | Trademarks | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Indefinite-lived intangible assets acquired | $ 10,700 | ||||||||||
Uncle Matt's | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Aggregate purchase price | $ 22,000 | ||||||||||
Intangible assets acquired | $ 8,400 | ||||||||||
Weighted-average amortization period | 10 years | ||||||||||
Goodwill acquired | $ 13,300 | ||||||||||
Uncle Matt's | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets acquired | 1,800 | ||||||||||
Uncle Matt's | Trademarks | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Indefinite-lived intangible assets acquired | $ 6,600 | ||||||||||
Friendly’s Holdings | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Aggregate purchase price | $ 158,200 | ||||||||||
Intangible assets acquired | $ 81,700 | ||||||||||
Weighted-average amortization period | 15 years | ||||||||||
Goodwill acquired | $ 67,300 | ||||||||||
Unfavorable lease contract assumed | 5,400 | ||||||||||
Friendly’s Holdings | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets acquired | $ 29,700 | ||||||||||
Morningstar Foods, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Gain (loss) on sale of discontinued operations, net of tax | 2,900 | (400) | |||||||||
Income (loss) from discontinued operations, net of tax | $ (300) | ||||||||||
WhiteWave Foods | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Income (loss) from discontinued operations, net of tax | $ 11,300 | ||||||||||
Tax Refund from Settlement of State Tax Claim | Morningstar Foods, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Gain (loss) on sale of discontinued operations, net of tax | $ 1,900 | ||||||||||
Uncertain Tax Position Reserve Release | Morningstar Foods, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Gain (loss) on sale of discontinued operations, net of tax | $ 3,000 |
Investment in Unconsolidated _2
Investment in Unconsolidated Affiliate - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||||
Equity in earnings of joint venture | $ 7,939 | $ 0 | $ 0 | ||
Organic Valley Fresh Joint Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest (as a percent) | 50.00% | ||||
Payments to acquire equity method investments | $ 2,000 | ||||
Distributions from joint venture | 2,800 | ||||
Equity in earnings of joint venture | (7,900) | $ 0 | |||
Corporate Joint Venture | Organic Valley Fresh Joint Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Purchases from joint venture | $ 88,700 |
Inventories - Summary (Details)
Inventories - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 101,620 | $ 106,814 |
Finished goods | 153,864 | 171,249 |
Total | $ 255,484 | $ 278,063 |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |||
Land | $ 162,326,000 | $ 175,243,000 | |
Buildings | 642,986,000 | 677,827,000 | |
Leasehold improvements | 84,320,000 | 83,366,000 | |
Machinery and equipment | 1,873,505,000 | 1,867,168,000 | |
Construction in progress | 45,349,000 | 29,952,000 | |
Property, plant and equipment, gross | 2,808,486,000 | 2,833,556,000 | |
Less accumulated depreciation | (1,802,304,000) | (1,739,492,000) | |
Total | 1,006,182,000 | 1,094,064,000 | |
Depreciation expense | 133,000,000 | 145,100,000 | $ 151,900,000 |
Interest capitalized | $ 0 | $ 0 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2011 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Gross carrying value of goodwill | $ 2,260,000 | $ 2,260,000 | ||||
Accumulated goodwill impairment | (2,260,000) | (2,260,000) | ||||
Goodwill impairment loss | $ (190,700) | (190,714) | $ (2,080,000) | |||
Non-cash impairment charge | 109,910 | $ 109,910 | ||||
Income tax benefit | 42,283 | 26,179 | $ (82,034) | |||
Amortization expense on intangible assets | 20,456 | 20,710 | $ 20,752 | |||
Customer-Related and Other | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Non-cash impairment charge | 0 | 0 | ||||
Trademarks | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Non-cash impairment charge | $ 109,910 | $ 109,910 | ||||
Weighted-average amortization period | 5 years | |||||
Minimum | Trademarks | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Remaining amortization period | 1 year | |||||
Maximum | Trademarks | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Remaining amortization period | 7 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2011 | |
Goodwill [Roll Forward] | ||||
Beginning balance | $ 167,535 | $ 154,112 | ||
Acquisitions (Note 3) | 23,179 | 13,423 | ||
Goodwill impairment | $ (190,700) | (190,714) | $ (2,080,000) | |
Ending balance | $ 0 | $ 0 | $ 167,535 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Gross Carrying Amount and Accumulated Amortization of Intangible Assets other than Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible assets with finite lives: | ||
Impairment | $ (109,910) | $ (109,910) |
Accumulated Amortization | (120,044) | (99,587) |
Total, Gross Carrying Amount | 383,569 | 369,994 |
Total, Net Carrying Amount | 153,615 | 160,497 |
Trademarks | ||
Intangible assets with finite lives: | ||
Acquisition Costs | 230,709 | 230,709 |
Impairment | (109,910) | (109,910) |
Accumulated Amortization | (74,621) | (58,189) |
Net Carrying Amount | 46,178 | 62,610 |
Customer-Related and Other | ||
Intangible assets with finite lives: | ||
Acquisition Costs | 83,545 | 80,685 |
Impairment | 0 | 0 |
Accumulated Amortization | (45,423) | (41,398) |
Net Carrying Amount | 38,122 | 39,287 |
Customer-Related and Other | Good Karma | ||
Intangible assets with finite lives: | ||
Net Carrying Amount | 2,900 | |
Trademarks | ||
Intangible assets with indefinite lives: | ||
Acquisition Costs | 69,315 | $ 58,600 |
Trademarks | Good Karma | ||
Intangible assets with indefinite lives: | ||
Acquisition Costs | $ 10,700 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense (Details) $ in Millions | Dec. 31, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,019 | $ 20.6 |
2,020 | 12.5 |
2,021 | 10.8 |
2,022 | 8.1 |
2,023 | $ 7.3 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses - Components of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 434,827 | $ 424,140 |
Payroll and benefits, including incentive compensation | 57,164 | 62,551 |
Health insurance, workers’ compensation and other insurance costs | 58,706 | 60,068 |
Customer rebates | 41,266 | 38,571 |
Other accrued liabilities | 107,698 | 85,740 |
Total | $ 699,661 | $ 671,070 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Line Items] | |||
Provisional income tax expense related to repatriation of foreign earnings | $ (43,700) | ||
Expected repatriation of foreign earnings related to the Tax Act | $ 9,900 | ||
State and foreign net operating loss carry forwards | $ 61,009 | 38,023 | |
State tax credits | 23,195 | 9,965 | |
Valuation allowance | 40,966 | 21,755 | |
Increase in valuation allowance | (19,200) | ||
Unrecognized tax benefits that would impact effective tax rate | 4,000 | ||
Unrecognized tax benefit with uncertainty about timing of deductibility | 5,400 | ||
Accrued interest | $ 800 | $ 2,000 | |
Minimum | |||
Income Taxes [Line Items] | |||
Period of income tax returns examination after filing | 3 years | ||
Maximum | |||
Income Taxes [Line Items] | |||
Period of income tax returns examination after filing | 5 years |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current income taxes: | |||
Federal | $ (258) | $ (1,315) | $ 49,529 |
State | 33 | 1,317 | 5,728 |
Foreign | (554) | 844 | 879 |
Total current income tax expense (benefit) | (779) | 846 | 56,136 |
Deferred income taxes: | |||
Federal | (49,115) | (38,100) | 15,164 |
State | 7,611 | 11,075 | 10,734 |
Total deferred income tax expense (benefit) | (41,504) | (27,025) | 25,898 |
Total income tax expense (benefit) | (42,283) | (26,179) | 82,034 |
Income tax benefit related to discontinued operation | $ 5,900 | $ 14,200 | $ 500 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Amount | |||
Tax expense (benefit) at statutory rate | $ (78,648) | $ 7,435 | $ 70,928 |
State income taxes | (17,159) | 1,844 | 9,620 |
Corporate owned life insurance | (85) | (933) | 0 |
Nondeductible executive compensation | 566 | 371 | 1,130 |
Impairment | 35,109 | 0 | 0 |
Change in valuation allowances | 17,355 | 5,851 | 1,080 |
Share-based compensation | 1,073 | 2,995 | 0 |
Domestic production activities deduction | 0 | (244) | (4,393) |
Transition tax on unrepatriated foreign earnings | 0 | 2,106 | 0 |
Tax reform revaluation of deferred taxes | 0 | (45,840) | 0 |
Other | (494) | 236 | 3,669 |
Total income tax expense (benefit) | $ (42,283) | $ (26,179) | $ 82,034 |
Percentage | |||
Tax expense (benefit) at statutory rate (as a percent) | 21.00% | 35.00% | 35.00% |
State income taxes (as a percent) | 4.60% | 8.70% | 4.80% |
Corporate owned life insurance (as a percent) | (0.00%) | (4.40%) | (0.00%) |
Nondeductible executive compensation (as a percent) | (0.10%) | 1.80% | 0.60% |
Impairment (as a percent) | (9.40%) | 0.00% | 0.00% |
Change in valuation allowances (as a percent) | (4.60%) | 27.50% | 0.50% |
Share-based compensation (as a percent) | (0.30%) | 14.10% | 0.00% |
Domestic production activities deduction (as a percent) | (0.00%) | (1.20%) | (2.20%) |
Deemed repatriation of foreign earnings (as a percent) | 0.00% | 9.90% | 0.00% |
Tax reform revaluation of deferred taxes (as a percent) | 0.00% | (215.80%) | 0.00% |
Other (as a percent) | 0.10% | 1.20% | 1.80% |
Total (as a percent) | 11.30% | (123.20%) | 40.50% |
Income Taxes - Deferred Income
Income Taxes - Deferred Income Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred income tax assets: | ||
Accrued liabilities | $ 54,906 | $ 54,971 |
Retirement plans and postretirement benefits | 12,190 | 10,379 |
Share-based compensation | 2,343 | 3,886 |
Receivables and inventories | 6,789 | 6,651 |
Derivative financial instruments | 1,075 | 99 |
Net operating loss carryforwards | 61,009 | 38,023 |
Tax credits and other carryforwards | 23,195 | 9,965 |
Valuation allowances | (40,966) | (21,755) |
Deferred income tax assets | 120,541 | 102,219 |
Deferred income tax liabilities: | ||
Property, plant and equipment | (113,272) | (124,185) |
Intangible assets | (14,475) | (22,213) |
Cancellation of debt | 0 | (1,708) |
Other | (3,983) | (3,400) |
Deferred income tax liabilities | (131,730) | (151,506) |
Net deferred income tax asset (liability) | (11,189) | (49,287) |
Deferred tax assets related to uncertain tax positions | $ 5,400 | $ 7,000 |
Income Taxes - Balance Sheet Cl
Income Taxes - Balance Sheet Classification of Net Deferred Income Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Noncurrent assets | $ 2,518 | $ 10,731 |
Noncurrent liabilities | (13,707) | (60,018) |
Net deferred income tax asset (liability) | $ (11,189) | $ (49,287) |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 15,054 | $ 30,410 | $ 27,829 |
Increases in tax positions for current year | 211 | 251 | 125 |
Increases in tax positions for prior years | 244 | 904 | 4,542 |
Decreases in tax positions for prior years | (5,842) | (53) | (199) |
Settlement of tax matters | (217) | 0 | (1,887) |
Lapse of applicable statutes of limitations | 0 | (16,458) | 0 |
Balance at end of year | $ 9,450 | $ 15,054 | $ 30,410 |
Debt - Debt Instruments (Detail
Debt - Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | $ 906,344 | $ 913,199 |
Subtotal | 910,918 | 918,871 |
Unamortized debt issuance costs | (4,574) | (5,672) |
Less current portion | (1,174) | (1,125) |
Total long-term portion | 905,170 | 912,074 |
Dean Foods Company | ||
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | 719,300 | 711,200 |
Dean Foods Company | Senior Notes Due 2023 | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 700,000 | $ 700,000 |
Debt instrument, interest rate (as a percent) | 6.50% | 6.50% |
Dean Foods Company | Senior Secured Credit Facility | ||
Debt Instrument [Line Items] | ||
Senior secured revolving credit facility | $ 19,300 | $ 11,200 |
Credit facility interest rate (as a percent) | 4.65% | 3.33% |
Subsidiary debt obligations | ||
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | $ 191,618 | $ 207,671 |
Subsidiary debt obligations | Capital lease and other | ||
Debt Instrument [Line Items] | ||
Capital lease and other | 1,618 | 2,671 |
Receivables securitization facility | Subsidiary debt obligations | ||
Debt Instrument [Line Items] | ||
Senior secured revolving credit facility | $ 190,000 | $ 205,000 |
Credit facility interest rate (as a percent) | 3.54% | 2.48% |
Debt - Maturities of Long-Term
Debt - Maturities of Long-Term Debt (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2,019 | $ 1,226 |
2,020 | 190,392 |
2,021 | 0 |
2,022 | 19,300 |
2,023 | 700,000 |
Thereafter | 0 |
Subtotal | 910,918 |
Less unamortized debt issuance costs | (4,574) |
Total outstanding debt | $ 906,344 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Feb. 22, 2019USD ($) | Jan. 04, 2017USD ($) | Dec. 31, 2018USD ($)entity | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jan. 17, 2019 | Nov. 06, 2018USD ($) | Oct. 16, 2017USD ($) | Mar. 31, 2015USD ($) | Feb. 25, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||||||||
Number of wholly-owned entities | entity | 2 | |||||||||||||
Write-off of financing costs | $ 0 | $ 1,080,000 | $ 0 | |||||||||||
Proceeds from receivables securitization facility | 2,420,000,000 | 2,525,000,000 | 945,000,000 | |||||||||||
Payments for receivables securitization facility | (2,435,000,000) | $ (2,360,000,000) | $ (905,000,000) | |||||||||||
Senior Notes | Senior Notes Due 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Net debt issuance costs | $ 7,000,000 | |||||||||||||
Unamortized debt issuance costs | 4,600,000 | 1,800,000 | ||||||||||||
Amount outstanding of line of credit | $ 695,400,000 | |||||||||||||
Principal amount of debt instrument | $ 700,000,000 | |||||||||||||
Debt instrument, interest rate (as a percent) | 6.50% | |||||||||||||
Debt Instrument issue price to principal (as a percent) | 100.00% | |||||||||||||
Senior Notes | Senior Notes Due 2023 | Period 3 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Redemption price (as a percent) | 101.00% | |||||||||||||
Revolving Credit Facility | LIBOR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 2.25% | |||||||||||||
Revolving Credit Facility | Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 1.25% | |||||||||||||
Revolving Credit Facility | Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | $ 450,000,000 | |||||||||||||
Revolving Credit Facility | Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of guarantor's first-tier foreign subsidiaries (as a percent) | 65.00% | |||||||||||||
Consolidated interest coverage ratio | 3.50 | |||||||||||||
Revolving Credit Facility | Credit Agreement | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Additional borrowing capacity of credit facility | 200,000,000 | |||||||||||||
Consolidated interest coverage ratio | 4.25 | |||||||||||||
Revolving Credit Facility | Credit Agreement | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Consolidated interest coverage ratio | 2.25 | |||||||||||||
Revolving Credit Facility | Amendment to Senior Secured Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total net leverage ratio | 4.25 | |||||||||||||
Net debt issuance costs | $ 700,000 | |||||||||||||
Unamortized debt issuance costs | 300,000 | |||||||||||||
Write-off of financing costs | $ 900,000 | |||||||||||||
Revolving Credit Facility | Amendment to Senior Secured Revolving Credit Facility | LIBOR | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 2.50% | |||||||||||||
Revolving Credit Facility | Amendment to Senior Secured Revolving Credit Facility | LIBOR | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||||||||||
Revolving Credit Facility | Amendment to Senior Secured Revolving Credit Facility | Base Rate | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 1.50% | |||||||||||||
Revolving Credit Facility | Amendment to Senior Secured Revolving Credit Facility | Base Rate | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||||||||||
Revolving Credit Facility | Letter of Credit | Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | 75,000,000 | |||||||||||||
Revolving Credit Facility | Swing Line Loan | Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | $ 100,000,000 | |||||||||||||
Receivables securitization facility | Amendment to Receivables Securitization Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | $ 450,000,000 | |||||||||||||
Net debt issuance costs | 600,000 | $ 700,000 | ||||||||||||
Unamortized debt issuance costs | 100,000 | $ 100,000 | ||||||||||||
Write-off of financing costs | $ 200,000 | |||||||||||||
Receivables securitization facility | Amendment to Receivables Securitization Facility | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate (as a percent) | 1.05% | |||||||||||||
Unused capacity fee (as a percent) | 0.55% | |||||||||||||
Receivables securitization facility | Amendment to Receivables Securitization Facility | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate (as a percent) | 0.90% | |||||||||||||
Unused capacity fee (as a percent) | 0.40% | |||||||||||||
Dean Foods Company | Senior Notes Due 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate (as a percent) | 6.50% | 6.50% | ||||||||||||
Dean Foods Company | Senior Secured Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Amount outstanding of line of credit | $ 19,300,000 | $ 11,200,000 | ||||||||||||
Subsidiary debt obligations | Senior Notes Due 2017 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt instrument | 142,000,000 | |||||||||||||
Gross debt issuance costs | $ 4,900,000 | |||||||||||||
Subsidiary debt obligations | Capital lease and other | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Capital lease and other | 1,618,000 | 2,671,000 | ||||||||||||
Subsidiary debt obligations | Receivables securitization facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Amount outstanding of line of credit | 190,000,000 | $ 205,000,000 | ||||||||||||
Senior Secured Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Average daily balance under facility | 2,600,000 | |||||||||||||
Letters of credit issued | 0 | |||||||||||||
Receivables securitization facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | 450,000,000 | |||||||||||||
Amount outstanding of line of credit | 109,600,000 | |||||||||||||
Remaining borrowing capacity of line of credit facility | 137,700,000 | |||||||||||||
Average daily balance under facility | 157,200,000 | |||||||||||||
Current borrowing capacity of line of credit | 437,300,000 | |||||||||||||
Total receivables sold | $ 552,300,000 | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | $ 265,000,000 | |||||||||||||
Commitment reduction along with prepayment with net cash proceeds of asset sales (as a percent) | 50.00% | |||||||||||||
Current borrowing capacity of line of credit | $ 175,000,000 | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Consolidated interest coverage ratio | 4.25 | |||||||||||||
Current borrowing capacity of line of credit | $ 100,000,000 | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Fixed charge coverage ratio | 1.05 | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | Base Rate | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | Base Rate | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 1.25% | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | Eurodollar Rate | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 2.75% | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Facility | Eurodollar Rate | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate (as a percent) | 2.25% | |||||||||||||
Subsequent Event | Revolving Credit Facility | Credit Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of value of inventory and real property (as a percent) | 65.00% | |||||||||||||
Subsequent Event | Revolving Credit Facility | Amendment to Senior Secured Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total net leverage ratio | 4.25 | 5.25 | 5.50 | 5 | ||||||||||
Subsequent Event | Revolving Credit Facility | Letter of Credit | Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | $ 25,000,000 | |||||||||||||
Subsequent Event | Revolving Credit Facility | Letter of Credit | Credit Facility | Minimum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Liquidity determinant - unrestricted cash on hand | 25,000,000 | |||||||||||||
Subsequent Event | Revolving Credit Facility | Swing Line Loan | Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity of credit facility | $ 10,000,000 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Fair Value Measurements - Narrative (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Minimum | |
Derivative [Line Items] | |
Anticipated requirements, Outstanding purchase commitment | 1 month |
Maximum | |
Derivative [Line Items] | |
Anticipated requirements, Outstanding purchase commitment | 1 year |
Derivative Financial Instrume_4
Derivative Financial Instruments and Fair Value Measurements - Derivatives Recorded at Fair Value in Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | $ 11 | $ 1,431 |
Derivative Liabilities | 4,328 | 1,844 |
Current | Derivatives not designated as Hedging Instruments | Commodities Contracts | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 11 | 1,431 |
Derivative Liabilities | 4,328 | 1,829 |
Non-current | Derivatives not designated as Hedging Instruments | Commodities Contracts | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 0 | 0 |
Derivative Liabilities | $ 0 | $ 15 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Fair Value Measurements - Derivative Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Commodities Contracts - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Derivatives, Fair Value [Line Items] | ||
Assets - Fair Value | $ 11 | $ 1,431 |
Liabilities - Fair Value | 4,328 | 1,844 |
Level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Assets - Fair Value | 11 | 1,431 |
Liabilities - Fair Value | $ 4,328 | $ 1,844 |
Derivative Financial Instrume_6
Derivative Financial Instruments and Fair Value Measurements - Carrying Value and Fair Value of Senior Notes and Subsidiary Senior Notes (Details) - Dean Foods Company - Senior Notes Due 2023 - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Senior Notes, Amount Outstanding | $ 700,000 | $ 700,000 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior Notes, Fair Value | $ 560,000 | $ 698,250 |
Derivative Financial Instrume_7
Derivative Financial Instruments and Fair Value Measurements - SERP Assets Measured at Fair Value on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Money market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
SERP assets measured at fair value on a recurring basis | $ 6 | $ 22 |
Mutual Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
SERP assets measured at fair value on a recurring basis | 1,693 | 1,785 |
Level 2 | Money market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
SERP assets measured at fair value on a recurring basis | 6 | 22 |
Level 2 | Mutual Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
SERP assets measured at fair value on a recurring basis | $ 1,693 | $ 1,785 |
Common Stock and Share-Based _3
Common Stock and Share-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Preferred stock authorized (shares) | 1,000,000 | 1,000,000 | |||||||||||||
Common stock authorized (shares) | 250,000,000 | 250,000,000 | |||||||||||||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Dividends paid (USD per share) | $ 0.03 | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.07 | $ 0.07 | $ 0.07 | |||
Cash dividends paid | $ (27,405,000) | $ (32,737,000) | $ (32,828,000) | ||||||||||||
Authorized to repurchase common stock | $ 2,380,000,000 | 2,380,000,000 | |||||||||||||
Common stock repurchases (shares) | $ 0 | $ 0 | $ 25,000,000 | ||||||||||||
Shares available for issuance (shares) | 8,500,000 | 8,500,000 | |||||||||||||
Dean Foods Company Two Thousand Seven Stock Incentive Plan | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Stock option awarded (shares) | 1.67 | ||||||||||||||
Stock Options | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Total unrecognized stock option expense | $ 0 | $ 0 | |||||||||||||
Cash received from stock option exercises | 0 | ||||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Total unrecognized stock option expense | 7,100,000 | $ 7,100,000 | |||||||||||||
Unrecognized compensation expense expected to be recognized period | 1 year 9 days | ||||||||||||||
Restricted Stock Units (RSUs) | Employees | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Award vesting period | 3 years | ||||||||||||||
Restricted Stock Units (RSUs) | Non-Employee Directors | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Award vesting period | 3 years | ||||||||||||||
Restricted Stock | Non-Employee Directors | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Fee value option to receive in restricted stock (as a percent) | 150.00% | ||||||||||||||
PSUs | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Award vesting period | 3 years | ||||||||||||||
Phantom Shares | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Award vesting period | 3 years | ||||||||||||||
Common Stock | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Stock repurchased (shares) | 0 | 0 | 1,371,185 | ||||||||||||
Amount available for repurchase | $ 197,100,000 | $ 197,100,000 | |||||||||||||
Minimum | PSUs | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting amount (as a percent) | 0.00% | ||||||||||||||
Maximum | PSUs | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting amount (as a percent) | 200.00% | ||||||||||||||
2016 Plan | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Maximum stock options grants (shares) | 11,750,000 | 11,750,000 | |||||||||||||
Vesting period one | Restricted Stock | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting amount (as a percent) | 33.33% | ||||||||||||||
Vesting period two | Restricted Stock | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting amount (as a percent) | 33.33% | ||||||||||||||
Vesting period three | Restricted Stock | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting amount (as a percent) | 33.33% |
Common Stock and Share-Based _4
Common Stock and Share-Based Compensation - Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at beginning of period (shares) | 631,234 |
Stock units issued (shares) | 855,483 |
Shares issued upon vesting of stock units (shares) | (215,925) |
Stock units canceled or forfeited (shares) | (289,822) |
Outstanding at end of period (shares) | 980,970 |
Weighted average grant date fair value (USD per share) | $ / shares | $ 11.44 |
Employees | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at beginning of period (shares) | 545,405 |
Stock units issued (shares) | 759,814 |
Shares issued upon vesting of stock units (shares) | (176,881) |
Stock units canceled or forfeited (shares) | (287,907) |
Outstanding at end of period (shares) | 840,431 |
Weighted average grant date fair value (USD per share) | $ / shares | $ 11.35 |
Director | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at beginning of period (shares) | 85,829 |
Stock units issued (shares) | 95,669 |
Shares issued upon vesting of stock units (shares) | (39,044) |
Stock units canceled or forfeited (shares) | (1,915) |
Outstanding at end of period (shares) | 140,539 |
Weighted average grant date fair value (USD per share) | $ / shares | $ 11.95 |
Common Stock and Share-Based _5
Common Stock and Share-Based Compensation - Stock Units Grants and Stock Units Expense (Details) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total intrinsic value of RSUs vested/distributed during the period | $ 2,496 | $ 7,960 | $ 8,920 |
Weighted-average grant date fair value of RSUs granted (USD per share) | $ 8.92 | $ 17.91 | $ 19.13 |
Tax benefit related to stock option expense | $ 972 | $ 2,071 | $ 1,694 |
Common Stock and Share-Based _6
Common Stock and Share-Based Compensation - Restricted Stock Activity (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
PSUs | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at beginning of period (shares) | shares | 121,807 |
Granted (shares) | shares | 295,191 |
Forfeited (shares) | shares | (39,430) |
Performance adjustment (shares) | shares | (85,795) |
Outstanding at end of period (shares) | shares | 291,773 |
Weighted-Average Grant Date Fair Value | |
Outstanding at beginning of period (USD per share) | $ / shares | $ 18.62 |
Granted (USD per share) | $ / shares | 8.80 |
Forfeited (USD per share) | $ / shares | 10.38 |
Performance adjustment (USD per share) | $ / shares | 18.13 |
Outstanding at end of period (USD per share) | $ / shares | $ 9.94 |
Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at beginning of period (shares) | shares | 52,769 |
Granted (shares) | shares | 102,485 |
Vested (shares) | shares | (67,728) |
Outstanding at end of period (shares) | shares | 87,526 |
Weighted-Average Grant Date Fair Value | |
Outstanding at beginning of period (USD per share) | $ / shares | $ 14.97 |
Granted (USD per share) | $ / shares | 6.99 |
Vested (USD per share) | $ / shares | 11.33 |
Outstanding at end of period (USD per share) | $ / shares | $ 8.44 |
Common Stock and Share-Based _7
Common Stock and Share-Based Compensation - Phantom Share Activity (Details) - Phantom Shares | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at beginning of period (shares) | shares | 1,322,580 |
Granted (shares) | shares | 1,718,732 |
Converted/paid (shares) | shares | (633,271) |
Forfeited (shares) | shares | (400,614) |
Outstanding at end of period (shares) | shares | 2,007,427 |
Weighted-Average Grant Date Fair Value | |
Outstanding at beginning of period (USD per share) | $ / shares | $ 18.26 |
Granted (USD per share) | $ / shares | 8.78 |
Converted/paid (USD per share) | $ / shares | 17.88 |
Forfeited (USD per share) | $ / shares | 12.79 |
Outstanding at end of period (USD per share) | $ / shares | $ 11.35 |
Common Stock and Share-Based _8
Common Stock and Share-Based Compensation - Stock Option Activity (Details) - Stock Options | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding and exercisable at beginning of period (shares) | 700,467 |
Forfeited and canceled (shares) | (314,929) |
Outstanding and exercisable at end of period (shares) | 385,538 |
Weighted Average Exercise Price | |
Options outstanding and exercisable at beginning of period (USD per share) | $ / shares | $ 17.21 |
Forfeited and canceled (USD per share) | $ / shares | 20.46 |
Options outstanding and exercisable at end of period (USD per share) | $ / shares | $ 14.55 |
Weighted Average Contractual Life (Years) | 1 year 15 days |
Aggregate Intrinsic Value | $ | $ 0 |
Remaining unvested stock options (shares) | 0 |
Common Stock and Share-Based _9
Common Stock and Share-Based Compensation - Options Outstanding and Exercisable (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
8.96 to 10.44 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding (shares) | shares | 88,451 |
Weighted-Average Exercise Price (USD per share) | $ 9.77 |
Weighted- Average Remaining Contractual Life (in years) | 2 years 8 months 9 days |
Exercise price range, lower limit (USD per share) | $ 8.96 |
Exercise price range, upper limit (USD per share) | $ 10.44 |
12.60 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding (shares) | shares | 67,287 |
Weighted-Average Exercise Price (USD per share) | $ 12.60 |
Weighted- Average Remaining Contractual Life (in years) | 1 year 1 month 13 days |
Exercise price range, lower limit (USD per share) | $ 12.60 |
13.30 to 15.70 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding (shares) | shares | 31,987 |
Weighted-Average Exercise Price (USD per share) | $ 14.46 |
Weighted- Average Remaining Contractual Life (in years) | 2 years |
Exercise price range, lower limit (USD per share) | $ 13.30 |
Exercise price range, upper limit (USD per share) | $ 15.70 |
17.36 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding (shares) | shares | 194,233 |
Weighted-Average Exercise Price (USD per share) | $ 17.36 |
Weighted- Average Remaining Contractual Life (in years) | 1 month 13 days |
Exercise price range, lower limit (USD per share) | $ 17.36 |
17.48 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding (shares) | shares | 3,580 |
Weighted-Average Exercise Price (USD per share) | $ 17.48 |
Weighted- Average Remaining Contractual Life (in years) | 2 months 1 day |
Exercise price range, lower limit (USD per share) | $ 17.48 |
Common Stock and Share-Based_10
Common Stock and Share-Based Compensation - Additional Information of Stock Option Activity (Details) - Stock Option - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of options exercised | $ 0 | $ 427 | $ 1,372 |
Fair value of shares vested | 0 | 0 | 0 |
Tax benefit related to stock option expense | $ 0 | $ 0 | $ 0 |
Common Stock and Share-Based_11
Common Stock and Share-Based Compensation - Share-Based Compensation Expense Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 7,895 | $ 11,021 | $ 29,830 |
Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 4,935 | 5,969 | 11,053 |
PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | (68) | (2,395) | 3,601 |
Phantom Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 3,028 | $ 7,447 | $ 15,176 |
Earnings (Loss) Per Share - Rec
Earnings (Loss) Per Share - Reconciliation of Numerators and Denominators Used in Computations of Both Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Basic earnings (loss) per share computation: | |||||||||||
Income (loss) from continuing operations | $ (263,301) | $ (26,648) | $ (42,016) | $ (265) | $ 49,507 | $ (9,973) | $ 17,647 | $ (9,759) | $ (332,230) | $ 47,422 | $ 120,617 |
Net loss attributable to non-controlling interest | 458 | 0 | 0 | ||||||||
Income (loss) from continuing operations attributable to Dean Foods Company | $ (331,772) | $ 47,422 | $ 120,617 | ||||||||
Average common shares - basic (shares) | 91,327,846 | 90,899,284 | 90,933,886 | ||||||||
Basic earnings (loss) per share from continuing operations (USD per share) | $ (3.63) | $ 0.52 | $ 1.33 | ||||||||
Diluted earnings (loss) per share computation: | |||||||||||
Income (loss) from continuing operations | $ (263,301) | $ (26,648) | $ (42,016) | $ (265) | $ 49,507 | $ (9,973) | $ 17,647 | $ (9,759) | $ (332,230) | $ 47,422 | $ 120,617 |
Net loss attributable to non-controlling interest | 458 | 0 | 0 | ||||||||
Income (loss) from continuing operations attributable to Dean Foods Company | $ (331,772) | $ 47,422 | $ 120,617 | ||||||||
Stock option conversion (shares) | 0 | 119,284 | 246,116 | ||||||||
RSUs and PSUs (shares) | 0 | 255,426 | 330,481 | ||||||||
Average common shares - diluted (shares) | 91,327,846 | 91,273,994 | 91,510,483 | ||||||||
Diluted earnings (loss) per share from continuing operations attributable to Dean Foods Company (USD per share) | $ (3.63) | $ 0.52 | $ 1.32 | ||||||||
Common Stock | |||||||||||
Diluted earnings (loss) per share computation: | |||||||||||
Anti-dilutive options excluded (shares) | 436,473 | 880,541 | 1,262,158 | ||||||||
Stock Units | |||||||||||
Diluted earnings (loss) per share computation: | |||||||||||
Anti-dilutive options excluded (shares) | 1,086,206 | 442,047 | 0 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Income (Loss) by Component, Net of Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Increase (Decrease) In Accumulated Other Comprehensive Income [Roll Forward] | ||
Stockholders' equity attributable to parent at beginning of period | $ 655,947 | |
Other comprehensive loss before reclassifications | (9,971) | $ 17,740 |
Amounts reclassified from accumulated other comprehensive loss | 6,621 | (6,517) |
Net current-period other comprehensive income (loss) | (3,350) | 11,223 |
Reclassification of stranded tax effects related to the Tax Act | (16,847) | |
Stockholders' equity attributable to parent at end of period | 302,960 | 655,947 |
AOCI Attributable to Parent | ||
Increase (Decrease) In Accumulated Other Comprehensive Income [Roll Forward] | ||
Stockholders' equity attributable to parent at beginning of period | (78,410) | (89,633) |
Stockholders' equity attributable to parent at end of period | (98,607) | (78,410) |
Pension and Other Postretirement Benefits Items | ||
Increase (Decrease) In Accumulated Other Comprehensive Income [Roll Forward] | ||
Stockholders' equity attributable to parent at beginning of period | (73,629) | (84,852) |
Other comprehensive loss before reclassifications | (9,971) | 17,740 |
Amounts reclassified from accumulated other comprehensive loss | 6,621 | (6,517) |
Net current-period other comprehensive income (loss) | (3,350) | 11,223 |
Reclassification of stranded tax effects related to the Tax Act | (16,847) | |
Stockholders' equity attributable to parent at end of period | (93,826) | (73,629) |
Foreign Currency Items | ||
Increase (Decrease) In Accumulated Other Comprehensive Income [Roll Forward] | ||
Stockholders' equity attributable to parent at beginning of period | (4,781) | (4,781) |
Other comprehensive loss before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 |
Net current-period other comprehensive income (loss) | 0 | 0 |
Reclassification of stranded tax effects related to the Tax Act | 0 | |
Stockholders' equity attributable to parent at end of period | $ (4,781) | $ (4,781) |
Employee Retirement and Profi_3
Employee Retirement and Profit Sharing Plans - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized prior service costs, before tax | $ 2,200 | $ 2,600 |
Unrecognized prior service costs, net of tax | 1,700 | 1,600 |
Unrecognized actuarial losses, before tax | 128,200 | 122,100 |
Unrecognized actuarial losses, net of tax | 96,300 | 74,400 |
Prior service costs expected to be recognized next fiscal year | 400 | |
Prior service costs expected to be recognized next fiscal year, net of tax | 300 | |
Actuarial losses expected to be recognized next fiscal year | 9,800 | |
Actuarial losses expected to be recognized next fiscal year, net of tax | 7,200 | |
Noncurrent defined benefit pension plan liability | 14,100 | |
Current accrued pension liability | 800 | |
Accumulated benefit obligation for all defined benefit plans | $ 311,700 | 346,000 |
Frozen defined benefit plan obligations (as a percent) | 90.00% | |
Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan participants' contributions allowed (as a percent) | 1.00% | |
Plans in green zone (more than) (as a percent) | 80.00% | |
Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan participants' contributions allowed (as a percent) | 50.00% | |
Plans in red zone (less than) (as a percent) | 65.00% | |
Plans in yellow zone (less than) (as a percent) | 80.00% | |
De-risking strategy in 2014 | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targets investment in equity securities, fixed income, cash equivalents and other investments (as a percent) | 29.00% | |
De-risking strategy in 2014 | Fixed Income Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targets investment in equity securities, fixed income, cash equivalents and other investments (as a percent) | 70.00% | |
De-risking strategy in 2014 | Other Investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targets investment in equity securities, fixed income, cash equivalents and other investments (as a percent) | 1.00% | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Funded status at end of year | $ (14,890) | $ (5,024) |
Employee Retirement and Profi_4
Employee Retirement and Profit Sharing Plans - Retirement and Profit Sharing Plan Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |||
Defined benefit plans | $ 5,547 | $ 6,717 | $ 6,805 |
Defined contribution plans | 18,968 | 19,562 | 19,078 |
Multiemployer pension and certain union plans | 27,181 | 29,231 | 30,073 |
Total | $ 51,696 | $ 55,510 | $ 55,956 |
Employee Retirement and Profi_5
Employee Retirement and Profit Sharing Plans - Reconciliation of Projected Benefit Obligation and Fair Value of Plans Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | $ 344,760 | ||
Fair value of plan assets at end of year | 299,208 | $ 344,760 | |
Pension Plan | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of year | 349,784 | 338,733 | |
Service cost | 2,928 | 3,007 | $ 3,173 |
Interest cost | 11,311 | 11,709 | |
Plan amendments | 0 | 1,233 | |
Actuarial (gain) loss | (26,820) | 19,921 | |
Benefits paid | (23,105) | (24,819) | |
Benefit obligation at end of year | 314,098 | 349,784 | 338,733 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 344,760 | 282,183 | |
Actual return (loss) on plan assets | (23,276) | 48,038 | |
Employer contributions | 829 | 39,358 | |
Benefits paid | (23,105) | (24,819) | |
Fair value of plan assets at end of year | 299,208 | 344,760 | $ 282,183 |
Funded status at end of year | $ (14,890) | $ (5,024) |
Employee Retirement and Profi_6
Employee Retirement and Profit Sharing Plans - Assumptions used to Determine Benefit Obligations (Details) - Pension Plan | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Weighted average discount rate (as a percent) | 4.38% | 3.69% |
Rate of compensation increase (as a percent) | 3.70% | 3.70% |
Employee Retirement and Profi_7
Employee Retirement and Profit Sharing Plans - Assumptions used to Determine Net Periodic Benefit Cost (Details) - Pension Plan | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Effective discount rate for benefit obligations (as a percent) | 3.69% | 4.29% | 4.53% |
Effective rate for interest on benefit obligations (as a percent) | 3.32% | 3.56% | 3.76% |
Effective discount rate for service cost (as a percent) | 3.79% | 4.51% | 4.67% |
Effective rate for interest on service cost (as a percent) | 3.51% | 3.91% | 4.14% |
Expected return on assets (as a percent) | 5.25% | 6.25% | 6.75% |
Rate of compensation increase (as a percent) | 3.70% | 3.70% | 4.00% |
Employee Retirement and Profi_8
Employee Retirement and Profit Sharing Plans - Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Amortizations: | |||
Net periodic benefit cost | $ 5,547 | $ 6,717 | $ 6,805 |
Pension Plan | |||
Components of net periodic benefit cost: | |||
Service cost | 2,928 | 3,007 | 3,173 |
Interest cost | 11,311 | 11,709 | 12,171 |
Expected return on plan assets | (17,644) | (19,030) | (18,531) |
Amortizations: | |||
Prior service cost | 431 | 706 | 857 |
Unrecognized net (gain) loss | 8,521 | 10,325 | 8,822 |
Effect of settlement | 0 | 0 | 313 |
Net periodic benefit cost | $ 5,547 | $ 6,717 | $ 6,805 |
Employee Retirement and Profi_9
Employee Retirement and Profit Sharing Plans - Pension Plans with Accumulated Benefit Obligation in Excess of Plan Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Retirement Benefits [Abstract] | ||
Projected benefit obligation | $ 314.1 | $ 349.8 |
Accumulated benefit obligation | 311.7 | 346 |
Fair value of plan assets | $ 299.2 | $ 344.8 |
Employee Retirement and Prof_10
Employee Retirement and Profit Sharing Plans - Estimated Pension Plan (Details) - Pension Plan $ in Millions | Dec. 31, 2018USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
2,019 | $ 18 |
2,020 | 18.3 |
2,021 | 19 |
2,022 | 19.8 |
2,023 | 20.1 |
Next five years | $ 103.1 |
Employee Retirement and Prof_11
Employee Retirement and Profit Sharing Plans - Fair Values by Category of Inputs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | $ 299,208 | $ 344,760 | |
U.S. large-cap stocks (as a percent) | 90.00% | ||
International stocks (as a percent) | 10.00% | ||
Equity Securities, Common Stock | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | $ 299 | 364 | |
Equity Securities Index Funds U S Equities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 84,693 | 98,759 | |
Equity Securities Index Funds Equity Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 5,924 | 7,675 | |
Equity Securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 90,916 | 106,798 | |
Fixed Income, Bond Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 203,640 | 233,628 | |
Fixed Income Diversified Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 2,712 | 2,700 | |
Fixed Income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 206,352 | 236,328 | |
Short-term Investment Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 1,940 | 1,634 | |
Cash Equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 1,940 | 1,634 | |
Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 299 | 364 | |
Level 1 | Equity Securities, Common Stock | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 299 | 364 | |
Level 1 | Equity Securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 299 | 364 | |
Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 296,197 | 341,696 | |
Level 2 | Equity Securities Index Funds U S Equities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 84,693 | 98,759 | |
Level 2 | Equity Securities Index Funds Equity Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 5,924 | 7,675 | |
Level 2 | Equity Securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 90,617 | 106,434 | |
Level 2 | Fixed Income, Bond Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 203,640 | 233,628 | |
Level 2 | Fixed Income Diversified Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 0 | ||
Level 2 | Fixed Income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 203,640 | 233,628 | |
Level 2 | Short-term Investment Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 1,940 | 1,634 | |
Level 2 | Cash Equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 1,940 | 1,634 | |
Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 2,712 | 2,700 | $ 4,093 |
Level 3 | Fixed Income Diversified Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | 2,712 | 2,700 | $ 3,930 |
Level 3 | Fixed Income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets at end of year | $ 2,712 | $ 2,700 |
Employee Retirement and Prof_12
Employee Retirement and Profit Sharing Plans - Reconciliation of Change in Fair Value Measurement of Defined Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Change in plan assets: | ||
Fair value of plan assets at beginning of year | $ 344,760 | |
Fair value of plan assets at end of year | 299,208 | $ 344,760 |
Diversified Funds | ||
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 2,700 | |
Fair value of plan assets at end of year | 2,712 | 2,700 |
Level 3 | ||
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 2,700 | 4,093 |
Relating to instruments still held at reporting date | 76 | 97 |
Relating to instruments sold during the period | (1) | |
Purchases, sales and settlements (net) | (1,360) | (1,849) |
Transfers in and/or out of Level 3 | 1,296 | 360 |
Fair value of plan assets at end of year | 2,712 | 2,700 |
Level 3 | Diversified Funds | ||
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 2,700 | 3,930 |
Relating to instruments still held at reporting date | 76 | 97 |
Relating to instruments sold during the period | 0 | |
Purchases, sales and settlements (net) | (1,360) | (1,849) |
Transfers in and/or out of Level 3 | 1,296 | 522 |
Fair value of plan assets at end of year | 2,712 | 2,700 |
Level 3 | Partnerships/ Joint Ventures | ||
Change in plan assets: | ||
Fair value of plan assets at beginning of year | 0 | 163 |
Relating to instruments still held at reporting date | 0 | 0 |
Relating to instruments sold during the period | (1) | |
Purchases, sales and settlements (net) | 0 | 0 |
Transfers in and/or out of Level 3 | 0 | (162) |
Fair value of plan assets at end of year | $ 0 | $ 0 |
Employee Retirement and Prof_13
Employee Retirement and Profit Sharing Plans - Information Regarding Participation in Multiemployer Pension Plans (Details) - Agreement | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Western Conference of Teamsters Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employer Identification Number | 916,145,047 | |
Pension Plan Number | 1 | |
PPA Zone Status | Green | Green |
FIP / RP Status Pending/ Implemented | NA | |
Extended Amortization Provisions | No | |
Expiration Date of Associated Collective Bargaining Agreement(s), First | Jan. 1, 2018 | |
Expiration Date of Associated Collective Bargaining Agreement(s), Last | Aug. 31, 2020 | |
Collective bargaining agreements | 13 | |
Percentage of agreements representing total employee participants (as a percent) | 29.00% | |
Central States Southeast And Southwest Areas Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employer Identification Number | 366,044,243 | |
Pension Plan Number | 1 | |
PPA Zone Status | Red | Red |
FIP / RP Status Pending/ Implemented | Implemented | |
Extended Amortization Provisions | No | |
Expiration Date of Associated Collective Bargaining Agreement(s), First | Feb. 18, 2018 | |
Expiration Date of Associated Collective Bargaining Agreement(s), Last | Aug. 31, 2020 | |
Collective bargaining agreements | 19 | |
Retail Wholesale Department Store International Union And Industry Pension Fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employer Identification Number | 630,708,442 | |
Pension Plan Number | 1 | |
PPA Zone Status | Red | Green |
FIP / RP Status Pending/ Implemented | Implemented | |
Extended Amortization Provisions | Yes | |
Expiration Date of Associated Collective Bargaining Agreement(s), First | Jun. 7, 2018 | |
Expiration Date of Associated Collective Bargaining Agreement(s), Last | Oct. 3, 2020 | |
Collective bargaining agreements | 8 | |
Dairy Industry Union Pension Plan For Philadelphia Vicinity | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employer Identification Number | 236,283,288 | |
Pension Plan Number | 1 | |
PPA Zone Status | Red | Yellow |
FIP / RP Status Pending/ Implemented | Implemented | |
Extended Amortization Provisions | Yes | |
Expiration Date of Associated Collective Bargaining Agreement(s), First | Mar. 31, 2018 | |
Expiration Date of Associated Collective Bargaining Agreement(s), Last | Oct. 31, 2020 | |
Collective bargaining agreements | 5 | |
Agreements Expiring in 2018 | Central States Southeast And Southwest Areas Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 40.00% | |
Agreements Expiring in 2018 | Retail Wholesale Department Store International Union And Industry Pension Fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 2.00% | |
Agreements Expiring in 2019 | Central States Southeast And Southwest Areas Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 34.00% | |
Agreements Expiring in 2019 | Retail Wholesale Department Store International Union And Industry Pension Fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 44.00% | |
Agreements Expiring in 2020 | Central States Southeast And Southwest Areas Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 26.00% | |
Agreements Expiring in 2020 | Retail Wholesale Department Store International Union And Industry Pension Fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 54.00% | |
Maximum | Dairy Industry Union Pension Plan For Philadelphia Vicinity | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of agreements representing total employee participants (as a percent) | 62.00% |
Employee Retirement and Prof_14
Employee Retirement and Profit Sharing Plans - Information Regarding Contribution in Multiemployer Pension Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | $ 27,181 | $ 29,231 | $ 30,073 |
Dean Foods Company | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | 27,200 | 29,200 | 30,100 |
Dean Foods Company | Western Conference of Teamsters Pension Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | $ 14,000 | 13,200 | 13,800 |
Surcharge Imposed | No | ||
Dean Foods Company | Central States Southeast And Southwest Areas Pension Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | $ 9,500 | 9,500 | 8,600 |
Surcharge Imposed | No | ||
Dean Foods Company | Retail Wholesale Department Store International Union And Industry Pension Fund | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | $ 1,300 | 1,300 | 1,800 |
Surcharge Imposed | No | ||
Dean Foods Company | Dairy Industry Union Pension Plan For Philadelphia Vicinity | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | $ 2,100 | 2,100 | 1,900 |
Surcharge Imposed | No | ||
Dean Foods Company | All Other Multiemployer Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total contribution | $ 300 | $ 3,100 | $ 4,000 |
Postretirement Benefits Other_3
Postretirement Benefits Other Than Pensions - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized prior service costs, before tax | $ 2,200 | $ 2,600 |
Unrecognized prior service costs, net of tax | 1,700 | 1,600 |
Unrecognized actuarial gains (losses), before tax | (128,200) | (122,100) |
Unrecognized actuarial gains (losses), net of tax | (96,300) | (74,400) |
Prior service costs expected to be recognized next fiscal year | 400 | |
Prior service costs expected to be recognized next fiscal year, net of tax | 300 | |
Actuarial losses expected to be recognized next fiscal year | (9,800) | |
Actuarial losses expected to be recognized next fiscal year, net of tax | (7,200) | |
Accrued postretirement liability, current | 2,400 | |
Employer expected contribution | 2,400 | |
Postretirement Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized prior service costs, before tax | 300 | 400 |
Unrecognized prior service costs, net of tax | 200 | 300 |
Unrecognized actuarial gains (losses), before tax | 6,100 | 4,600 |
Unrecognized actuarial gains (losses), net of tax | 4,600 | 3,400 |
Prior service costs expected to be recognized next fiscal year | 100 | |
Prior service costs expected to be recognized next fiscal year, net of tax | 100 | |
Actuarial losses expected to be recognized next fiscal year | 600 | |
Actuarial losses expected to be recognized next fiscal year, net of tax | 500 | |
Unfunded portion of the liability | $ 29,914 | $ 31,866 |
Postretirement Benefits Other_4
Postretirement Benefits Other Than Pensions - Funded Status of Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets at end of year | $ 299,208 | $ 344,760 |
Postretirement Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Benefit obligation at beginning of year | 31,866 | 30,122 |
Service cost | 679 | 586 |
Interest cost | 941 | 960 |
Employee contributions | 316 | 256 |
Actuarial (gain) loss | (1,959) | 1,622 |
Benefits paid | (1,929) | (1,680) |
Benefit obligation at end of year | 29,914 | 31,866 |
Fair value of plan assets at end of year | 0 | 0 |
Funded status | $ (29,914) | $ (31,866) |
Postretirement Benefits Other_5
Postretirement Benefits Other Than Pensions - Assumptions used to Determine Benefit Obligations (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Benefit Obligation | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Healthcare cost trend rate assumed for next year (as a percent) | 6.43% | 6.72% | |
Assumed decline in cost trend rate (as a percent) | 4.50% | 4.50% | |
Year of ultimate rate achievement | 2,038 | 2,038 | |
Weighted average discount rate (as a percent) | 4.26% | 3.53% | |
Net Periodic Benefit Cost | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Healthcare cost trend rate assumed for next year (as a percent) | 6.72% | 7.00% | 7.27% |
Assumed decline in cost trend rate (as a percent) | 4.50% | 4.50% | 4.50% |
Year of ultimate rate achievement | 2,038 | 2,038 | 2,038 |
Weighted average discount rate (as a percent) | 3.53% | 3.97% | 4.27% |
Effective rate for interest on benefit obligations (as a percent) | 3.16% | 3.32% | 3.52% |
Effective discount rate for service cost (as a percent) | 3.77% | 4.44% | 4.68% |
Effective rate for interest on service cost (as a percent) | 3.59% | 4.08% | 4.37% |
Postretirement Benefits Other_6
Postretirement Benefits Other Than Pensions - Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Net periodic benefit cost | $ 5,547 | $ 6,717 | $ 6,805 |
Postretirement Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service and interest cost | 1,620 | 1,545 | 1,725 |
Prior service cost | 92 | 92 | 92 |
Unrecognized net (gain) loss | (472) | (457) | (245) |
Net periodic benefit cost | $ 1,240 | $ 1,180 | $ 1,572 |
Postretirement Benefits Other_7
Postretirement Benefits Other Than Pensions - Effects of One Percent Change in Assumed Health Care Cost Trend Rates (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Retirement Benefits [Abstract] | |
Effect on total of service and interest cost components, 1-Percentage-Point Increase | $ 220 |
Effect on total of service and interest cost components, 1-Percentage-Point Decrease | (181) |
Effect on postretirement obligation, 1-Percentage-Point Increase | 1,956 |
Effect on postretirement obligation, 1-Percentage-Point Decrease | $ (3,358) |
Postretirement Benefits Other_8
Postretirement Benefits Other Than Pensions - Estimated Post retirement Health Care Plan Benefit Payments (Details) - Postretirement Benefits $ in Millions | Dec. 31, 2018USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
2,019 | $ 2.4 |
2,020 | 2.4 |
2,021 | 2.3 |
2,022 | 2.3 |
2,023 | 2.2 |
Next five years | $ 10.9 |
Asset Impairment Charges and _3
Asset Impairment Charges and Facility Closing and Reorganization Costs - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Closure of facilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Impairments of plant, property and equipment | $ 13.7 | $ 27.8 |
Organization effectiveness | ||
Restructuring Cost and Reserve [Line Items] | ||
Impairments of plant, property and equipment | $ 2.9 |
Asset Impairment Charges and _4
Asset Impairment Charges and Facility Closing and Reorganization Costs - Approved Plans and Related Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Facility closing and reorganization costs, net | $ 74,992 | $ 24,913 | $ 8,719 |
Closure of facilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Closure of facilities | 60,460 | 12,703 | 8,719 |
Charges incurred to date | 111,900 | ||
Expected costs | 7,600 | ||
Organization effectiveness | |||
Restructuring Cost and Reserve [Line Items] | |||
Other restructuring costs | (331) | 12,210 | 0 |
Enterprise-wide cost productivity plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Other restructuring costs | $ 14,863 | $ 0 | $ 0 |
Asset Impairment Charges and _5
Asset Impairment Charges and Facility Closing and Reorganization Costs - Facility Closing and Reorganization Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Reserve [Roll Forward] | |||
Charges and Adjustments | $ (74,992) | $ (24,913) | $ (8,719) |
Cash charges | |||
Restructuring Reserve [Roll Forward] | |||
Accrued charges at beginning of period | 8,469 | 7,542 | |
Charges and Adjustments | (35,417) | (19,164) | |
Payments | (29,305) | (18,237) | |
Accrued Charges at end of period | 14,581 | 8,469 | 7,542 |
Cash charges | Workforce reduction costs | |||
Restructuring Reserve [Roll Forward] | |||
Accrued charges at beginning of period | 5,863 | 3,610 | |
Charges and Adjustments | (27,460) | (14,033) | |
Payments | (20,110) | (11,780) | |
Accrued Charges at end of period | 13,213 | 5,863 | 3,610 |
Cash charges | Shutdown costs | |||
Restructuring Reserve [Roll Forward] | |||
Accrued charges at beginning of period | 0 | 0 | |
Charges and Adjustments | (7,349) | (3,792) | |
Payments | (7,349) | (3,792) | |
Accrued Charges at end of period | 0 | 0 | 0 |
Cash charges | Lease obligations after shutdown | |||
Restructuring Reserve [Roll Forward] | |||
Accrued charges at beginning of period | 2,606 | 3,932 | |
Charges and Adjustments | (143) | (1,021) | |
Payments | (1,381) | (2,347) | |
Accrued Charges at end of period | 1,368 | 2,606 | 3,932 |
Cash charges | Other | |||
Restructuring Reserve [Roll Forward] | |||
Accrued charges at beginning of period | 0 | 0 | |
Charges and Adjustments | (465) | (318) | |
Payments | (465) | (318) | |
Accrued Charges at end of period | 0 | 0 | $ 0 |
Other charges (gains) | |||
Restructuring Reserve [Roll Forward] | |||
Charges and Adjustments | (39,575) | (5,749) | |
Other charges (gains) | Write-down of assets | |||
Restructuring Reserve [Roll Forward] | |||
Charges and Adjustments | (45,450) | (5,602) | |
Other charges (gains) | (Gain) loss on sale of related assets | |||
Restructuring Reserve [Roll Forward] | |||
Charges and Adjustments | (6,062) | 138 | |
Other charges (gains) | Other | |||
Restructuring Reserve [Roll Forward] | |||
Charges and Adjustments | $ (187) | $ (9) |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Summary (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |||
Cash paid for interest and financing charges, net of capitalized interest | $ 54,178 | $ 60,403 | $ 60,580 |
Net cash paid (received) for taxes | (335) | (3,063) | 50,630 |
Non-cash additions to property, plant and equipment, including capital leases | $ 17,088 | $ 8,879 | $ 4,748 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 21, 2001 | |
Commitments and Contingencies [Line Items] | ||||
Accrued liabilities related to retained risks | $ 142,000,000 | $ 152,600,000 | ||
Rent expenses | $ 143,300,000 | $ 135,400,000 | $ 127,300,000 | |
Minimum | ||||
Commitments and Contingencies [Line Items] | ||||
Lease term | 1 year | |||
Maximum | ||||
Commitments and Contingencies [Line Items] | ||||
Lease term | 20 years | |||
Contingent Promissory Note | ||||
Commitments and Contingencies [Line Items] | ||||
Principal amount of contingent promissory note | $ 40,000,000 | |||
Promissory note term | 20 years | |||
Contingent promissory note, maximum amount including interest | $ 96,000,000 | |||
DFA | ||||
Commitments and Contingencies [Line Items] | ||||
Acquired interest (as a percent) | 33.80% |
Commitments and Contingencies_2
Commitments and Contingencies - Capital Leased Assets (Details) - Machinery and Equipment - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Capital Leased Assets [Line Items] | ||
Machinery and equipment | $ 5,481 | $ 5,619 |
Less accumulated depreciation | (4,045) | (2,948) |
Net book value of assets under capital leases | $ 1,436 | $ 2,671 |
Commitments and Contingencies_3
Commitments and Contingencies - Future Minimum Payments under Non-Cancelable Operating Leases and Capital Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Capital Leases | |
2,019 | $ 1,271 |
2,020 | 398 |
2,021 | 0 |
2,022 | 0 |
2,023 | 0 |
Thereafter | 0 |
Total minimum lease payments | 1,669 |
Less amount representing interest | (51) |
Present value of capital lease obligations | 1,618 |
Operating Leases | |
2,019 | 118,827 |
2,020 | 90,615 |
2,021 | 64,501 |
2,022 | 45,049 |
2,023 | 32,771 |
Thereafter | 50,998 |
Total minimum lease payments | $ 402,761 |
Segment, Geographic and Custo_3
Segment, Geographic and Customer Information - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2018SegmentFacility | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Number of manufacturing facilities | Facility | 58 | ||
Number of reportable segments | Segment | 1 | ||
Sales | Largest Customer | |||
Segment Reporting Information [Line Items] | |||
Consolidated net sales (as a percent) | 15.30% | 17.50% | 16.70% |
Sales | Foreign Operations | |||
Segment Reporting Information [Line Items] | |||
Consolidated net sales (as a percent) | 1.00% | 1.00% | 1.00% |
Segment, Geographic and Custo_4
Segment, Geographic and Customer Information - Segment Profit or Loss Other Than Depreciation and Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating income (loss): | |||
Facility closing and reorganization costs, net | $ (74,992) | $ (24,913) | $ (8,719) |
Impairment of goodwill and long-lived assets | (204,414) | (30,668) | 0 |
Other operating income | 2,289 | 0 | 0 |
Equity in earnings (loss) of unconsolidated affiliate | 7,939 | 0 | 0 |
Operating income (loss) | (315,193) | 87,566 | 268,231 |
Other (income) expense: | |||
Interest expense | 56,443 | 64,961 | 66,795 |
Other (income) expense, net | 2,877 | 1,362 | (1,215) |
Income (loss) before income taxes | (374,513) | 21,243 | 202,651 |
Operating Segments | |||
Operating income (loss): | |||
Operating income (loss) | $ (46,015) | $ 143,147 | $ 276,950 |
Quarterly Results of Operatio_3
Quarterly Results of Operations (unaudited) - Summary (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2011 | |
Income Statement [Abstract] | ||||||||||||
Net sales | $ 1,929,480 | $ 1,894,066 | $ 1,951,230 | $ 1,980,507 | $ 1,934,997 | $ 1,937,620 | $ 1,926,722 | $ 1,995,686 | $ 7,755,283 | $ 7,795,025 | $ 7,710,226 | |
Gross profit | 383,394 | 390,597 | 432,784 | 448,503 | 446,530 | 441,838 | 467,480 | 462,219 | 1,655,278 | 1,818,067 | 1,988,114 | |
Income (loss) from continuing operations | (263,301) | (26,648) | (42,016) | (265) | 49,507 | (9,973) | 17,647 | (9,759) | (332,230) | 47,422 | 120,617 | |
Net income (loss) | (260,351) | (26,648) | (40,094) | (265) | $ 52,318 | $ 1,382 | $ 17,647 | $ (9,759) | (327,358) | 61,588 | 119,929 | |
Net loss attributable to Dean Foods Company | $ (260,117) | $ (26,424) | $ (40,094) | $ (265) | $ (326,900) | $ 61,588 | $ 119,929 | |||||
Earnings (loss) per common share from continuing operations: | ||||||||||||
Basic (USD per share) | $ (2.88) | $ (0.29) | $ (0.46) | $ 0 | $ 0.54 | $ (0.11) | $ 0.19 | $ (0.11) | $ (3.58) | $ 0.68 | $ 1.32 | |
Diluted (USD per share) | $ (2.88) | $ (0.29) | $ (0.46) | $ 0 | $ 0.54 | $ (0.11) | $ 0.19 | $ (0.11) | $ (3.58) | $ 0.67 | $ 1.31 | |
Facility closing and reorganization costs, net of tax | $ 1,200 | $ (2,000) | $ 51,200 | $ 6,400 | $ 1,200 | $ 4,800 | $ 3,600 | $ 5,700 | ||||
Goodwill impairment loss | 190,700 | $ 190,714 | $ 2,080,000 | |||||||||
Income tax benefit related to the Tax Cuts and Jobs Act | (43,700) | |||||||||||
Income (loss) from discontinued operations, net of tax | $ 11,400 | $ 0 | $ 11,291 | $ (312) | ||||||||
WhiteWave Foods | ||||||||||||
Earnings (loss) per common share from continuing operations: | ||||||||||||
Impairments of plant, property and equipment | $ 11,500 | $ 2,200 | $ 5,700 | $ 25,000 |
Schedule II Valuation and Qua_2
Schedule II Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 5,583 | $ 5,118 | $ 13,960 |
Charged to (Reduction in) Costs and Expenses | 1,518 | 3,610 | (1,515) |
Other | 290 | 1,099 | 386 |
Deductions | (1,397) | (4,244) | (7,713) |
Balance at End of Period | 5,994 | 5,583 | 5,118 |
Deferred tax asset valuation allowances | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 21,755 | 12,048 | 10,968 |
Charged to (Reduction in) Costs and Expenses | 17,419 | 9,707 | 1,080 |
Other | 1,792 | 0 | 0 |
Deductions | 0 | 0 | 0 |
Balance at End of Period | $ 40,966 | $ 21,755 | $ 12,048 |