TREEHOUSE FOODS, INC., 10-Q filed on 11/7/2022
Quarterly Report
v3.22.2.2
Cover Page - shares
9 Months Ended
Sep. 30, 2022
Oct. 31, 2022
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2022  
Document Transition Report false  
Entity File Number 001-32504  
Entity Registrant Name TreeHouse Foods, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 20-2311383  
Entity Address, Address Line One 2021 Spring Road,  
Entity Address, Address Line Two Suite 600  
Entity Address, City or Town Oak Brook  
Entity Address, State or Province IL  
Entity Address, Postal Zip Code 60523  
City Area Code 708  
Local Phone Number 483-1300  
Title of 12(b) Security Common Stock, $0.01 par value  
Trading Symbol THS  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   56,082,442
Amendment Flag false  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0001320695  
Current Fiscal Year End Date --12-31  
v3.22.2.2
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 74.7 $ 304.5
Receivables, net 155.1 151.3
Inventories 648.9 461.6
Prepaid expenses and other current assets 64.6 57.0
Assets of discontinued operations 1,251.7 1,208.1
Total current assets 2,195.0 2,182.5
Property, plant, and equipment, net 655.8 700.1
Operating lease right-of-use assets 182.9 138.1
Goodwill 1,817.0 1,821.9
Intangible assets, net 305.4 336.6
Other assets, net 32.0 28.6
Total assets 5,188.1 5,207.8
Current liabilities:    
Accounts payable 721.9 625.9
Accrued expenses 186.5 233.9
Current portion of long-term debt 11.3 15.4
Liabilities of discontinued operations 339.4 282.5
Total current liabilities 1,259.1 1,157.7
Long-term debt 1,879.4 1,890.0
Operating lease liabilities 158.6 119.0
Deferred income taxes 106.9 105.1
Other long-term liabilities 69.1 90.6
Total liabilities 3,473.1 3,362.4
Commitments and contingencies (Note 18)
Stockholders' equity:    
Preferred stock, par value $0.01 per share, 10.0 shares authorized, none issued 0.0 0.0
Common stock, par value $0.01 per share, 90.0 shares authorized, 56.1 and 55.8 shares outstanding as of September 30, 2022 and December 31, 2021, respectively 0.6 0.6
Treasury stock (133.3) (133.3)
Additional paid-in capital 2,200.5 2,187.4
Accumulated deficit (278.6) (155.7)
Accumulated other comprehensive loss (74.2) (53.6)
Total stockholders' equity 1,715.0 1,845.4
Total liabilities and stockholders' equity $ 5,188.1 $ 5,207.8
v3.22.2.2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Sep. 30, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Preferred stock, par value (in usd per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 10,000,000.0 10,000,000.0
Preferred stock, shares issued (in shares) 0 0
Common stock, par value (in usd per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 90,000,000.0 90,000,000.0
Common stock, shares outstanding (in shares) 56,100,000 55,800,000
v3.22.2.2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Income Statement [Abstract]        
Net sales $ 875.0 $ 751.7 $ 2,457.8 $ 2,129.6
Cost of sales 745.7 625.8 2,118.8 1,784.8
Gross profit 129.3 125.9 339.0 344.8
Operating expenses:        
Selling and distribution 52.0 50.1 167.9 143.8
General and administrative 51.5 38.1 160.5 142.0
Amortization expense 11.9 11.8 35.7 35.4
Other operating expense, net 23.4 16.9 66.4 57.8
Total operating expenses 138.8 116.9 430.5 379.0
Operating (loss) income (9.5) 9.0 (91.5) (34.2)
Other expense (income):        
Interest expense 17.5 16.5 51.2 55.5
Loss on extinguishment of debt 0.0 0.0 0.0 14.4
Loss (gain) on foreign currency exchange 3.0 0.6 3.0 (0.3)
Other income, net (16.9) (3.6) (84.7) (38.7)
Total other expense (income) 3.6 13.5 (30.5) 30.9
Loss before income taxes (13.1) (4.5) (61.0) (65.1)
Income tax expense (benefit) 2.0 (0.4) (4.8) (15.0)
Net loss from continuing operations (15.1) (4.1) (56.2) (50.1)
Net (loss) income from discontinued operations (75.4) 10.8 (66.7) 66.7
Net (loss) income $ (90.5) $ 6.7 $ (122.9) $ 16.6
Earnings (loss) per common share - basic:        
Continuing operations (in usd per share) $ (0.27) $ (0.07) $ (1.00) $ (0.90)
Discontinued operations (in usd per share) (1.34) 0.19 (1.19) 1.19
Earnings (loss) per share basic (in usd per share) [1] (1.61) 0.12 (2.19) 0.30
Earnings (loss) per common share - diluted:        
Continuing operations (in usd per share) (0.27) (0.07) (1.00) (0.90)
Discontinued operations (in usd per share) (1.34) 0.19 (1.19) 1.19
Earnings (loss) per share diluted (in usd per share) [1] $ (1.61) $ 0.12 $ (2.19) $ 0.30
Weighted average common shares:        
Basic (in shares) 56.1 55.8 56.0 55.9
Diluted (in shares) 56.1 55.8 56.0 55.9
[1] The sum of the individual per share amounts may not add due to rounding.
v3.22.2.2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Statement of Comprehensive Income [Abstract]        
Net (loss) income $ (90.5) $ 6.7 $ (122.9) $ 16.6
Other comprehensive (loss) income:        
Foreign currency translation adjustments (14.5) (9.2) (20.8) (2.5)
Pension and postretirement reclassification adjustment 0.1 0.2 0.2 0.5
Other comprehensive loss (14.4) (9.0) (20.6) (2.0)
Comprehensive (loss) income $ (104.9) $ (2.3) $ (143.5) $ 14.6
v3.22.2.2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
shares in Millions, $ in Millions
Total
Common Stock
Additional Paid-in Capital
Accumulated Deficit
Treasury Stock
Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2020   58.3        
Treasury stock, beginning balance (in shares) at Dec. 31, 2020         (2.4)  
Beginning balance at Dec. 31, 2020 $ 1,865.0 $ 0.6 $ 2,179.9 $ (143.2) $ (108.3) $ (64.0)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 1.5     1.5    
Other comprehensive income (loss) 1.0         1.0
Issuance of stock awards (in shares)   0.3        
Issuance of stock awards (7.9)   (7.9)      
Stock-based compensation 4.9   4.9      
Ending balance (in shares) at Mar. 31, 2021   58.6        
Treasury stock, ending balance (in shares) at Mar. 31, 2021         (2.4)  
Ending balance at Mar. 31, 2021 1,864.5 $ 0.6 2,176.9 (141.7) $ (108.3) (63.0)
Beginning balance (in shares) at Dec. 31, 2020   58.3        
Treasury stock, beginning balance (in shares) at Dec. 31, 2020         (2.4)  
Beginning balance at Dec. 31, 2020 1,865.0 $ 0.6 2,179.9 (143.2) $ (108.3) (64.0)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 16.6          
Other comprehensive income (loss) (2.0)          
Ending balance (in shares) at Sep. 30, 2021   58.7        
Treasury stock, ending balance (in shares) at Sep. 30, 2021         (2.9)  
Ending balance at Sep. 30, 2021 1,857.8 $ 0.6 2,183.1 (126.6) $ (133.3) (66.0)
Beginning balance (in shares) at Mar. 31, 2021   58.6        
Treasury stock, beginning balance (in shares) at Mar. 31, 2021         (2.4)  
Beginning balance at Mar. 31, 2021 1,864.5 $ 0.6 2,176.9 (141.7) $ (108.3) (63.0)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 8.4     8.4    
Other comprehensive income (loss) 6.0         6.0
Treasury stock repurchases (in shares)         (0.5)  
Treasury stock repurchases (25.0)       $ (25.0)  
Issuance of stock awards (0.1)   (0.1)      
Stock-based compensation 4.7   4.7      
Ending balance (in shares) at Jun. 30, 2021   58.6        
Treasury stock, ending balance (in shares) at Jun. 30, 2021         (2.9)  
Ending balance at Jun. 30, 2021 1,858.5 $ 0.6 2,181.5 (133.3) $ (133.3) (57.0)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 6.7     6.7    
Other comprehensive income (loss) (9.0)         (9.0)
Issuance of stock awards (in shares)   0.1        
Issuance of stock awards (0.1)   (0.1)      
Stock-based compensation 1.7   1.7      
Ending balance (in shares) at Sep. 30, 2021   58.7        
Treasury stock, ending balance (in shares) at Sep. 30, 2021         (2.9)  
Ending balance at Sep. 30, 2021 $ 1,857.8 $ 0.6 2,183.1 (126.6) $ (133.3) (66.0)
Beginning balance (in shares) at Dec. 31, 2021 55.8 58.7        
Treasury stock, beginning balance (in shares) at Dec. 31, 2021         (2.9)  
Beginning balance at Dec. 31, 2021 $ 1,845.4 $ 0.6 2,187.4 (155.7) $ (133.3) (53.6)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income (3.0)     (3.0)    
Other comprehensive income (loss) 4.4         4.4
Issuance of stock awards (in shares)   0.2        
Issuance of stock awards (3.3)   (3.3)      
Stock-based compensation 4.3   4.3      
Ending balance (in shares) at Mar. 31, 2022   58.9        
Treasury stock, ending balance (in shares) at Mar. 31, 2022         (2.9)  
Ending balance at Mar. 31, 2022 $ 1,847.8 $ 0.6 2,188.4 (158.7) $ (133.3) (49.2)
Beginning balance (in shares) at Dec. 31, 2021 55.8 58.7        
Treasury stock, beginning balance (in shares) at Dec. 31, 2021         (2.9)  
Beginning balance at Dec. 31, 2021 $ 1,845.4 $ 0.6 2,187.4 (155.7) $ (133.3) (53.6)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income (122.9)          
Other comprehensive income (loss) $ (20.6)          
Ending balance (in shares) at Sep. 30, 2022 56.1 59.0        
Treasury stock, ending balance (in shares) at Sep. 30, 2022         (2.9)  
Ending balance at Sep. 30, 2022 $ 1,715.0 $ 0.6 2,200.5 (278.6) $ (133.3) (74.2)
Beginning balance (in shares) at Mar. 31, 2022   58.9        
Treasury stock, beginning balance (in shares) at Mar. 31, 2022         (2.9)  
Beginning balance at Mar. 31, 2022 1,847.8 $ 0.6 2,188.4 (158.7) $ (133.3) (49.2)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income (29.4)     (29.4)    
Other comprehensive income (loss) (10.6)         (10.6)
Stock-based compensation 5.8   5.8      
Ending balance (in shares) at Jun. 30, 2022   58.9        
Treasury stock, ending balance (in shares) at Jun. 30, 2022         (2.9)  
Ending balance at Jun. 30, 2022 1,813.6 $ 0.6 2,194.2 (188.1) $ (133.3) (59.8)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income (90.5)     (90.5)    
Other comprehensive income (loss) (14.4)         (14.4)
Issuance of stock awards (in shares)   0.1        
Issuance of stock awards (0.5)   (0.5)      
Stock-based compensation $ 6.8   6.8      
Ending balance (in shares) at Sep. 30, 2022 56.1 59.0        
Treasury stock, ending balance (in shares) at Sep. 30, 2022         (2.9)  
Ending balance at Sep. 30, 2022 $ 1,715.0 $ 0.6 $ 2,200.5 $ (278.6) $ (133.3) $ (74.2)
v3.22.2.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Cash flows from operating activities:    
Net (loss) income $ (122.9) $ 16.6
Net (loss) income from discontinued operations (66.7) 66.7
Net loss from continuing operations (56.2) (50.1)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 106.9 112.3
Stock-based compensation 15.2 10.1
Loss on extinguishment of debt 0.0 14.4
Unrealized gain on derivative contracts (79.3) (33.1)
Deferred income taxes 5.7 (1.3)
Other 6.8 3.5
Changes in operating assets and liabilities, net of acquisitions and divestitures:    
Receivables (6.1) 27.3
Inventories (199.3) (90.8)
Prepaid expenses and other assets 22.0 (5.3)
Accounts payable 110.5 12.1
Accrued expenses and other liabilities (16.6) (56.1)
Net cash used in operating activities - continuing operations (90.4) (57.0)
Net cash (used in) provided by operating activities - discontinued operations (23.7) 111.2
Net cash (used in) provided by operating activities (114.1) 54.2
Cash flows from investing activities:    
Additions to property, plant, and equipment (55.1) (58.9)
Additions to intangible assets (6.2) (11.5)
Proceeds from sale of fixed assets 4.8 0.1
Proceeds from sale of investments 0.0 17.2
Net cash used in investing activities - continuing operations (56.5) (53.1)
Net cash (used in) provided by investing activities - discontinued operations (35.9) 60.4
Net cash (used in) provided by investing activities (92.4) 7.3
Cash flows from financing activities:    
Borrowings under Revolving Credit Facility 326.9 194.4
Payments under Revolving Credit Facility (326.9) (194.4)
Payments on financing lease obligations (1.0) (1.3)
Payment of deferred financing costs (2.7) (8.5)
Payments on Term Loans (14.3) (1,133.2)
Proceeds from refinanced Term Loans 0.0 1,430.0
Repurchase of Notes 0.0 (602.9)
Payment of debt premium for extinguishment of debt 0.0 (9.0)
Repurchases of common stock 0.0 (25.0)
Payments related to stock-based award activities (3.8) (8.0)
Net cash used in financing activities - continuing operations (21.8) (357.9)
Net cash used in financing activities - discontinued operations (0.3) (0.3)
Net cash used in financing activities (22.1) (358.2)
Effect of exchange rate changes on cash and cash equivalents (2.5) (0.5)
Net decrease in cash and cash equivalents (231.1) (297.2)
Add: Cash and cash equivalents of discontinued operations, beginning of period 4.1 11.8
Less: Cash and cash equivalents of discontinued operations, end of period (2.8) (12.5)
Cash and cash equivalents, beginning of period 304.5 352.8
Cash and cash equivalents, end of period 74.7 54.9
Supplemental cash flow disclosures:    
Interest paid 51.0 60.3
Net income taxes (refunded) paid (2.3) 0.5
Non-cash investing activities:    
Accrued purchase of property and equipment 21.5 16.8
Accrued other intangible assets 1.2 2.5
Right-of-use assets obtained in exchange for lease obligations $ 77.2 $ 17.1
v3.22.2.2
Basis of Presentation
9 Months Ended
Sep. 30, 2022
Accounting Policies [Abstract]  
Basis of Presentation
1. BASIS OF PRESENTATION

The unaudited Condensed Consolidated Financial Statements included herein have been prepared by TreeHouse Foods, Inc. and its consolidated subsidiaries (the "Company," "TreeHouse," "we," "us," or "our"), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") applicable to quarterly reporting on Form 10-Q. In our opinion, these statements include all adjustments necessary for a fair presentation of the results of all interim periods reported herein. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted as permitted by such rules and regulations. The Condensed Consolidated Financial Statements and related notes should be read in conjunction with the Consolidated Financial Statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Results of operations for interim periods are not necessarily indicative of annual results.

Use of Estimates

The preparation of our Condensed Consolidated Financial Statements in conformity with GAAP requires management to use judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates.

Summary of Significant Accounting Policies

A detailed description of the Company's significant accounting policies can be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

Discontinued Operations

On October 3, 2022, the Company completed the sale of a significant portion of the Company’s Meal Preparation business, including pasta, pourable and spoonable dressing, preserves, red sauces, syrup, dry blends and baking, dry dinners, pie filling, pita chips and other sauces, for a base purchase price of $950 million (the "Transaction" or the "Business"), subject to certain adjustments pursuant to the terms of the Stock Purchase Agreement, dated as of August 10, 2022. This Transaction is in line with the Company’s strategy to build leadership and depth around a focused group of categories in its higher-growth businesses. Beginning in the third quarter of 2022, the Business met the criteria for discontinued operations presentation, and, as such, has been excluded from continuing operations for all periods presented. Refer to Note 7 for additional information.

Segment Information

As a result of entering into the Transaction, the Company changed the structure of its internal organization and reporting in the third quarter of 2022 and began operating as one segment. The Company manages operations on a company-wide basis, thereby making determinations as to the allocation of resources as one segment. We manufacture and distribute private label food and beverages in North America. Our products are primarily shelf stable and share similar customers and distribution. The Chief Executive Officer, who has been identified as our Chief Operating Decision Maker ("CODM") allocates resources and assesses performance based upon discrete financial information at the consolidated level. We have one segment manager who reports directly to the CODM with incentive compensation based on aggregated consolidated results of the Company. The annual operating plan is prepared and approved by the CODM based on consolidated results of the Company. We operate our business with a centralized financial systems infrastructure, and we share centralized resources for sales, procurement, and general and administrative activities. The majority of our manufacturing plants each produce one food or beverage category. Refer to Note 20 for disaggregation of revenue for additional information of our principal products sold.
v3.22.2.2
Recent Accounting Pronouncements
9 Months Ended
Sep. 30, 2022
Accounting Changes and Error Corrections [Abstract]  
Recent Accounting Pronouncements
2. RECENT ACCOUNTING PRONOUNCEMENTS

Adopted

In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. ASU 2020-04 was further amended in January 2021 by ASU 2021-01, Reference Rate Reform (Topic 848): Scope. This guidance provides optional expedients and exceptions for applying GAAP to transactions affected by reference rate reform if certain criteria are met. These transactions include contract modifications, hedging relationships, and the sale or transfer of debt securities classified as held-to-maturity. This guidance is effective as of March 12, 2020 through December 31, 2022 and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company has identified agreements that reference LIBOR, including interest rate swap agreements, accounts receivable sale agreements, and debt agreements. The new guidance has been or will be applied as these contracts are modified to reference other rates. The Company adopted this guidance during the second quarter of 2022 as a result of a modification to a receivable sale agreement. The adoption did not have a material impact on the Company's financial statements.
v3.22.2.2
Growth, Reinvestment, and Restructuring Programs
9 Months Ended
Sep. 30, 2022
Restructuring and Related Activities [Abstract]  
Growth, Reinvestment, and Restructuring Programs
3. GROWTH, REINVESTMENT, AND RESTRUCTURING PROGRAMS

The Company’s growth, reinvestment, and restructuring activities are part of an enterprise-wide transformation to build long-term sustainable growth and improve profitability for the Company. These activities are aggregated into the following categories: (1) Strategic Growth Initiatives (expected completion in 2023) – a growth and reinvestment strategy and (2) other (collectively the "Growth, Reinvestment, and Restructuring Programs").

Below is a description of each of the Growth, Reinvestment, and Restructuring Programs:

(1) Strategic Growth Initiatives

In the first quarter of 2021, the Company began executing on its growth and reinvestment initiatives designed to invest in our commercial organization, adapt the supply chain to better support long-term growth opportunities, and further enable the Company to build greater depth in growth categories. These initiatives are intended to better position the Company to accelerate future revenue and earnings growth, and improve the execution of our strategy to be our customers' preferred manufacturing and distribution partner. This reinvestment will occur through 2023, and the cumulative costs incurred to date are $91.1 million. The Company currently expects the total costs will be up to $130.0 million, comprised of consulting and professional fees, employee-related costs, and investment in information technology. Consulting and professional fees are expected to include building digital capabilities and advancing automation and value engineering in our supply chain network. Employee-related costs primarily consist of severance, retention, and dedicated employee costs.

(2) Other
 
Other costs include restructuring costs incurred for retention, severance, organization redesign, information technology system implementation, costs to exit facilities or production, and other administrative costs. Retention includes one-time cash recognition payments that were expensed ratably from the fourth quarter of 2021 to the first quarter of 2022 as well as additional cash bonuses and stock-based compensation to drive retention through 2023.

The costs by activity for the Growth, Reinvestment, and Restructuring Programs are outlined below:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)
Strategic Growth Initiatives$6.5 $13.4 $31.1 $43.0 
Other15.9 3.5 35.3 14.7 
Total$22.4 $16.9 $66.4 $57.7 
 
As part of our growth, reinvestment, and restructuring programs, we generally incur expenses that qualify as exit and disposal costs under U.S. GAAP. These include severance and employee separation costs and other exit costs. Severance and employee separation costs primarily relate to cash severance, non-cash severance, including accelerated equity award compensation expense, pension, and other termination benefits. Other exit costs typically relate to lease and contract terminations. We also incur expenses that are an integral component of, and directly attributable to, our growth, reinvestment, and restructuring activities, which do not qualify as exit and disposal costs under U.S. GAAP. These include asset-related costs and other costs. Asset-related costs primarily relate to accelerated depreciation and certain long-lived asset impairments. Other costs primarily relate to start-up costs of new facilities, consulting and professional fees, information technology implementation, asset relocation costs, and costs to exit facilities.

Below is a summary of costs by type associated with the Growth, Reinvestment, and Restructuring Programs:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
 (In millions)
Employee-related$12.5 $4.3 $31.8 $16.3 
Other costs9.9 12.6 34.6 41.4 
Total$22.4 $16.9 $66.4 $57.7 
 
For the three and nine months ended September 30, 2022 and 2021, employee-related costs primarily consisted of retention, severance, and dedicated project employee cost; and other costs primarily consisted of consulting services. Employee-related and other costs are recognized in Other operating expense, net of the Condensed Consolidated Statements of Operations. 

The table below presents the exit cost liabilities related to severance and retention activity for the Growth, Reinvestment, and Restructuring Programs as of September 30, 2022. All amounts in the table below include continuing and discontinued operations:
 SeveranceRetentionTotal Exit Cost Liabilities
 (In millions)
Balance as of December 31, 2021$3.9 $9.7 $13.6 
Expenses recognized12.3 17.6 29.9 
Cash payments(6.1)(17.8)(23.9)
Balance as of September 30, 2022$10.1 $9.5 $19.6 
 
The severance and retention liabilities are included in Accrued expenses in the Condensed Consolidated Balance Sheets.
v3.22.2.2
Leases
9 Months Ended
Sep. 30, 2022
Leases [Abstract]  
Leases
4. LEASES

The Company has operating and finance leases for manufacturing facilities, warehouses and distribution centers, office space, and certain equipment. Remaining lease terms for these leases range from 1 year to 11 years. Some of the Company's leases include options to extend the leases for up to 26 years, and some include options to terminate the leases within 1 year.

Supplemental balance sheet information related to leases was as follows:
Balance Sheet ClassificationSeptember 30, 2022December 31, 2021
(In millions)
Assets
OperatingOperating lease right-of-use assets$182.9 $138.1 
FinanceProperty, plant, and equipment, net1.3 2.2 
Total assets$184.2 $140.3 
Liabilities
Current liabilities
OperatingAccrued expenses$38.1 $33.1 
FinanceCurrent portion of long-term debt0.6 1.0 
Total current liabilities38.7 34.1 
Noncurrent liabilities
OperatingOperating lease liabilities158.6 119.0 
FinanceLong-term debt0.7 1.2 
Total noncurrent liabilities159.3 120.2 
Total lease liabilities$198.0 $154.3 

The weighted-average discount rates for the Company's operating and finance leases are as follows:

Weighted-average discount rateSeptember 30, 2022December 31, 2021
Operating leases4.3 %4.3 %
Finance leases2.7 %2.9 %

The weighted-average remaining lease term of the Company's operating and finance leases are as follows:

Weighted-average remaining lease termSeptember 30, 2022December 31, 2021
Operating leases5.9 years6.7 years
Finance leases2.5 years2.8 years
The components of lease expense were as follows:
Three Months Ended September 30,Nine Months Ended September 30,
Statement of Operations Classification2022202120222021
(In millions)
Operating lease costCost of sales and General and administrative$12.1 $8.5 $29.0 $25.8 
Finance lease cost:
Amortization of right-of-use assetsCost of sales and General and administrative0.3 0.3 0.9 1.1 
Interest on lease liabilitiesInterest expense— — — 0.1 
Total finance lease cost0.3 0.3 0.9 1.2 
Variable lease cost (1)Cost of sales and General and administrative3.7 4.2 11.9 11.6 
Net lease cost$16.1 $13.0 $41.8 $38.6 

(1)    Includes short-term leases, which are immaterial.

Future maturities of lease liabilities were as follows:
Operating Leases (1)Finance Leases
(In millions)
Three months ended December 31, 2022$11.3 $0.2 
202344.2 0.5 
202438.8 0.4 
202535.6 0.2 
202634.8 — 
Thereafter59.6 — 
Total lease payments224.3 1.3 
Less: Interest(27.6)— 
Present value of lease liabilities$196.7 $1.3 

(1)     Operating lease payments include $2.8 million related to options to extend lease terms that are reasonably certain of being exercised.

Other information related to leases were as follows:
Nine Months EndedNine Months Ended
September 30, 2022September 30, 2021
(In millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$27.8 $27.6 
Financing cash flows from finance leases1.0 1.3 
Leases
4. LEASES

The Company has operating and finance leases for manufacturing facilities, warehouses and distribution centers, office space, and certain equipment. Remaining lease terms for these leases range from 1 year to 11 years. Some of the Company's leases include options to extend the leases for up to 26 years, and some include options to terminate the leases within 1 year.

Supplemental balance sheet information related to leases was as follows:
Balance Sheet ClassificationSeptember 30, 2022December 31, 2021
(In millions)
Assets
OperatingOperating lease right-of-use assets$182.9 $138.1 
FinanceProperty, plant, and equipment, net1.3 2.2 
Total assets$184.2 $140.3 
Liabilities
Current liabilities
OperatingAccrued expenses$38.1 $33.1 
FinanceCurrent portion of long-term debt0.6 1.0 
Total current liabilities38.7 34.1 
Noncurrent liabilities
OperatingOperating lease liabilities158.6 119.0 
FinanceLong-term debt0.7 1.2 
Total noncurrent liabilities159.3 120.2 
Total lease liabilities$198.0 $154.3 

The weighted-average discount rates for the Company's operating and finance leases are as follows:

Weighted-average discount rateSeptember 30, 2022December 31, 2021
Operating leases4.3 %4.3 %
Finance leases2.7 %2.9 %

The weighted-average remaining lease term of the Company's operating and finance leases are as follows:

Weighted-average remaining lease termSeptember 30, 2022December 31, 2021
Operating leases5.9 years6.7 years
Finance leases2.5 years2.8 years
The components of lease expense were as follows:
Three Months Ended September 30,Nine Months Ended September 30,
Statement of Operations Classification2022202120222021
(In millions)
Operating lease costCost of sales and General and administrative$12.1 $8.5 $29.0 $25.8 
Finance lease cost:
Amortization of right-of-use assetsCost of sales and General and administrative0.3 0.3 0.9 1.1 
Interest on lease liabilitiesInterest expense— — — 0.1 
Total finance lease cost0.3 0.3 0.9 1.2 
Variable lease cost (1)Cost of sales and General and administrative3.7 4.2 11.9 11.6 
Net lease cost$16.1 $13.0 $41.8 $38.6 

(1)    Includes short-term leases, which are immaterial.

Future maturities of lease liabilities were as follows:
Operating Leases (1)Finance Leases
(In millions)
Three months ended December 31, 2022$11.3 $0.2 
202344.2 0.5 
202438.8 0.4 
202535.6 0.2 
202634.8 — 
Thereafter59.6 — 
Total lease payments224.3 1.3 
Less: Interest(27.6)— 
Present value of lease liabilities$196.7 $1.3 

(1)     Operating lease payments include $2.8 million related to options to extend lease terms that are reasonably certain of being exercised.

Other information related to leases were as follows:
Nine Months EndedNine Months Ended
September 30, 2022September 30, 2021
(In millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$27.8 $27.6 
Financing cash flows from finance leases1.0 1.3 
v3.22.2.2
Receivables Sales Program
9 Months Ended
Sep. 30, 2022
Receivables [Abstract]  
Receivables Sales Program
5. RECEIVABLES SALES PROGRAM
 
The Company has entered into agreements to sell certain trade accounts receivable to unrelated, third-party financial institutions at a discount (collectively, "the Receivables Sales Program"). The agreements can be terminated by either party with 60 days' notice. The Receivables Sales Program is used by the Company to manage liquidity in a cost-effective manner. The Company has no retained interest in the receivables sold under the Receivables Sales Program; however, under the agreements, the Company does have collection and administrative responsibilities for the sold receivables. Under the Receivables Sales Program, the maximum amount of outstanding accounts receivables sold at any time is $500.0 million.

The following table includes the outstanding amount of accounts receivable sold under the Receivables Sales Program and the receivables collected from customers and not remitted to the financial institutions. All amounts in the table below include continuing and discontinued operations:
September 30, 2022December 31, 2021
 (In millions)
Outstanding accounts receivable sold$378.0 $357.3 
Receivables collected and not remitted to financial institutions216.4 205.0 
Receivables sold under the Receivables Sales Program are derecognized from the Company's Condensed Consolidated Balance Sheet at the time of the sale and the proceeds from such sales are reflected as a component of the change in receivables in the operating activities section of the Condensed Consolidated Statements of Cash Flows. The receivables collected and not remitted to financial institutions are included in Accounts payable in the Condensed Consolidated Balance Sheets.

The following table summarizes the cash flows of the Company's accounts receivables associated with the Receivables Sales Program. All amounts in the table below include continuing and discontinued operations:
Nine Months Ended September 30,
20222021
 (In millions)
Receivables sold$1,782.3 $1,312.3 
Receivables collected and remitted to financial institutions(1,761.6)(1,316.3)

The loss on sale of receivables from continuing operations represents the discount taken by third-party financial institutions and was $2.0 million and $0.5 million for the three months ended September 30, 2022 and 2021, respectively, and $3.3 million and $1.2 million for the nine months ended September 30, 2022 and 2021, respectively, and is included in Other income, net in the Condensed Consolidated Statements of Operations. The Company has not recognized any servicing assets or liabilities as of September 30, 2022 or December 31, 2021, as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements.
v3.22.2.2
Inventories
9 Months Ended
Sep. 30, 2022
Inventory Disclosure [Abstract]  
Inventories
6. INVENTORIES

September 30, 2022December 31, 2021
 (In millions)
Raw materials and supplies$259.8 $183.0 
Finished goods389.1 278.6 
Total inventories$648.9 $461.6 
v3.22.2.2
Discontinued Operations
9 Months Ended
Sep. 30, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations
7. DISCONTINUED OPERATIONS

Sale of a Significant Portion of the Meal Preparation Business

On August 10, 2022, the Company, entered into a Stock Purchase Agreement (the "Purchase Agreement") with two entities affiliated with Investindustrial: Rushmore Investment III LLC, a Delaware limited liability company ("US Buyer") and 1373978 B.C., ULC, a British Columbia unlimited liability company ("CA Buyer" and together with US Buyer, the "Buyer"). On October 3, 2022, the Company completed the sale of a significant portion of the Company’s Meal Preparation business (the "Business") for a base purchase price of $950.0 million, subject to certain adjustments pursuant to the terms of the Purchase Agreement. The purchase price consists of approximately $527.5 million in cash and approximately $422.5 million in a five-year secured seller promissory note issued by Rushmore Investment III LLC in favor of the Company and certain of its subsidiaries. The sale of the Business is in line with the Company’s strategy to build leadership and depth around a focused group of categories in its higher-growth businesses. In October 2022, the Company used the majority of its cash proceeds of the sale to pay down debt.

The Business consists of consumer packaged food manufacturers operating 14 manufacturing facilities in the United States, Canada, and Italy servicing primarily retail grocery customers. The Business includes 11 categories and sells center of the store grocery and main course meal items, such as pasta, pourable dressings, sauces, red sauces (salsas and pasta sauces), spoonables (mayos and dips), syrups, preserves, dry dinners (macaroni and cheese), dry blends and baking goods, and pie filling as well as pita chips, which was previously reported in the Snacking & Beverages segment.

The Company entered into a Transition Services Agreement ("TSA") with the Buyer, which is designed to ensure and facilitate an orderly transfer of business operations. The services provided under the TSA include, but are not limited to, IT systems implementation, IT and financial shared services, procurement and order processing, customer service, distribution network separation, and a supply agreement. These services terminate at various times up to twenty-four months from the date of sale and certain services can be renewed with a maximum of an additional twelve-month period. Additionally, a $35.0 million credit will be provided to the Buyer by TreeHouse to cover initial TSA set-up costs that otherwise would have been incurred by the Buyer ("TSA Credit"). The TSA Credit is included in the fair value of consideration transferred, and it represents deferred income for TreeHouse until the Company incurs the related TSA set-up costs, at which point deferred income will be reduced and TSA income recognized.

The Company has classified the assets and liabilities related to the Business as held for sale in its Condensed Consolidated Balance Sheets as of September 30, 2022. The disposal group of the Business was tested for recoverability as of the balance sheet date, and the Company recognized an expected loss on disposal of $73.8 million during the three and nine months ended September 30, 2022, as the fair value was determined to be less than the carrying value of the associated assets, including the related goodwill. The fair value for the secured seller promissory note was estimated at par value as of September 30, 2022, and the valuation will be completed in the fourth quarter of 2022. The expected loss on disposal is recognized within Net (loss) income from discontinued operations in the Condensed Consolidated Statements of Operations.

Ready-to-eat Cereal

On June 1, 2021, the Company simultaneously entered into a definitive agreement and completed the sale of its Ready-to-eat ("RTE") Cereal business to Post Holdings, Inc. ("Post") for a base purchase price of $85.0 million, subject to customary purchase price adjustments, resulting in cash proceeds at closing of $88.0 million. The Company classified the proceeds within Net cash (used in) provided by investing activities - discontinued operations, and a pre-tax gain was recognized on the transaction upon closing of $18.4 million as a component of Net (loss) income from discontinued operations in the Condensed Consolidated Statements of Operations. The sale of this business was part of the Company's portfolio optimization strategy. RTE Cereal operated as two manufacturing plants located in Lancaster, Ohio and Sparks, Nevada.

The Company entered into a Transition Services Agreement ("RTE TSA") with Post, which is designed to ensure and facilitate an orderly transfer of business operations. The services provided under the RTE TSA terminate at various times up to twelve months from the date of sale and certain services were renewed with a maximum of an additional six-month period expected to end in the fourth quarter of 2022. The income received under the RTE TSA was not material for the three and nine months ended September 30, 2022 or 2021 and is primarily classified within General and administrative expenses or Cost of sales in the Company's Condensed Consolidated Statements of Operations depending on the functions being supported by the Company.
The Company has reflected both of these transactions as a discontinued operation. Unless otherwise noted, amounts and disclosures throughout these Notes to Condensed Consolidated Financial Statements relate to the Company's continuing operations.

Results of discontinued operations are as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions)(In millions)
Net sales$424.4 $349.2 $1,179.6 $1,110.2 
Cost of sales370.1 295.1 1,018.1 918.5 
Selling, general, administrative and other operating expenses41.9 31.0 117.0 95.6 
Amortization expense2.0 6.3 14.5 19.1 
Loss (gain) on sale of business73.8 — 73.8 (18.4)
Operating income from discontinued operations(63.4)16.8 (43.8)95.4 
Interest and other expense11.4 4.1 18.3 8.9 
Income tax (benefit) expense0.6 1.9 4.6 19.8 
Net (loss) income from discontinued operations$(75.4)$10.8 $(66.7)$66.7 

Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021 include the following:

September 30, 2022December 31, 2021
(In millions)
Cash$2.8 $4.1 
Receivables, net133.7 57.9 
Inventories271.3 216.2 
Prepaid expenses and other assets5.2 5.5 
Property, plant, and equipment, net323.5 319.0 
Operating lease right-of-use assets29.9 27.5 
Goodwill356.0 359.5 
Intangible assets, net203.1 218.4 
Valuation allowance(73.8)— 
Total assets of discontinued operations$1,251.7 $1,208.1 
Accounts payable$207.8 $160.1 
Accrued expenses and other liabilities56.5 45.2 
Operating lease liabilities25.6 25.0 
Deferred income taxes49.5 52.2 
Total liabilities of discontinued operations$339.4 $282.5 
v3.22.2.2
Property, Plant, and Equipment
9 Months Ended
Sep. 30, 2022
Property, Plant and Equipment [Abstract]  
Property, Plant, and Equipment
8. PROPERTY, PLANT, AND EQUIPMENT
September 30, 2022December 31, 2021
(In millions)
Land$28.5 $28.7 
Buildings and improvements315.3 308.0 
Machinery and equipment997.4 999.1 
Construction in progress48.6 51.3 
Total1,389.8 1,387.1 
Less accumulated depreciation(734.0)(687.0)
Property, plant, and equipment, net$655.8 $700.1 

Depreciation expense was $23.2 million and $25.5 million for the three months ended September 30, 2022 and 2021 and $71.2 million and $76.9 million for the nine months ended September 30, 2022 and 2021, respectively.
v3.22.2.2
Goodwill and Intangible Assets
9 Months Ended
Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets
9. GOODWILL AND INTANGIBLE ASSETS
 
Goodwill

As a result of the changes in organizational structure completed in the third quarter of 2022, the Company now has one reportable segment. See Note 1 for more information regarding the change in segment structure during the third quarter of 2022. See Note 7 for more information regarding Goodwill of $356.0 million reclassified within Assets of discontinued operations in the Condensed Consolidated Balance Sheets as of September 30, 2022 as a result of the sale of a significant portion of the Meal Preparation business.

Changes in the carrying amount of goodwill for the nine months ended September 30, 2022 are as follows:
Goodwill
 (In millions)
Balance at December 31, 2021, before accumulated impairment losses$1,854.9 
Accumulated impairment losses(33.0)
Balance at December 31, 20211,821.9 
Foreign currency exchange adjustments(4.9)
Balance at September 30, 2022$1,817.0 
Intangible Assets

The gross carrying amounts and accumulated amortization of intangible assets as of September 30, 2022 and December 31, 2021 are as follows:

 September 30, 2022December 31, 2021
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
 (In millions)
Intangible assets with finite lives:      
Customer-related$542.6 $(321.0)$221.6 $545.5 $(297.3)$248.2 
Trademarks18.7 (14.2)4.5 18.8 (13.4)5.4 
Formulas/recipes15.0 (14.6)0.4 15.1 (14.5)0.6 
Computer software203.1 (130.2)72.9 197.6 (121.2)76.4 
Total finite lived intangibles779.4 (480.0)299.4 777.0 (446.4)330.6 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$785.4 $(480.0)$305.4 $783.0 $(446.4)$336.6 
v3.22.2.2
Accrued Expenses
9 Months Ended
Sep. 30, 2022
Payables and Accruals [Abstract]  
Accrued Expenses
10. ACCRUED EXPENSES

Accrued expenses consist of:
September 30, 2022December 31, 2021
(In millions)
Payroll and benefits$79.4 $46.0 
Trade promotion liabilities22.1 21.8 
Operating lease liabilities38.1 33.1 
Interest5.8 8.8 
Taxes7.0 3.3 
Health insurance, workers' compensation, and other insurance costs22.0 21.9 
Derivative contracts0.1 52.1 
Other accrued liabilities12.0 46.9 
Total$186.5 $233.9 
v3.22.2.2
Income Taxes
9 Months Ended
Sep. 30, 2022
Income Tax Disclosure [Abstract]  
Income Taxes
11. INCOME TAXES
 
Income taxes were recognized at effective rates of (15.3)% and 7.9% for the three and nine months ended September 30, 2022, respectively, compared to 8.9% and 23.0% for the three and nine months ended September 30, 2021, respectively. The change in the Company's effective tax rate for the three months ended September 30, 2022 compared to 2021 is primarily driven by a change in the valuation allowance recorded against certain deferred tax assets, tax expense recognized in 2022 due to the restructuring of certain Canadian subsidiaries, and tax expense recognized in 2021 due to the enactment of the "Coronavirus Aid, Relief, and Economic Security Act" (the "CARES Act"). The change in the Company's effective tax rate for the nine months ended September 30, 2022 compared to 2021 is primarily driven by a change in the valuation allowance recorded against certain deferred tax assets, tax expense recognized in 2021 due to the enactment of the CARES Act, and a change in the amount of non-deductible executive compensation. Our effective tax rate may change from period to period based on recurring and non-recurring factors, including the jurisdictional mix of earnings, enacted tax legislation, state income taxes, settlement of tax audits, and the expiration of the statute of limitations in relation to unrecognized tax benefits.
Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $0.6 million within the next 12 months, primarily as a result of the resolution of audits currently in progress and the lapsing of statutes of limitations. Approximately $0.3 million of the $0.6 million could affect net income when settled. The timing of cash settlement, if any, cannot be reasonably estimated for uncertain tax benefits.
v3.22.2.2
Long-Term Debt
9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Long-Term Debt
12. LONG-TERM DEBT
 
September 30, 2022December 31, 2021
 (In millions)
Term Loan A$491.3 $496.3 
Term Loan A-1913.7 923.0 
2028 Notes500.0 500.0 
Finance leases1.3 2.2 
Total outstanding debt1,906.3 1,921.5 
Deferred financing costs(15.6)(16.1)
Less current portion(11.3)(15.4)
Total long-term debt$1,879.4 $1,890.0 

Credit Agreement

On February 14, 2022, the Company entered into Amendment No. 4 to the Credit Agreement. Amendment No. 4 temporarily increases the leverage covenant threshold from 4.50x to 5.50x through June 30, 2022, then 5.25x through September 30, 2022 and thereafter reverts to 4.50x. The material terms and conditions under the Credit Agreement are otherwise substantially consistent with those contained in the Credit Agreement prior to Amendment No. 4.

On August 10, 2022, the Company entered into Amendment No. 5 to the Credit Agreement. Under Amendment No. 5, among other things, the parties have agreed to: (i) amend the definition of "Consolidated EBITDA", (ii) allow the Borrower to make Investments pursuant to a credit facility in principal amount not to exceed $50.0 million provided by the Borrower or any guarantors under the Credit Agreement to any Person that comprises or owns, directly or indirectly, any business unit disposed of by the Borrower or any such guarantors; and (iii) allow the Borrower to consummate the Transaction for consideration of at least 65% cash or cash equivalents. The material terms and conditions under the Credit Agreement are otherwise substantially consistent with those contained in the Credit Agreement prior to Amendment No. 5.

The Company's average interest rate on debt outstanding under its Credit Agreement for the three months ended September 30, 2022 was 4.10%. Including the impact of interest rate swap agreements in effect as of September 30, 2022, the average rate is 4.54%.

Revolving Credit Facility — As of September 30, 2022, $714.2 million of the aggregate commitment of $750.0 million of the Revolving Credit Facility was available. Under the Credit Agreement, the Revolving Credit Facility matures on March 26, 2026. In addition, as of September 30, 2022, there were $35.8 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit. In October 2022, the Company reduced the revolving credit commitment from $750.0 million to an aggregate amount of $500.0 million.

Term Loan A and Term Loan A-1 — In October 2022, the Company paid down debt of $500.0 million which consisted of $174.8 million on Term Loan A and $325.2 million on Term Loan A-1. The cash used to pay down the term loans was from the net proceeds of the divestiture of a significant portion of the Meal Preparation business.

Loss on Extinguishment of Debt — During the first quarter of 2021, the Company incurred a loss on extinguishment of debt totaling $14.4 million, which included a premium of $9.0 million and a write off of deferred financing costs of $5.4 million in connection with the redemption of its 2024 Notes completed on March 31, 2021 and Credit Agreement refinancing executed on March 26, 2021.
Fair Value At September 30, 2022, the aggregate fair value of the Company's total debt was $1,782.3 million and its carrying value was $1,905.0 million. At December 31, 2021, the aggregate fair value of the Company's total debt was $1,899.5 million and its carrying value was $1,919.3 million. The fair values of Term Loan A and Term Loan A-1 were estimated using present value techniques and market-based interest rates and credit spreads. The fair value of the Company's 2028 Notes was estimated based on quoted market prices for similar instruments due to their infrequent trading volume. Accordingly, the fair value of the Company's debt is classified as Level 2 within the valuation hierarchy.
v3.22.2.2
Earnings Per Share
9 Months Ended
Sep. 30, 2022
Earnings Per Share [Abstract]  
Earnings Per Share
13. EARNINGS PER SHARE

The following table summarizes the effect of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings (loss) per share:
 
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions, except per share data)
Weighted average common shares outstanding56.1 55.8 56.0 55.9 
Assumed exercise/vesting of equity awards (1)— — — — 
Weighted average diluted common shares outstanding56.1 55.8 56.0 55.9 
 
(1)For the three and nine months ended September 30, 2022 and 2021, the weighted average common shares outstanding is the same for the computations of both basic and diluted shares outstanding because the Company had a net loss from continuing operations for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 1.6 million and 1.4 million for the three and nine months ended September 30, 2022, respectively, and 1.7 million and 1.5 million for the three and nine months ended September 30, 2021, respectively.
v3.22.2.2
Stock-Based Compensation
9 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
14. STOCK-BASED COMPENSATION

The Board of Directors adopted, and the Company's stockholders approved, the "TreeHouse Foods, Inc. Equity and Incentive Plan" (the "Plan"). Under the Plan, the Compensation Committee may grant awards of various types of compensation, including stock options, restricted stock, restricted stock units, performance shares, performance units, other types of stock-based awards, and other cash-based compensation. The maximum number of shares authorized to be awarded under the Plan is approximately 17.5 million.

Total compensation expense related to stock-based payments and the related income tax benefit recognized in Net loss from continuing operations are as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions)(In millions)
Compensation expense related to stock-based payments$6.1 $1.4 $15.2 $10.1 
Related income tax benefit1.5 0.3 3.6 2.5 

All amounts below include continuing and discontinued operations.
 Stock Options — The following table summarizes stock option activity during the nine months ended September 30, 2022. Stock options granted under the plan have a three year vesting schedule, vest one-third on the second anniversary of the grant date and two-thirds on the third anniversary of the grant date, and expire ten years from the grant date. Stock options are generally only granted to employees and non-employee directors.

Employee
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term (years)
Aggregate
Intrinsic
Value
 (In thousands)  (In millions)
Outstanding, at December 31, 20211,149 $79.51 2.3$— 
Granted376 42.69 
Forfeited(34)42.69 
Expired(194)67.32 
Outstanding, at September 30, 20221,297 71.63 3.8— 
Vested/expected to vest, at September 30, 20221,230 73.21 3.5— 
Exercisable, at September 30, 2022956 81.97 1.7— 

Unrecognized compensation costs related to nonvested options totaled $4.7 million at September 30, 2022 and are expected to be recognized over a weighted average period of 2.6 years. The weighted average grant date fair value of options granted in 2022 was $15.62.

Stock options are valued using the Black-Scholes option pricing model. Expected volatility is based on the historical volatility of the Company’s stock price. The risk-free rate for periods within the contractual life of the stock options is based on the U.S. Treasury yield curve in effect at the time of the grant. We based our expected term on the simplified method as described under the SEC Staff Accounting Bulletin No. 107. The weighted average assumptions used to calculate the value of the stock option awards granted are presented as follows:

Nine Months Ended
September 30,
2022
Dividend yield%
Risk-free rate2.93 %
Expected volatility38.54 %
Expected term (in years)6.33



Restricted Stock Units — Employee restricted stock unit awards generally vest based on the passage of time in approximately three equal installments on each of the first three anniversaries of the grant date with the following exceptions:

On June 9, 2022, restricted stock unit awards were granted that vest on the passage of time on the eighteen month anniversary of the grant date. The fair value of the awards was $37.90 on approximately 62,000 units granted.
On December 29, 2021, restricted stock unit awards granted to certain executive members of management that vest on the passage of time in approximately three equal installments on each of the three six month anniversaries of the grant date. The fair value of the awards was $40.03 on approximately 51,200 units granted.
Director restricted stock units generally vest on the first anniversary of the grant date. Certain directors have elected to defer receipt of their awards until either their departure from the Board of Directors or a specified date beyond the first anniversary of the grant date.
 
The following table summarizes the restricted stock unit activity during the nine months ended September 30, 2022:
 
Employee
Restricted
Stock Units
Weighted
Average
Grant Date
Fair Value
Director
Restricted
Stock Units
Weighted
Average
Grant Date
Fair Value
 (In thousands) (In thousands) 
Nonvested, at December 31, 2021660 $48.88 50 $48.15 
Granted673 31.91 51 31.25 
Vested(275)50.60 (30)48.59 
Forfeited(225)39.65 — — 
Nonvested, at September 30, 2022833 37.10 71 35.88 
Vested and deferred, at September 30, 202220 47.50 
 
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Fair value of vested restricted stock units$1.0 $2.0 $10.3 $22.0 
Tax benefit recognized from vested restricted stock units0.1 0.5 1.6 3.7 
 
Unrecognized compensation costs related to nonvested restricted stock units are approximately $24.4 million as of September 30, 2022 and will be recognized over a weighted average period of 1.9 years. The grant date fair value of the awards is equal to the Company's closing stock price on the grant date.

Performance Units — Performance unit awards are granted to certain members of management. These awards contain both service and performance conditions, and for certain executive members of management, a market condition, in each case as described below.

For awards granted in years prior to 2020, for each year of the three-year performance period, one-third of the units will accrue, multiplied by a predefined percentage generally between 0% and 200%, depending on the achievement of certain operating performance measures. Accrued shares are not earned until the end of the full three-year performance period.
For performance unit awards granted in 2020 through 2022, performance goals are set and measured annually with one-quarter of the units eligible to accrue for each year in the three-year performance period. Accrued shares are earned at the end of each performance period but remain subject to forfeiture until the third anniversary of the grant date. Additionally, for the cumulative three-year performance period, one-quarter of the units will accrue. For both the annual and cumulative shares, the earned shares are equal to the number of units granted multiplied by a predefined percentage generally between 0% and 200%, depending on the achievement of certain operating performance measures.
In 2022 and 2021, certain executive members of management received awards that were measured using a relative total shareholder return ("TSR") market condition over a three-year performance period instead of a cumulative three-year performance goal. The units will accrue, multiplied by a predefined percentage between 0% and 150% for the relative TSR measure, depending on the achievement attainment over the three-year performance period based on the Company’s absolute annualized TSR relative to the annualized TSR of a Peer Group. The fair value of the portion of the awards based on relative TSR was valued using a Monte Carlo simulation model with a grant-date fair value of $26.84 on approximately 52,600 units granted in 2022 and a grant-date fair value of $59.16 on approximately 23,200 units granted in 2021.
During the second quarter of 2022, the Company made grants to certain of the Company’s named executive officers and certain other executive officers of performance-based restricted stock units (the "PBRSU Awards"). The PBRSU Awards include a relative TSR market condition over a two-year performance period beginning on the date of grant. The units will accrue, multiplied by a predefined percentage between 0% to 450% for the relative TSR measure, depending on the achievement attainment over the two-year performance period based on Company’s absolute annualized TSR relative to the annualized TSR of the S&P Food & Beverage Select Industry Index (the "Index"). The fair value of the awards was valued using a Monte Carlo simulation model with a weighted average grant-date fair value of $58.36 on approximately 239,300 units granted in 2022.

These awards will be converted to stock or cash, at the discretion of the Compensation Committee, generally, on the third anniversary of the grant date with the exception of the PBRSU Awards on the second anniversary. The Company intends to settle these awards in stock and has the shares available to do so.

Performance unit awards with market conditions are valued using a Monte Carlo simulation model. Expected volatility is based on the historical volatility of the Company’s stock price, average Peer Group stock price, or the total return value of the Index. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of the grant with a term equivalent to the expected term of the award. The expected term is the time period from the grant date to the end of the performance period. The weighted average assumptions used in the Monte Carlo simulations were as follows:

Nine Months Ended
September 30,
20222021
Dividend yield%%
Risk-free rate2.36 %0.30 %
Expected volatility (TreeHouse Foods, Inc.)36.84 %35.65 %
Expected volatility (Peer Group)36.64 %37.72 %
Expected volatility (Index)
16.30 %N/A
Expected term (in years)2.142.75

The following table summarizes the performance unit activity during the nine months ended September 30, 2022:  
Performance
Units
Weighted
Average
Grant Date
Fair Value
 (In thousands) 
Nonvested, at December 31, 2021480 $54.21 
Granted429 45.75 
Vested(63)64.55 
Forfeited(202)53.68 
Nonvested, at September 30, 2022644 45.01 
 
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Fair value of vested performance units$— $— $2.0 $5.6 
Tax benefit recognized from performance units vested— 0.1 0.2 0.3 

Unrecognized compensation costs related to nonvested performance units are estimated to be approximately $17.2 million as of September 30, 2022 and are expected to be recognized over a weighted average period of 1.6 years. The fair value of the portion of the awards earned based on market conditions were valued using a Monte Carlo simulation model. For other awards, the grant date fair value is equal to the Company's closing stock price on the date of grant.
v3.22.2.2
Accumulated Other Comprehensive Loss
9 Months Ended
Sep. 30, 2022
Equity [Abstract]  
Accumulated Other Comprehensive Loss
15. ACCUMULATED OTHER COMPREHENSIVE LOSS
 
Accumulated other comprehensive loss consists of the following components, all of which are net of tax:
 
Foreign
Currency
Translation (1)
Unrecognized
Pension and
Postretirement
Benefits (1)
Accumulated
Other
Comprehensive
Loss
 (In millions)
Balance at December 31, 2020$(67.3)$3.3 $(64.0)
Other comprehensive loss before reclassifications(2.5)— (2.5)
Reclassifications from accumulated other comprehensive loss (2)— 0.5 0.5 
Other comprehensive (loss) income(2.5)0.5 (2.0)
Balance at September 30, 2021$(69.8)$3.8 $(66.0)
Balance at December 31, 2021$(70.9)$17.3 $(53.6)
Other comprehensive loss before reclassifications(20.8)— (20.8)
Reclassifications from accumulated other comprehensive loss (2)— 0.2 0.2 
Other comprehensive (loss) income(20.8)0.2 (20.6)
Balance at September 30, 2022$(91.7)$17.5 $(74.2)
  
(1)The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three and nine months ended September 30, 2022 and 2021.
(2)Refer to Note 16 for additional information regarding these reclassifications.
v3.22.2.2
Employee Retirement and Postretirement Benefits
9 Months Ended
Sep. 30, 2022
Retirement Benefits [Abstract]  
Employee Retirement and Postretirement Benefits
16. EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS

Pension, Profit Sharing, and Postretirement Benefits — Certain employees and retirees participate in pension and other postretirement benefit plans. Employee benefit plan obligations and expenses included in the Condensed Consolidated Financial Statements are determined based on plan assumptions, employee demographic data, including years of service and compensation, benefits and claims paid, and employer contributions. The information below includes the activities of the Company's continuing and discontinued operations.

Components of net periodic pension benefit are as follows:
 
Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Service cost$0.1 $0.4 $0.4 $0.8 
Interest cost2.3 2.3 6.9 6.6 
Expected return on plan assets(3.8)(3.5)(11.4)(10.4)
Curtailment (1)— (0.7)— (0.7)
Amortization of unrecognized prior service cost— — — 0.1 
Amortization of unrecognized net loss0.1 0.2 0.2 0.4 
Net periodic pension benefit$(1.3)$(1.3)$(3.9)$(3.2)

(1)     For the three and nine months ended September 30, 2021, the Company recognized a curtailment gain of $0.7 million related to the sale of the RTE Cereal business within Cost of sales in the Condensed Consolidated Statements of Operations.
Components of net periodic postretirement cost are as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Interest cost$0.2 $0.2 $0.5 $0.5 
Net periodic postretirement cost$0.2 $0.2 $0.5 $0.5 

The service cost components of net periodic pension and postretirement costs were recognized in Cost of sales and the other components were recognized in Other income, net of the Condensed Consolidated Statements of Operations.
v3.22.2.2
Other Operating Expense, Net
9 Months Ended
Sep. 30, 2022
Other Income and Expenses [Abstract]  
Other Operating Expense, Net
17. OTHER OPERATING EXPENSE, NET

The Company incurred other operating expense for the three and nine months ended September 30, 2022 and 2021, which consisted of the following: 
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions)(In millions)
Restructuring (1)$22.4 $16.9 $66.4 $57.7 
Other1.0 — — 0.1 
Total other operating expense, net$23.4 $16.9 $66.4 $57.8 

(1)     Refer to Note 3 for more information.
v3.22.2.2
Commitments and Contingencies
9 Months Ended
Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
18. COMMITMENTS AND CONTINGENCIES

Shareholder Class Action and Related Derivative Actions

The Company, as nominal defendant, and certain of its directors, officers and former directors and officers are parties to the following four shareholder derivative suits, each of which involves substantially similar claims and allegations:

(i)Wells v. Reed, et al., Case No. 2016-CH-16359 (filed Dec. 22, 2016 in the Circuit Court of Cook County, Illinois), asserting state law claims for breach of fiduciary duty, unjust enrichment and corporate waste;
(ii)Lavin v. Reed, et al., Case No. 17-cv-01014 (filed Feb. 7, 2017 in the United States District Court for the Northern District of Illinois), asserting state law claims for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and corporate waste;
(iii)Bartelt v. Reed, et al., Case No. 1:19-cv-00835 (filed Feb. 8, 2019 in the United States District Court for the Northern District of Illinois), asserting state law claims for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and corporate waste, as well as violations of Section 14 of the Securities Exchange Act of 1934; and
(iv)City of Ann Arbor Employees' Retirement System v. Reed, et al., Case No. 2019-CH-06753 (filed June 3, 2019 in the Circuit Court of Cook County, Illinois), asserting claims breach of fiduciary duty, aiding and abetting breaches of fiduciary duty and contribution and indemnification from the individual defendants for losses incurred by the Company.
Essentially, all four complaints allege that TreeHouse, under the authority and control of the individual defendants: (i) made certain false and misleading statements regarding the Company's business, operations, and future prospects; and (ii) failed to disclose that (a) the Company's private label business was underperforming; (b) the Company's Flagstone Foods business was underperforming; (c) the Company's acquisition strategy was underperforming; (d) the Company had overstated its full-year 2016 guidance; and (e) TreeHouse's statements lacked reasonable basis. The complaints allege, among other things, that these actions artificially inflated the market price of TreeHouse common stock and resulted in harm to the Company, including the filing of the MPERS class action (see below). The Bartelt action also includes substantially similar allegations concerning events in 2017.

Each of these cases involves allegations similar to those in an earlier-filed, resolved federal securities class action, Public Employees' Retirement Systems of Mississippi v. TreeHouse Foods, Inc., et al., Case No. 1:16-cv-10632 ("MPERS") (filed Nov. 16, 2016), in the United States District Court for the Northern District of Illinois brought on behalf of a class of all purchasers of TreeHouse common stock from January 20, 2016 through and including November 2, 2016. The MPERS complaint asserted claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder and was based on essentially the same facts described above. The parties filed a stipulation of settlement to resolve the MPERS class action for a cash payment of $27.0 million (funded by D&O insurance) in exchange for dismissal with prejudice of the class claims and full releases. After briefing, preliminary approval, notice and a hearing, on November 17, 2021, the Court granted final approval of the settlement and entered a final judgment dismissing the case with prejudice on a classwide basis.

Due to the similarity of the derivative complaints, Bartelt was consolidated with Lavin, and Ann Arbor was consolidated with Wells. On August 24, 2022 the stay in the consolidated Lavin case was lifted, and plaintiffs were ordered to file a single operative complaint by October 24, 2022, which defendants are in the process of responding to. On August 26, 2022 plaintiffs in the consolidated Wells case filed a second amended complaint, which defendants moved to strike. A briefing schedule has been set in the consolidated Wells case for defendants’ motion to strike and the plaintiffs’ second amended complaint.

Other Claims

In addition, the Company is party in the ordinary course of business to certain claims, litigation, audits, and investigations. The Company will record an accrual for a loss contingency when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company believes it has established adequate accruals for liabilities that are probable and reasonably estimable that may be incurred in connection with any such currently pending or threatened matter. In the Company's opinion, the eventual resolution of such matters, either individually or in the aggregate, is not expected to have a material impact on the Company's financial position, results of operations, or cash flows. However, litigation is inherently unpredictable and resolutions or dispositions of claims or lawsuits by settlement or otherwise could have an adverse impact on our financial position, results of operations or cash flows for the reporting period in which any such resolution or disposition occurs.

In February 2014, TreeHouse, along with its 100% owned subsidiaries, Bay Valley Foods, LLC and Sturm Foods, Inc., filed suit against Keurig Dr. Pepper Inc.'s wholly-owned subsidiary, Keurig Green Mountain ("KGM"), in the U.S. District Court for the Southern District of New York captioned TreeHouse Foods, Inc. et al. v. Green Mountain Coffee Roasters, Inc. et al. asserting claims under the federal antitrust laws, various state antitrust laws and unfair competition statutes, contending that KGM had monopolized alleged markets for single serve coffee brewers and single serve coffee pods. The Company is seeking monetary damages, declaratory relief, injunctive relief, and attorneys' fees. The matter remains pending, with summary judgment, motions to exclude certain expert opinions, and discovery sanctions motions fully briefed. On March 28, 2022, the Magistrate Judge issued a non-public Opinion and Order granting in part and denying in part the TreeHouse sanctions motion against KGM and denying the KGM sanctions motion against TreeHouse. KGM has appealed a portion of the Opinion and Order awarding sanctions to the Company. KGM is denying the allegations made by the Company in the litigation. The Company has not recorded any amount in its Condensed Consolidated Financial Statements as of September 30, 2022.
v3.22.2.2
Derivative Instruments
9 Months Ended
Sep. 30, 2022
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments
19. DERIVATIVE INSTRUMENTS

Interest Rate Swap Agreements - The Company manages its exposure to changes in interest rates by optimizing the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps to hedge our exposure to changes in interest rates, to reduce the volatility of our financing costs, and to achieve a desired proportion of fixed versus floating-rate debt, based on current and projected market conditions.
The Company has entered into long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base that have a notional value of $875.0 million as of both September 30, 2022 and December 31, 2021. Under the terms of the agreements, $875.0 million in variable-rate debt is swapped for a weighted average fixed interest rate base of approximately 2.91% from 2021 through 2025.

Commodity Contracts - Certain commodities the Company uses in the production and distribution of its products are exposed to market price risk. The Company utilizes derivative contracts to manage this risk. The majority of commodity forward contracts are not derivatives, and those that are generally qualify for the normal purchases and normal sales scope exception under the guidance for derivative instruments and hedging activities and, therefore, are not subject to its provisions. For derivative commodity contracts that do not qualify for the normal purchases and normal sales scope exception, the Company accounts for the contracts as derivatives.

The Company's derivative commodity contracts may include contracts for diesel, oil, plastics, natural gas, electricity, resin, and other commodity contracts that do not meet the requirements for the normal purchases and normal sales scope exception. Diesel contracts are used to manage the Company's risk associated with the underlying cost of diesel fuel used to deliver products. Contracts for oil, plastics, and resin are used to manage the Company's risk associated with the underlying commodity cost of a significant component used in packaging materials. Contracts for natural gas and electricity are used to manage the Company's risk associated with the utility costs of its manufacturing facilities, and other commodity contracts that are derivatives that do not meet the normal purchases and normal sales scope exception are used to manage the price risk associated with raw material costs. As of September 30, 2022 and December 31, 2021, the notional value of the commodity contracts outstanding was $12.3 million and $58.8 million, respectively. These commodity contracts have maturities expiring through the remainder of 2022 and throughout 2023 as of September 30, 2022.

Total Return Swap Contract - The Company has an economic hedge program that uses a total return swap contract to hedge the market risk associated with the unfunded portion of the Company's deferred compensation liability. The total return swap contract trades generally have a duration of one month and are rebalanced and re-hedged at the end of each monthly term. The total return swap contract is measured at fair value and recognized in the Condensed Consolidated Balance Sheets, with changes in value being recognized in the Condensed Consolidated Statements of Operations. As of September 30, 2022 and December 31, 2021, the notional value of the total return swap contract was $4.1 million and $7.0 million, respectively.

 The following table identifies the fair value of each derivative instrument:
 September 30, 2022December 31, 2021
(In millions)
Asset derivatives
Commodity contracts$5.4 $3.9 
Interest rate swap agreements25.8 — 
 $31.2 $3.9 
Liability derivatives
Commodity contracts$— $0.9 
Interest rate swap agreements— 51.2 
Total return swap contract0.1 — 
 $0.1 $52.1 
 
Asset derivatives are included within Prepaid expenses and other current assets and liability derivatives are included within Accrued expenses in the Condensed Consolidated Balance Sheets.

The fair values of the commodity contracts, foreign currency contracts, interest rate swap agreements, and the total return swap contract are determined using Level 2 inputs. Level 2 inputs are inputs other than quoted market prices that are observable for an asset or liability, either directly or indirectly. The fair values of the commodity contracts, interest rate swap agreements, and total return swap contract are based on an analysis comparing the contract rates to the market rates at the balance sheet date.
We recognized the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations:
Location of Gain (Loss)Three Months Ended
September 30,
Nine Months Ended
September 30,
 Recognized in Net Income (Loss)2022202120222021
  (In millions)(In millions)
Mark-to-market unrealized gain (loss)    
Commodity contractsOther income, net$(7.6)$(1.7)$2.4 $3.5 
Interest rate swap agreementsOther income, net24.8 6.4 77.0 29.8 
Total return swap contractGeneral and administrative(0.1)(0.3)(0.1)(0.2)
Total unrealized gain $17.1 $4.4 $79.3 $33.1 
Realized gain (loss) 
Commodity contractsManufacturing related to Cost of sales and transportation related to Selling and distribution$3.1 $8.2 $12.9 $23.7 
Interest rate swap agreementsInterest expense(1.6)(6.3)(12.4)(18.6)
Total return swap contractsGeneral and administrative(0.2)0.2 (1.3)0.8 
Total realized gain (loss) $1.3 $2.1 $(0.8)$5.9 
Total gain $18.4 $6.5 $78.5 $39.0 
v3.22.2.2
Disaggregation of Revenue
9 Months Ended
Sep. 30, 2022
Segment Reporting [Abstract]  
Disaggregation of Revenue
20. DISAGGREGATION OF REVENUE

The principal products that comprise our different product category groups are as follows:

Product Category GroupPrincipal Products
SnackingCandy; cookies; crackers; in-store bakery items; pretzels; retail griddle waffles, pancakes, and French toast; and snack bars
Beverages & drink mixesBroths/stocks; liquid and powdered non-dairy creamer; powdered beverages and other blends; ready-to-drink beverages; single serve hot beverages; and specialty teas
GroceryCheese & pudding; hot cereals; pickles; and refrigerated dough

Revenue disaggregated by product category groups is as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Snacking$347.4 $293.8 $980.0 $833.7 
Beverages & drink mixes290.6 241.6 797.2 694.5 
Grocery237.0 216.3 680.6 601.4 
Total net sales $875.0 $751.7 $2,457.8 $2,129.6 

Revenue disaggregated by sales channel is as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Retail grocery$682.9 $575.2 $1,884.6 $1,653.6 
Co-manufacturing128.4 116.3 382.9 306.9 
Food-away-from-home and other63.7 60.2 190.3 169.1 
Total net sales $875.0 $751.7 $2,457.8 $2,129.6 
v3.22.2.2
Basis of Presentation (Policies)
9 Months Ended
Sep. 30, 2022
Accounting Policies [Abstract]  
Use of Estimates
Use of Estimates

The preparation of our Condensed Consolidated Financial Statements in conformity with GAAP requires management to use judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates.
Discontinued Operations Discontinued OperationsOn October 3, 2022, the Company completed the sale of a significant portion of the Company’s Meal Preparation business, including pasta, pourable and spoonable dressing, preserves, red sauces, syrup, dry blends and baking, dry dinners, pie filling, pita chips and other sauces, for a base purchase price of $950 million (the "Transaction" or the "Business"), subject to certain adjustments pursuant to the terms of the Stock Purchase Agreement, dated as of August 10, 2022. This Transaction is in line with the Company’s strategy to build leadership and depth around a focused group of categories in its higher-growth businesses. Beginning in the third quarter of 2022, the Business met the criteria for discontinued operations presentation, and, as such, has been excluded from continuing operations for all periods presented.
Segment Information Segment InformationAs a result of entering into the Transaction, the Company changed the structure of its internal organization and reporting in the third quarter of 2022 and began operating as one segment. The Company manages operations on a company-wide basis, thereby making determinations as to the allocation of resources as one segment. We manufacture and distribute private label food and beverages in North America. Our products are primarily shelf stable and share similar customers and distribution. The Chief Executive Officer, who has been identified as our Chief Operating Decision Maker ("CODM") allocates resources and assesses performance based upon discrete financial information at the consolidated level. We have one segment manager who reports directly to the CODM with incentive compensation based on aggregated consolidated results of the Company. The annual operating plan is prepared and approved by the CODM based on consolidated results of the Company. We operate our business with a centralized financial systems infrastructure, and we share centralized resources for sales, procurement, and general and administrative activities. The majority of our manufacturing plants each produce one food or beverage category.
Recently Issued Accounting Pronouncements
Adopted

In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. ASU 2020-04 was further amended in January 2021 by ASU 2021-01, Reference Rate Reform (Topic 848): Scope. This guidance provides optional expedients and exceptions for applying GAAP to transactions affected by reference rate reform if certain criteria are met. These transactions include contract modifications, hedging relationships, and the sale or transfer of debt securities classified as held-to-maturity. This guidance is effective as of March 12, 2020 through December 31, 2022 and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company has identified agreements that reference LIBOR, including interest rate swap agreements, accounts receivable sale agreements, and debt agreements. The new guidance has been or will be applied as these contracts are modified to reference other rates. The Company adopted this guidance during the second quarter of 2022 as a result of a modification to a receivable sale agreement. The adoption did not have a material impact on the Company's financial statements.
v3.22.2.2
Growth, Reinvestment, and Restructuring Programs (Tables)
9 Months Ended
Sep. 30, 2022
Restructuring Cost and Reserve [Line Items]  
Schedule of Aggregate Expenses Incurred Associated with Facility Closure
Below is a summary of costs by type associated with the Growth, Reinvestment, and Restructuring Programs:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
 (In millions)
Employee-related$12.5 $4.3 $31.8 $16.3 
Other costs9.9 12.6 34.6 41.4 
Total$22.4 $16.9 $66.4 $57.7 
Schedule of Activity of Restructuring Program Liabilities
The table below presents the exit cost liabilities related to severance and retention activity for the Growth, Reinvestment, and Restructuring Programs as of September 30, 2022. All amounts in the table below include continuing and discontinued operations:
 SeveranceRetentionTotal Exit Cost Liabilities
 (In millions)
Balance as of December 31, 2021$3.9 $9.7 $13.6 
Expenses recognized12.3 17.6 29.9 
Cash payments(6.1)(17.8)(23.9)
Balance as of September 30, 2022$10.1 $9.5 $19.6 
Restructuring and Margin Improvement Activities Categories  
Restructuring Cost and Reserve [Line Items]  
Schedule of Aggregate Expenses Incurred Associated with Facility Closure
The costs by activity for the Growth, Reinvestment, and Restructuring Programs are outlined below:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)
Strategic Growth Initiatives$6.5 $13.4 $31.1 $43.0 
Other15.9 3.5 35.3 14.7 
Total$22.4 $16.9 $66.4 $57.7 
v3.22.2.2
Leases (Tables)
9 Months Ended
Sep. 30, 2022
Leases [Abstract]  
Schedule of Supplemental Balance Sheet Information Related to Leases
Supplemental balance sheet information related to leases was as follows:
Balance Sheet ClassificationSeptember 30, 2022December 31, 2021
(In millions)
Assets
OperatingOperating lease right-of-use assets$182.9 $138.1 
FinanceProperty, plant, and equipment, net1.3 2.2 
Total assets$184.2 $140.3 
Liabilities
Current liabilities
OperatingAccrued expenses$38.1 $33.1 
FinanceCurrent portion of long-term debt0.6 1.0 
Total current liabilities38.7 34.1 
Noncurrent liabilities
OperatingOperating lease liabilities158.6 119.0 
FinanceLong-term debt0.7 1.2 
Total noncurrent liabilities159.3 120.2 
Total lease liabilities$198.0 $154.3 
Schedule of Weighted-average Discount Rates for Company's Operating and Finance Leases and Components of Lease Expense
The weighted-average discount rates for the Company's operating and finance leases are as follows:

Weighted-average discount rateSeptember 30, 2022December 31, 2021
Operating leases4.3 %4.3 %
Finance leases2.7 %2.9 %

The weighted-average remaining lease term of the Company's operating and finance leases are as follows:

Weighted-average remaining lease termSeptember 30, 2022December 31, 2021
Operating leases5.9 years6.7 years
Finance leases2.5 years2.8 years
The components of lease expense were as follows:
Three Months Ended September 30,Nine Months Ended September 30,
Statement of Operations Classification2022202120222021
(In millions)
Operating lease costCost of sales and General and administrative$12.1 $8.5 $29.0 $25.8 
Finance lease cost:
Amortization of right-of-use assetsCost of sales and General and administrative0.3 0.3 0.9 1.1 
Interest on lease liabilitiesInterest expense— — — 0.1 
Total finance lease cost0.3 0.3 0.9 1.2 
Variable lease cost (1)Cost of sales and General and administrative3.7 4.2 11.9 11.6 
Net lease cost$16.1 $13.0 $41.8 $38.6 

(1)    Includes short-term leases, which are immaterial.
Schedule of Future Maturities of Operating Lease Liabilities
Future maturities of lease liabilities were as follows:
Operating Leases (1)Finance Leases
(In millions)
Three months ended December 31, 2022$11.3 $0.2 
202344.2 0.5 
202438.8 0.4 
202535.6 0.2 
202634.8 — 
Thereafter59.6 — 
Total lease payments224.3 1.3 
Less: Interest(27.6)— 
Present value of lease liabilities$196.7 $1.3 
(1)     Operating lease payments include $2.8 million related to options to extend lease terms that are reasonably certain of being exercised.
Schedule of Future Maturities of Finance Lease Liabilities
Future maturities of lease liabilities were as follows:
Operating Leases (1)Finance Leases
(In millions)
Three months ended December 31, 2022$11.3 $0.2 
202344.2 0.5 
202438.8 0.4 
202535.6 0.2 
202634.8 — 
Thereafter59.6 — 
Total lease payments224.3 1.3 
Less: Interest(27.6)— 
Present value of lease liabilities$196.7 $1.3 
(1)     Operating lease payments include $2.8 million related to options to extend lease terms that are reasonably certain of being exercised.
Schedule of Other Information Related to Leases
Other information related to leases were as follows:
Nine Months EndedNine Months Ended
September 30, 2022September 30, 2021
(In millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$27.8 $27.6 
Financing cash flows from finance leases1.0 1.3 
v3.22.2.2
Receivables Sales Program (Tables)
9 Months Ended
Sep. 30, 2022
Receivables [Abstract]  
Schedule of Receivables Sales Program
The following table includes the outstanding amount of accounts receivable sold under the Receivables Sales Program and the receivables collected from customers and not remitted to the financial institutions. All amounts in the table below include continuing and discontinued operations:
September 30, 2022December 31, 2021
 (In millions)
Outstanding accounts receivable sold$378.0 $357.3 
Receivables collected and not remitted to financial institutions216.4 205.0 
The following table summarizes the cash flows of the Company's accounts receivables associated with the Receivables Sales Program. All amounts in the table below include continuing and discontinued operations:
Nine Months Ended September 30,
20222021
 (In millions)
Receivables sold$1,782.3 $1,312.3 
Receivables collected and remitted to financial institutions(1,761.6)(1,316.3)
v3.22.2.2
Inventories (Tables)
9 Months Ended
Sep. 30, 2022
Inventory Disclosure [Abstract]  
Schedule of Inventories
September 30, 2022December 31, 2021
 (In millions)
Raw materials and supplies$259.8 $183.0 
Finished goods389.1 278.6 
Total inventories$648.9 $461.6 
v3.22.2.2
Discontinued Operations (Tables)
9 Months Ended
Sep. 30, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Disposal Groups, Including Discontinued Operations
Results of discontinued operations are as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions)(In millions)
Net sales$424.4 $349.2 $1,179.6 $1,110.2 
Cost of sales370.1 295.1 1,018.1 918.5 
Selling, general, administrative and other operating expenses41.9 31.0 117.0 95.6 
Amortization expense2.0 6.3 14.5 19.1 
Loss (gain) on sale of business73.8 — 73.8 (18.4)
Operating income from discontinued operations(63.4)16.8 (43.8)95.4 
Interest and other expense11.4 4.1 18.3 8.9 
Income tax (benefit) expense0.6 1.9 4.6 19.8 
Net (loss) income from discontinued operations$(75.4)$10.8 $(66.7)$66.7 

Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021 include the following:

September 30, 2022December 31, 2021
(In millions)
Cash$2.8 $4.1 
Receivables, net133.7 57.9 
Inventories271.3 216.2 
Prepaid expenses and other assets5.2 5.5 
Property, plant, and equipment, net323.5 319.0 
Operating lease right-of-use assets29.9 27.5 
Goodwill356.0 359.5 
Intangible assets, net203.1 218.4 
Valuation allowance(73.8)— 
Total assets of discontinued operations$1,251.7 $1,208.1 
Accounts payable$207.8 $160.1 
Accrued expenses and other liabilities56.5 45.2 
Operating lease liabilities25.6 25.0 
Deferred income taxes49.5 52.2 
Total liabilities of discontinued operations$339.4 $282.5 
v3.22.2.2
Property, Plant, and Equipment (Tables)
9 Months Ended
Sep. 30, 2022
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant, and Equipment
September 30, 2022December 31, 2021
(In millions)
Land$28.5 $28.7 
Buildings and improvements315.3 308.0 
Machinery and equipment997.4 999.1 
Construction in progress48.6 51.3 
Total1,389.8 1,387.1 
Less accumulated depreciation(734.0)(687.0)
Property, plant, and equipment, net$655.8 $700.1 
v3.22.2.2
Goodwill and Intangible Assets (Tables)
9 Months Ended
Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Carrying Amount of Goodwill
Changes in the carrying amount of goodwill for the nine months ended September 30, 2022 are as follows:
Goodwill
 (In millions)
Balance at December 31, 2021, before accumulated impairment losses$1,854.9 
Accumulated impairment losses(33.0)
Balance at December 31, 20211,821.9 
Foreign currency exchange adjustments(4.9)
Balance at September 30, 2022$1,817.0 
Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives
The gross carrying amounts and accumulated amortization of intangible assets as of September 30, 2022 and December 31, 2021 are as follows:

 September 30, 2022December 31, 2021
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
 (In millions)
Intangible assets with finite lives:      
Customer-related$542.6 $(321.0)$221.6 $545.5 $(297.3)$248.2 
Trademarks18.7 (14.2)4.5 18.8 (13.4)5.4 
Formulas/recipes15.0 (14.6)0.4 15.1 (14.5)0.6 
Computer software203.1 (130.2)72.9 197.6 (121.2)76.4 
Total finite lived intangibles779.4 (480.0)299.4 777.0 (446.4)330.6 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$785.4 $(480.0)$305.4 $783.0 $(446.4)$336.6 
Schedule of Gross Carrying Amounts of Intangible Assets, with Indefinite Lives
The gross carrying amounts and accumulated amortization of intangible assets as of September 30, 2022 and December 31, 2021 are as follows:

 September 30, 2022December 31, 2021
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
 (In millions)
Intangible assets with finite lives:      
Customer-related$542.6 $(321.0)$221.6 $545.5 $(297.3)$248.2 
Trademarks18.7 (14.2)4.5 18.8 (13.4)5.4 
Formulas/recipes15.0 (14.6)0.4 15.1 (14.5)0.6 
Computer software203.1 (130.2)72.9 197.6 (121.2)76.4 
Total finite lived intangibles779.4 (480.0)299.4 777.0 (446.4)330.6 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$785.4 $(480.0)$305.4 $783.0 $(446.4)$336.6 
v3.22.2.2
Accrued Expenses (Tables)
9 Months Ended
Sep. 30, 2022
Payables and Accruals [Abstract]  
Schedule of Accounts Payable and Accrued Expenses Accrued expenses consist of:
September 30, 2022December 31, 2021
(In millions)
Payroll and benefits$79.4 $46.0 
Trade promotion liabilities22.1 21.8 
Operating lease liabilities38.1 33.1 
Interest5.8 8.8 
Taxes7.0 3.3 
Health insurance, workers' compensation, and other insurance costs22.0 21.9 
Derivative contracts0.1 52.1 
Other accrued liabilities12.0 46.9 
Total$186.5 $233.9 
v3.22.2.2
Long-Term Debt (Tables)
9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt
September 30, 2022December 31, 2021
 (In millions)
Term Loan A$491.3 $496.3 
Term Loan A-1913.7 923.0 
2028 Notes500.0 500.0 
Finance leases1.3 2.2 
Total outstanding debt1,906.3 1,921.5 
Deferred financing costs(15.6)(16.1)
Less current portion(11.3)(15.4)
Total long-term debt$1,879.4 $1,890.0 
v3.22.2.2
Earnings Per Share (Tables)
9 Months Ended
Sep. 30, 2022
Earnings Per Share [Abstract]  
Schedule of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share
The following table summarizes the effect of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings (loss) per share:
 
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions, except per share data)
Weighted average common shares outstanding56.1 55.8 56.0 55.9 
Assumed exercise/vesting of equity awards (1)— — — — 
Weighted average diluted common shares outstanding56.1 55.8 56.0 55.9 
 
(1)For the three and nine months ended September 30, 2022 and 2021, the weighted average common shares outstanding is the same for the computations of both basic and diluted shares outstanding because the Company had a net loss from continuing operations for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 1.6 million and 1.4 million for the three and nine months ended September 30, 2022, respectively, and 1.7 million and 1.5 million for the three and nine months ended September 30, 2021, respectively.
v3.22.2.2
Stock-Based Compensation (Tables)
9 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Schedule of Total Compensation Expense
Total compensation expense related to stock-based payments and the related income tax benefit recognized in Net loss from continuing operations are as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions)(In millions)
Compensation expense related to stock-based payments$6.1 $1.4 $15.2 $10.1 
Related income tax benefit1.5 0.3 3.6 2.5 
Summary of Stock Option Activity Stock options are generally only granted to employees and non-employee directors.
Employee
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term (years)
Aggregate
Intrinsic
Value
 (In thousands)  (In millions)
Outstanding, at December 31, 20211,149 $79.51 2.3$— 
Granted376 42.69 
Forfeited(34)42.69 
Expired(194)67.32 
Outstanding, at September 30, 20221,297 71.63 3.8— 
Vested/expected to vest, at September 30, 20221,230 73.21 3.5— 
Exercisable, at September 30, 2022956 81.97 1.7— 
Schedule of Weighted Average Assumptions Used to Calculate the Value of Awards Granted The weighted average assumptions used to calculate the value of the stock option awards granted are presented as follows:
Nine Months Ended
September 30,
2022
Dividend yield%
Risk-free rate2.93 %
Expected volatility38.54 %
Expected term (in years)6.33
Schedule of Restricted Stock Unit Activity
The following table summarizes the restricted stock unit activity during the nine months ended September 30, 2022:
 
Employee
Restricted
Stock Units
Weighted
Average
Grant Date
Fair Value
Director
Restricted
Stock Units
Weighted
Average
Grant Date
Fair Value
 (In thousands) (In thousands) 
Nonvested, at December 31, 2021660 $48.88 50 $48.15 
Granted673 31.91 51 31.25 
Vested(275)50.60 (30)48.59 
Forfeited(225)39.65 — — 
Nonvested, at September 30, 2022833 37.10 71 35.88 
Vested and deferred, at September 30, 202220 47.50 
Schedule of Highlight of Restricted Stock Unit Activity
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Fair value of vested restricted stock units$1.0 $2.0 $10.3 $22.0 
Tax benefit recognized from vested restricted stock units0.1 0.5 1.6 3.7 
Schedule of Assumptions Used in the Monte Carlo Simulation The weighted average assumptions used in the Monte Carlo simulations were as follows:
Nine Months Ended
September 30,
20222021
Dividend yield%%
Risk-free rate2.36 %0.30 %
Expected volatility (TreeHouse Foods, Inc.)36.84 %35.65 %
Expected volatility (Peer Group)36.64 %37.72 %
Expected volatility (Index)
16.30 %N/A
Expected term (in years)2.142.75
Schedule of Performance Unit Activity
The following table summarizes the performance unit activity during the nine months ended September 30, 2022:  
Performance
Units
Weighted
Average
Grant Date
Fair Value
 (In thousands) 
Nonvested, at December 31, 2021480 $54.21 
Granted429 45.75 
Vested(63)64.55 
Forfeited(202)53.68 
Nonvested, at September 30, 2022644 45.01 
Schedule of Highlight of Performance Unit Activity
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Fair value of vested performance units$— $— $2.0 $5.6 
Tax benefit recognized from performance units vested— 0.1 0.2 0.3 
v3.22.2.2
Accumulated Other Comprehensive Loss (Tables)
9 Months Ended
Sep. 30, 2022
Equity [Abstract]  
Schedule of Components of Accumulated Other Comprehensive Loss Net of Tax
Accumulated other comprehensive loss consists of the following components, all of which are net of tax:
 
Foreign
Currency
Translation (1)
Unrecognized
Pension and
Postretirement
Benefits (1)
Accumulated
Other
Comprehensive
Loss
 (In millions)
Balance at December 31, 2020$(67.3)$3.3 $(64.0)
Other comprehensive loss before reclassifications(2.5)— (2.5)
Reclassifications from accumulated other comprehensive loss (2)— 0.5 0.5 
Other comprehensive (loss) income(2.5)0.5 (2.0)
Balance at September 30, 2021$(69.8)$3.8 $(66.0)
Balance at December 31, 2021$(70.9)$17.3 $(53.6)
Other comprehensive loss before reclassifications(20.8)— (20.8)
Reclassifications from accumulated other comprehensive loss (2)— 0.2 0.2 
Other comprehensive (loss) income(20.8)0.2 (20.6)
Balance at September 30, 2022$(91.7)$17.5 $(74.2)
  
(1)The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three and nine months ended September 30, 2022 and 2021.
(2)Refer to Note 16 for additional information regarding these reclassifications.
v3.22.2.2
Employee Retirement and Postretirement Benefits (Tables)
9 Months Ended
Sep. 30, 2022
Retirement Benefits [Abstract]  
Schedule of Net Periodic Cost (Benefit) of Pension and Postretirement Benefit Plans
Components of net periodic pension benefit are as follows:
 
Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Service cost$0.1 $0.4 $0.4 $0.8 
Interest cost2.3 2.3 6.9 6.6 
Expected return on plan assets(3.8)(3.5)(11.4)(10.4)
Curtailment (1)— (0.7)— (0.7)
Amortization of unrecognized prior service cost— — — 0.1 
Amortization of unrecognized net loss0.1 0.2 0.2 0.4 
Net periodic pension benefit$(1.3)$(1.3)$(3.9)$(3.2)

(1)     For the three and nine months ended September 30, 2021, the Company recognized a curtailment gain of $0.7 million related to the sale of the RTE Cereal business within Cost of sales in the Condensed Consolidated Statements of Operations.
Components of net periodic postretirement cost are as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Interest cost$0.2 $0.2 $0.5 $0.5 
Net periodic postretirement cost$0.2 $0.2 $0.5 $0.5 
v3.22.2.2
Other Operating Expense, Net (Tables)
9 Months Ended
Sep. 30, 2022
Other Income and Expenses [Abstract]  
Schedule of Other Operating Expense, Net
The Company incurred other operating expense for the three and nine months ended September 30, 2022 and 2021, which consisted of the following: 
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
(In millions)(In millions)
Restructuring (1)$22.4 $16.9 $66.4 $57.7 
Other1.0 — — 0.1 
Total other operating expense, net$23.4 $16.9 $66.4 $57.8 

(1)     Refer to Note 3 for more information.
v3.22.2.2
Derivative Instruments (Tables)
9 Months Ended
Sep. 30, 2022
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheet The following table identifies the fair value of each derivative instrument:
 September 30, 2022December 31, 2021
(In millions)
Asset derivatives
Commodity contracts$5.4 $3.9 
Interest rate swap agreements25.8 — 
 $31.2 $3.9 
Liability derivatives
Commodity contracts$— $0.9 
Interest rate swap agreements— 51.2 
Total return swap contract0.1 — 
 $0.1 $52.1 
Schedule of Gains and Losses on Derivative Contracts We recognized the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations:
Location of Gain (Loss)Three Months Ended
September 30,
Nine Months Ended
September 30,
 Recognized in Net Income (Loss)2022202120222021
  (In millions)(In millions)
Mark-to-market unrealized gain (loss)    
Commodity contractsOther income, net$(7.6)$(1.7)$2.4 $3.5 
Interest rate swap agreementsOther income, net24.8 6.4 77.0 29.8 
Total return swap contractGeneral and administrative(0.1)(0.3)(0.1)(0.2)
Total unrealized gain $17.1 $4.4 $79.3 $33.1 
Realized gain (loss) 
Commodity contractsManufacturing related to Cost of sales and transportation related to Selling and distribution$3.1 $8.2 $12.9 $23.7 
Interest rate swap agreementsInterest expense(1.6)(6.3)(12.4)(18.6)
Total return swap contractsGeneral and administrative(0.2)0.2 (1.3)0.8 
Total realized gain (loss) $1.3 $2.1 $(0.8)$5.9 
Total gain $18.4 $6.5 $78.5 $39.0 
v3.22.2.2
Disaggregation of Revenue (Tables)
9 Months Ended
Sep. 30, 2022
Segment Reporting [Abstract]  
Schedule of Segment Revenue Disaggregated by Product Category
Revenue disaggregated by product category groups is as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Snacking$347.4 $293.8 $980.0 $833.7 
Beverages & drink mixes290.6 241.6 797.2 694.5 
Grocery237.0 216.3 680.6 601.4 
Total net sales $875.0 $751.7 $2,457.8 $2,129.6 

Revenue disaggregated by sales channel is as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
 (In millions)(In millions)
Retail grocery$682.9 $575.2 $1,884.6 $1,653.6 
Co-manufacturing128.4 116.3 382.9 306.9 
Food-away-from-home and other63.7 60.2 190.3 169.1 
Total net sales $875.0 $751.7 $2,457.8 $2,129.6 
v3.22.2.2
Basis of Presentation (Details)
$ in Millions
3 Months Ended
Sep. 30, 2022
segment
Oct. 03, 2022
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Number of operating segments 1  
Number of segment managers 1  
Disposed of by sale | Meal Preparation | Subsequent Event    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Base purchase price | $   $ 950.0
v3.22.2.2
Growth, Reinvestment, and Restructuring Programs - Additional Information (Details) - Strategic Growth Initiatives
$ in Millions
Sep. 30, 2022
USD ($)
Restructuring Cost and Reserve [Line Items]  
Restructuring costs incurred $ 91.1
Expected restructuring costs $ 130.0
v3.22.2.2
Growth, Reinvestment, and Restructuring Programs - Aggregate Expenses Incurred Associated with Facility Closure (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 22.4 $ 16.9 $ 66.4 $ 57.7
Restructuring and Margin Improvement Activities Categories        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 22.4 16.9 66.4 57.7
Restructuring and Margin Improvement Activities Categories | Strategic Growth Initiatives        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 6.5 13.4 31.1 43.0
Restructuring and Margin Improvement Activities Categories | Other        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 15.9 3.5 35.3 14.7
Employee-related        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 12.5 4.3 31.8 16.3
Other costs        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 9.9 $ 12.6 $ 34.6 $ 41.4
v3.22.2.2
Growth, Reinvestment, and Restructuring Programs - Activity of Restructuring Program Liabilities (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Restructuring Reserve [Roll Forward]        
Beginning Balance     $ 13.6  
Expenses recognized $ 22.4 $ 16.9 66.4 $ 57.7
Cash payments     (23.9)  
Ending Balance 19.6   19.6  
Expenses recognized        
Restructuring Reserve [Roll Forward]        
Expenses recognized     29.9  
Severance        
Restructuring Reserve [Roll Forward]        
Beginning Balance     3.9  
Cash payments     (6.1)  
Ending Balance 10.1   10.1  
Severance | Expenses recognized        
Restructuring Reserve [Roll Forward]        
Expenses recognized     12.3  
Retention        
Restructuring Reserve [Roll Forward]        
Beginning Balance     9.7  
Cash payments     (17.8)  
Ending Balance $ 9.5   9.5  
Retention | Expenses recognized        
Restructuring Reserve [Roll Forward]        
Expenses recognized     $ 17.6  
v3.22.2.2
Leases - Additional Information (Details)
9 Months Ended
Sep. 30, 2022
Lessee, Lease, Description [Line Items]  
Lessee, operating and financing leases, option to extend, term (in years) 26 years
Lessee, operating and financing leases, option to terminate, term (in years) 1 year
Minimum  
Lessee, Lease, Description [Line Items]  
Lessee, operating and financing leases, term of contract (in years) 1 year
Maximum  
Lessee, Lease, Description [Line Items]  
Lessee, operating and financing leases, term of contract (in years) 11 years
v3.22.2.2
Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Assets    
Operating $ 182.9 $ 138.1
Finance $ 1.3 $ 2.2
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property, plant, and equipment, net Property, plant, and equipment, net
Total assets $ 184.2 $ 140.3
Current liabilities:    
Operating $ 38.1 $ 33.1
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued expenses Accrued expenses
Finance $ 0.6 $ 1.0
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Current portion of long-term debt Current portion of long-term debt
Total current liabilities $ 38.7 $ 34.1
Noncurrent liabilities    
Operating 158.6 119.0
Finance $ 0.7 $ 1.2
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Long-term debt Long-term debt
Total noncurrent liabilities $ 159.3 $ 120.2
Total lease liabilities $ 198.0 $ 154.3
v3.22.2.2
Leases - Weighted-average Discount Rates for Operating and Finance Leases (Details)
Sep. 30, 2022
Dec. 31, 2021
Leases [Abstract]    
Weighted-average discount rate, Operating leases 4.30% 4.30%
Weighted-average discount rate, Finance leases 2.70% 2.90%
v3.22.2.2
Leases - Weighted-average Remaining Lease Term of Operating and Finance Leases (Details)
Sep. 30, 2022
Dec. 31, 2021
Leases [Abstract]    
Weighted-average remaining lease term, Operating leases 5 years 10 months 24 days 6 years 8 months 12 days
Weighted-average remaining lease term, Finance leases 2 years 6 months 2 years 9 months 18 days
v3.22.2.2
Leases - Components of Lease Expense (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Operating lease cost:        
Operating lease cost $ 12.1 $ 8.5 $ 29.0 $ 25.8
Finance lease cost:        
Amortization of right-of-use assets 0.3 0.3 0.9 1.1
Interest on lease liabilities 0.0 0.0 0.0 0.1
Total finance lease cost 0.3 0.3 0.9 1.2
Variable lease cost 3.7 4.2 11.9 11.6
Net lease cost $ 16.1 $ 13.0 $ 41.8 $ 38.6
v3.22.2.2
Leases - Operating and Finance Lease Liability (Details) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2022
Dec. 31, 2021
Operating Leases    
Three months ended December 31, 2022 $ 11.3  
2023 44.2  
2024 38.8  
2025 35.6  
2026 34.8  
Thereafter 59.6  
Total lease payments 224.3  
Less: Interest (27.6)  
Present value of lease liabilities 196.7  
Finance Leases    
Three months ended December 31, 2022 0.2  
2023 0.5  
2024 0.4  
2025 0.2  
2026 0.0  
Thereafter 0.0  
Total lease payments 1.3  
Less: Interest 0.0  
Present value of lease liabilities 1.3 $ 2.2
Lessee, operating lease, option to extend, amount $ 2.8  
v3.22.2.2
Leases - Other Information Relating to Leases (Details) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Leases [Abstract]    
Operating cash flows from operating leases $ 27.8 $ 27.6
Financing cash flows from finance leases $ 1.0 $ 1.3
v3.22.2.2
Receivables Sales Program - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Receivables Sales Agreement [Line Items]        
Termination period     60 days  
Retained interest     $ 0  
Loss on sale of receivables $ 2,000,000 $ 500,000 3,300,000 $ 1,200,000
Maximum        
Receivables Sales Agreement [Line Items]        
Receivables held for sale $ 500,000,000   $ 500,000,000  
v3.22.2.2
Receivables Sales Program - Accounts Receivable Sold the Receivables Sales Program (Details) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Dec. 31, 2021
Receivables [Abstract]      
Outstanding accounts receivable sold $ 378.0   $ 357.3
Receivables collected and not remitted to financial institutions 216.4   $ 205.0
Receivables sold 1,782.3 $ 1,312.3  
Receivables collected and remitted to financial institutions $ (1,761.6) $ (1,316.3)  
v3.22.2.2
Inventories - Components (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Inventory Disclosure [Abstract]    
Raw materials and supplies $ 259.8 $ 183.0
Finished goods 389.1 278.6
Total inventories $ 648.9 $ 461.6
v3.22.2.2
Discontinued Operations - Narrative (Details) - Disposed of by sale
$ in Millions
3 Months Ended 9 Months Ended
Oct. 03, 2022
USD ($)
category
facility
Jun. 01, 2021
USD ($)
manufacturing_plant
Sep. 30, 2022
USD ($)
Sep. 30, 2021
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2021
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]            
Gain on sale of business     $ (63.4) $ 16.8 $ (43.8) $ 95.4
Meal Preparation | Subsequent Event            
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]            
Base purchase price $ 950.0          
Proceeds from divestitures 527.5          
Note receivable $ 422.5          
Note receivable, term 5 years          
Number of manufacturing facilities | facility 14          
Number of categories | category 11          
TSA, maximum term 24 months          
TSA, renewal term 12 months          
TSA, credit provided to Buyer $ 35.0          
RTE Cereal            
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]            
Base purchase price   $ 85.0        
Proceeds from divestitures   $ 88.0        
TSA, maximum term   12 months        
TSA, renewal term   6 months        
Gain on sale of business   $ 18.4        
Number of manufacturing plants disposed of | manufacturing_plant   2        
v3.22.2.2
Discontinued Operations - Results of Discontinued Operations on Income Statement (Details) - Disposed of by sale - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Net sales $ 424.4 $ 349.2 $ 1,179.6 $ 1,110.2
Cost of sales 370.1 295.1 1,018.1 918.5
Selling, general, administrative and other operating expenses 41.9 31.0 117.0 95.6
Amortization expense 2.0 6.3 14.5 19.1
Loss (gain) on sale of business 73.8 0.0 73.8 (18.4)
Operating income from discontinued operations (63.4) 16.8 (43.8) 95.4
Interest and other expense 11.4 4.1 18.3 8.9
Income tax (benefit) expense 0.6 1.9 4.6 19.8
Net (loss) income from discontinued operations $ (75.4) $ 10.8 $ (66.7) $ 66.7
v3.22.2.2
Discontinued Operations - Assets and Liabilities of Discontinued Operations (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Total assets of discontinued operations $ 1,251.7 $ 1,208.1
Total liabilities of discontinued operations 339.4 282.5
Disposed of by sale    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Cash 2.8 4.1
Receivables, net 133.7 57.9
Inventories 271.3 216.2
Prepaid expenses and other assets 5.2 5.5
Property, plant, and equipment, net 323.5 319.0
Operating lease right-of-use assets 29.9 27.5
Goodwill 356.0 359.5
Intangible assets, net 203.1 218.4
Valuation allowance (73.8) 0.0
Total assets of discontinued operations 1,251.7 1,208.1
Accounts payable 207.8 160.1
Accrued expenses and other liabilities 56.5 45.2
Operating lease liabilities 25.6 25.0
Deferred income taxes 49.5 52.2
Total liabilities of discontinued operations $ 339.4 $ 282.5
v3.22.2.2
Property, Plant, and Equipment - Components (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 1,389.8 $ 1,387.1
Less accumulated depreciation (734.0) (687.0)
Property, plant, and equipment, net 655.8 700.1
Land    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 28.5 28.7
Buildings and improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 315.3 308.0
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 997.4 999.1
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 48.6 $ 51.3
v3.22.2.2
Property, Plant, and Equipment - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 23.2 $ 25.5 $ 71.2 $ 76.9
v3.22.2.2
Goodwill and Intangible Assets - Additional Information (Details)
$ in Millions
3 Months Ended
Sep. 30, 2022
USD ($)
segment
Dec. 31, 2021
USD ($)
Finite-Lived Intangible Assets [Line Items]    
Number of reportable segments | segment 1  
Disposed of by sale    
Finite-Lived Intangible Assets [Line Items]    
Goodwill | $ $ 356.0 $ 359.5
v3.22.2.2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2022
Dec. 31, 2021
Goodwill [Roll Forward]    
Balance at December 31, 2021, before accumulated impairment losses   $ 1,854.9
Accumulated impairment losses   $ (33.0)
Balance at December 31, 2021 $ 1,821.9  
Foreign currency exchange adjustments (4.9)  
Balance at September 30, 2022 $ 1,817.0  
v3.22.2.2
Goodwill and Intangible Assets - Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 779.4 $ 777.0
Accumulated Amortization (480.0) (446.4)
Net Carrying Amount 299.4 330.6
Gross Carrying Amount 785.4 783.0
Net Carrying Amount 305.4 336.6
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets with indefinite lives 6.0 6.0
Customer-related    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 542.6 545.5
Accumulated Amortization (321.0) (297.3)
Net Carrying Amount 221.6 248.2
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 18.7 18.8
Accumulated Amortization (14.2) (13.4)
Net Carrying Amount 4.5 5.4
Formulas/recipes    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 15.0 15.1
Accumulated Amortization (14.6) (14.5)
Net Carrying Amount 0.4 0.6
Computer software    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 203.1 197.6
Accumulated Amortization (130.2) (121.2)
Net Carrying Amount $ 72.9 $ 76.4
v3.22.2.2
Accrued Expenses (Detail) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Payables and Accruals [Abstract]    
Payroll and benefits $ 79.4 $ 46.0
Trade promotion liabilities 22.1 21.8
Operating lease liabilities 38.1 33.1
Interest 5.8 8.8
Taxes 7.0 3.3
Health insurance, workers' compensation, and other insurance costs 22.0 21.9
Derivative contracts 0.1 52.1
Other accrued liabilities 12.0 46.9
Total $ 186.5 $ 233.9
v3.22.2.2
Income Taxes (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Income Tax Disclosure [Abstract]        
Effective income tax rate (15.30%) 8.90% 7.90% 23.00%
Decrease in total amount of unrecognized tax benefits within the next 12 months $ 0.6   $ 0.6  
Decrease in unrecognized tax benefits is reasonably possible $ 0.3   $ 0.3  
v3.22.2.2
Long-Term Debt - Components (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Debt Instrument [Line Items]    
Finance leases $ 1.3 $ 2.2
Total outstanding debt 1,906.3 1,921.5
Deferred financing costs (15.6) (16.1)
Less current portion (11.3) (15.4)
Total long-term debt 1,879.4 1,890.0
2028 Notes    
Debt Instrument [Line Items]    
Senior notes 500.0 500.0
Term Loan A    
Debt Instrument [Line Items]    
Term loan 491.3 496.3
Term Loan A-1    
Debt Instrument [Line Items]    
Term loan $ 913.7 $ 923.0
v3.22.2.2
Long-Term Debt - Additional Information (Details)
1 Months Ended 3 Months Ended 9 Months Ended
Feb. 14, 2022
Feb. 13, 2022
Oct. 31, 2022
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2021
USD ($)
Mar. 31, 2021
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2021
USD ($)
Aug. 10, 2022
USD ($)
Dec. 31, 2021
USD ($)
Debt Instrument [Line Items]                    
Maximum leverage ratio   4.50                
Average interest rate on debt outstanding       4.10%            
Repayments of loans payable             $ 14,300,000 $ 1,133,200,000    
Loss on extinguishment of debt       $ 0 $ 0   0 $ 14,400,000    
Long-term debt, fair value       1,782,300,000     1,782,300,000     $ 1,899,500,000
Long-term debt, carrying value       $ 1,905,000,000     1,905,000,000     1,919,300,000
Subsequent Event                    
Debt Instrument [Line Items]                    
Repayments of loans payable     $ 500,000,000              
2024 Notes                    
Debt Instrument [Line Items]                    
Loss on extinguishment of debt           $ 14,400,000        
Debt instrument premium           9,000,000        
Write off of deferred financing costs           $ 5,400,000        
Interest rate swap agreements                    
Debt Instrument [Line Items]                    
Average interest rate on debt outstanding       4.54%            
Through June 30, 2022                    
Debt Instrument [Line Items]                    
Maximum leverage ratio 5.50                  
Through September 30, 2022                    
Debt Instrument [Line Items]                    
Maximum leverage ratio 5.25                  
Thereafter                    
Debt Instrument [Line Items]                    
Maximum leverage ratio 4.50                  
Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Revolving credit facility -maximum borrowing capacity       $ 750,000,000     750,000,000   $ 50,000,000  
Debt instrument, covenant, cash and cash equivalents threshold                 65.00%  
Revolving credit facility available       714,200,000     714,200,000      
Letters of credit facility issued but undrawn       35,800,000     35,800,000      
Revolving Credit Facility | Subsequent Event                    
Debt Instrument [Line Items]                    
Revolving credit facility -maximum borrowing capacity     500,000,000              
Term Loan A                    
Debt Instrument [Line Items]                    
Loans payable       491,300,000     491,300,000     496,300,000
Term Loan A | Subsequent Event                    
Debt Instrument [Line Items]                    
Repayments of loans payable     174,800,000              
Term Loan A-1                    
Debt Instrument [Line Items]                    
Loans payable       $ 913,700,000     $ 913,700,000     $ 923,000,000.0
Term Loan A-1 | Subsequent Event                    
Debt Instrument [Line Items]                    
Repayments of loans payable     $ 325,200,000              
v3.22.2.2
Earnings Per Share (Details) - shares
shares in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Earnings Per Share [Abstract]        
Weighted average common shares outstanding (in shares) 56.1 55.8 56.0 55.9
Assumed exercise/vesting of equity awards (in shares) 0.0 0.0 0.0 0.0
Weighted average diluted common shares outstanding (in shares) 56.1 55.8 56.0 55.9
Equity awards, excluded from computation of diluted earnings (in shares) 1.6 1.7 1.4 1.5
v3.22.2.2
Stock-Based Compensation - Additional Information (Details)
$ / shares in Units, $ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Jun. 09, 2022
$ / shares
shares
Dec. 29, 2021
installment
$ / shares
shares
Jun. 30, 2022
$ / shares
shares
Sep. 30, 2022
USD ($)
installment
$ / shares
shares
Sep. 30, 2021
$ / shares
shares
Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Weighted average grant date fair value (in usd per share) | $ / shares       $ 15.62    
Stock Option            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period       3 years    
Award expiration period       10 years    
Compensation costs, unrecognized | $       $ 4.7    
Compensation costs, recognition weighted average remaining period (in years)       2 years 7 months 6 days    
Stock Option | Second anniversary            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting percentage       33.00%    
Stock Option | Third anniversary            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting percentage       67.00%    
Restricted Stock Units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period 18 months     3 years    
Compensation costs, unrecognized | $       $ 24.4    
Compensation costs, recognition weighted average remaining period (in years)       1 year 10 months 24 days    
Weighted average grant date fair value, granted (in usd per share) | $ / shares $ 37.90 $ 40.03        
Stock units, granted (in shares) | shares 62,000 51,200        
Restricted Stock Units | Executive Members            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period   6 months        
Number of installments | installment   3   3    
Performance Units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Compensation costs, unrecognized | $       $ 17.2    
Compensation costs, recognition weighted average remaining period (in years)       1 year 7 months 6 days    
Weighted average grant date fair value, granted (in usd per share) | $ / shares       $ 45.75    
Stock units, granted (in shares) | shares       429,000    
Performance based compensation period       3 years    
Accrual of units (as a percent)       25.00%   33.00%
Performance Units | Executive Members            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Performance based compensation period       3 years    
Grant-date fair value (in usd per share) | $ / shares       $ 26.84 $ 59.16  
Units granted (in shares) | shares       52,600 23,200  
Performance Units | Executive Officers            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Weighted average grant date fair value, granted (in usd per share) | $ / shares     $ 58.36      
Stock units, granted (in shares) | shares     239,300      
Performance based compensation period     2 years      
Performance Units | Minimum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Predefined percentage for calculation of performance unit awards       0.00%    
Performance Units | Minimum | Executive Members            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Predefined percentage for calculation of performance unit awards       0.00%    
Predefined percentage for calculation of performance achievement unit awards       0.00%    
Performance Units | Minimum | Executive Officers            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Predefined percentage for calculation of performance achievement unit awards     0.00%      
Performance Units | Maximum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Predefined percentage for calculation of performance unit awards       200.00%    
Performance Units | Maximum | Executive Members            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Predefined percentage for calculation of performance unit awards       200.00%    
Predefined percentage for calculation of performance achievement unit awards       150.00%    
Performance Units | Maximum | Executive Officers            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Predefined percentage for calculation of performance achievement unit awards     450.00%      
TreeHouse Foods, Inc. Equity and Incentive Plan            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Maximum number of shares available to be awarded (in shares) | shares       17,500,000    
v3.22.2.2
Stock-Based Compensation - Summary of Total Compensation Expense (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Share-Based Payment Arrangement [Abstract]        
Compensation expense related to stock-based payments $ 6.1 $ 1.4 $ 15.2 $ 10.1
Related income tax benefit $ 1.5 $ 0.3 $ 3.6 $ 2.5
v3.22.2.2
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
9 Months Ended 12 Months Ended
Sep. 30, 2022
Dec. 31, 2021
Employee Options    
Beginning balance (in shares) 1,149  
Granted (in shares) 376  
Forfeited (in shares) (34)  
Expired (in shares) (194)  
Ending balance (in shares) 1,297 1,149
Vested/expected to vest, at September 30, 2022 1,230  
Exercisable, at September 30, 2022 956  
Weighted Average Exercise Price    
Beginning balance (in usd per share) $ 79.51  
Granted (in usd per share) 42.69  
Forfeited (in usd per share) 42.69  
Expired (in usd per share) 67.32  
Ending balance (in usd per share) 71.63 $ 79.51
Vested/expected to vest, at September 30, 2022 (in usd per share) 73.21  
Exercisable, at September 30, 2022 (in usd per share) $ 81.97  
Weighted Average Remaining Contractual Term (years)    
Outstanding 3 years 9 months 18 days 2 years 3 months 18 days
Vested/expected to vest, at September 30, 2022 3 years 6 months  
Exercisable, at September 30, 2022 1 year 8 months 12 days  
Aggregate Intrinsic Value    
Beginning balance $ 0.0  
Ending balance 0.0 $ 0.0
Vested/expected to vest 0.0  
Exercisable $ 0.0  
v3.22.2.2
Stock-Based Compensation - Shareholder Return Market Condition and Assumptions (Details)
9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Stock Option    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Dividend yield 0.00%  
Risk-free rate 2.93%  
Expected volatility 38.54%  
Expected term (in years) 6 years 3 months 29 days  
Performance Units    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Dividend yield 0.00% 0.00%
Risk-free rate 2.36% 0.30%
Expected term (in years) 2 years 1 month 20 days 2 years 9 months
Performance Units | Tree House Food    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected volatility 36.84% 35.65%
Performance Units | Peer Group    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected volatility 36.64% 37.72%
Performance Units | Index    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected volatility 16.30%  
v3.22.2.2
Stock-Based Compensation - Summary of Restricted Stock and Restricted Stock Unit Activity (Details) - Restricted Stock Units - $ / shares
9 Months Ended
Jun. 09, 2022
Dec. 29, 2021
Sep. 30, 2022
Restricted Stock Units      
Stock units, granted (in shares) 62,000 51,200  
Weighted Average Grant Date Fair Value      
Weighted average grant date fair value, granted (in usd per share) $ 37.90 $ 40.03  
Employee      
Restricted Stock Units      
Stock units, outstanding, beginning balance (in shares)     660,000
Stock units, granted (in shares)     673,000
Stock units, vested (in shares)     (275,000)
Stock units, forfeited (in shares)     (225,000)
Stock units, outstanding, ending balance (in shares)     833,000
Weighted Average Grant Date Fair Value      
Weighted average grant date fair value, outstanding, beginning balance (in usd per share)     $ 48.88
Weighted average grant date fair value, granted (in usd per share)     31.91
Weighted average grant date fair value, vested (in usd per share)     50.60
Weighted average grant date fair value, forfeited (in usd per share)     39.65
Weighted average grant date fair value, outstanding, ending balance (in usd per share)     $ 37.10
Director      
Restricted Stock Units      
Stock units, outstanding, beginning balance (in shares)     50,000
Stock units, granted (in shares)     51,000
Stock units, vested (in shares)     (30,000)
Stock units, forfeited (in shares)     0
Stock units, outstanding, ending balance (in shares)     71,000
Stock units, vested and deferred (in shares)     20,000,000
Weighted Average Grant Date Fair Value      
Weighted average grant date fair value, outstanding, beginning balance (in usd per share)     $ 48.15
Weighted average grant date fair value, granted (in usd per share)     31.25
Weighted average grant date fair value, vested (in usd per share)     48.59
Weighted average grant date fair value, forfeited (in usd per share)     0
Weighted average grant date fair value, outstanding, ending balance (in usd per share)     35.88
Weighted average grant date fair value, vested and deferred (in usd per share)     $ 47.50
v3.22.2.2
Stock-Based Compensation - Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Details) - Restricted Stock Units - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Fair value of vested restricted stock units $ 1.0 $ 2.0 $ 10.3 $ 22.0
Tax benefit recognized from vested restricted stock units $ 0.1 $ 0.5 $ 1.6 $ 3.7
v3.22.2.2
Stock-Based Compensation - Summary of Performance Unit Activity (Details) - Performance Units
shares in Thousands
9 Months Ended
Sep. 30, 2022
$ / shares
shares
Performance Units  
Stock units, outstanding, beginning balance (in shares) | shares 480
Stock units, granted (in shares) | shares 429
Stock units, vested (in shares) | shares (63)
Stock units, forfeited (in shares) | shares (202)
Stock units, outstanding, ending balance (in shares) | shares 644
Weighted Average Grant Date Fair Value  
Weighted average grant date fair value, outstanding, beginning balance (in usd per share) | $ / shares $ 54.21
Weighted average grant date fair value, granted (in usd per share) | $ / shares 45.75
Weighted average grant date fair value, vested (in usd per share) | $ / shares 64.55
Weighted average grant date fair value, forfeited (in usd per share) | $ / shares 53.68
Weighted average grant date fair value, outstanding, ending balance (in usd per share) | $ / shares $ 45.01
v3.22.2.2
Stock-Based Compensation - Summary of Performance Unit Highlights (Details) - Performance Units - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Fair value of vested performance units $ 0.0 $ 0.0 $ 2.0 $ 5.6
Tax benefit recognized from performance units vested $ 0.0 $ 0.1 $ 0.2 $ 0.3
v3.22.2.2
Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Sep. 30, 2021
Jun. 30, 2021
Mar. 31, 2021
Sep. 30, 2022
Sep. 30, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]                
Beginning balance $ 1,813.6 $ 1,847.8 $ 1,845.4 $ 1,858.5 $ 1,864.5 $ 1,865.0 $ 1,845.4 $ 1,865.0
Other comprehensive loss before reclassifications             (20.8) (2.5)
Reclassifications from accumulated other comprehensive loss             0.2 0.5
Other comprehensive loss (14.4) (10.6) 4.4 (9.0) 6.0 1.0 (20.6) (2.0)
Ending balance 1,715.0 1,813.6 1,847.8 1,857.8 1,858.5 1,864.5 1,715.0 1,857.8
Foreign Currency Translation                
AOCI Attributable to Parent, Net of Tax [Roll Forward]                
Beginning balance     (70.9)     (67.3) (70.9) (67.3)
Other comprehensive loss before reclassifications             (20.8) (2.5)
Reclassifications from accumulated other comprehensive loss             0.0 0.0
Other comprehensive loss             (20.8) (2.5)
Ending balance (91.7)     (69.8)     (91.7) (69.8)
Unrecognized Pension and Postretirement Benefits                
AOCI Attributable to Parent, Net of Tax [Roll Forward]                
Beginning balance     17.3     3.3 17.3 3.3
Other comprehensive loss before reclassifications             0.0 0.0
Reclassifications from accumulated other comprehensive loss             0.2 0.5
Other comprehensive loss             0.2 0.5
Ending balance 17.5     3.8     17.5 3.8
Accumulated Other Comprehensive Loss                
AOCI Attributable to Parent, Net of Tax [Roll Forward]                
Beginning balance (59.8) (49.2) (53.6) (57.0) (63.0) (64.0) (53.6) (64.0)
Other comprehensive loss (14.4) (10.6) 4.4 (9.0) 6.0 1.0    
Ending balance $ (74.2) $ (59.8) $ (49.2) $ (66.0) $ (57.0) $ (63.0) $ (74.2) $ (66.0)
v3.22.2.2
Employee Retirement and Postretirement Benefits - Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Pension Benefits        
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]        
Service cost $ 0.1 $ 0.4 $ 0.4 $ 0.8
Interest cost 2.3 2.3 6.9 6.6
Expected return on plan assets (3.8) (3.5) (11.4) (10.4)
Curtailment 0.0 (0.7) 0.0 (0.7)
Amortization of unrecognized prior service cost 0.0 0.0 0.0 0.1
Amortization of unrecognized net loss 0.1 0.2 0.2 0.4
Net periodic pension/postretirement (benefit) cost (1.3) (1.3) (3.9) (3.2)
Postretirement Benefits        
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]        
Interest cost 0.2 0.2 0.5 0.5
Net periodic pension/postretirement (benefit) cost $ 0.2 $ 0.2 $ 0.5 $ 0.5
v3.22.2.2
Other Operating Expense, Net (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Other Income and Expenses [Abstract]        
Restructuring $ 22.4 $ 16.9 $ 66.4 $ 57.7
Other 1.0 0.0 0.0 0.1
Total other operating expense, net $ 23.4 $ 16.9 $ 66.4 $ 57.8
v3.22.2.2
Commitments and Contingencies (Details)
$ in Millions
9 Months Ended
Sep. 30, 2022
USD ($)
complaint
Loss Contingencies [Line Items]  
Loss contingency, cash payment | $ $ 27.0
Class Actions Filed by Shareholders  
Loss Contingencies [Line Items]  
Loss contingency, number of claims | complaint 4
v3.22.2.2
Derivative Instruments - Additional Information (Details) - USD ($)
Sep. 30, 2022
Dec. 31, 2021
Interest Rate Swap Agreements    
Derivative [Line Items]    
Weighted average fixed interest rate 2.91% 2.91%
Interest Rate Swap Agreements | LIBOR Interest Rate    
Derivative [Line Items]    
Derivative notional amount $ 875,000,000 $ 875,000,000
Diesel Contract    
Derivative [Line Items]    
Derivative, nonmonetary notional amount 12,300,000 58,800,000
Total return swap contract    
Derivative [Line Items]    
Derivative notional amount $ 4,100,000 $ 7,000,000
v3.22.2.2
Derivative Instruments - Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Details) - USD ($)
$ in Millions
Sep. 30, 2022
Dec. 31, 2021
Derivatives, Fair Value [Line Items]    
Asset derivatives $ 31.2 $ 3.9
Liability derivatives 0.1 52.1
Commodity contracts    
Derivatives, Fair Value [Line Items]    
Asset derivatives 5.4 3.9
Liability derivatives 0.0 0.9
Interest rate swap agreements    
Derivatives, Fair Value [Line Items]    
Asset derivatives 25.8 0.0
Liability derivatives 0.0 51.2
Total return swap contract    
Derivatives, Fair Value [Line Items]    
Liability derivatives $ 0.1 $ 0.0
v3.22.2.2
Derivative Instruments - Gains and Losses on Derivative Contracts (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized gain (loss), derivative     $ 79.3 $ 33.1
Total unrealized gain $ 17.1 $ 4.4 79.3 33.1
Total realized gain (loss) 1.3 2.1 (0.8) 5.9
Total gain 18.4 6.5 78.5 39.0
Commodity contracts | Other income, net        
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized gain (loss), commodity (7.6) (1.7) 2.4 3.5
Commodity contracts | Manufacturing related to Cost of sales and transportation related to Selling and distribution        
Derivative Instruments, Gain (Loss) [Line Items]        
Total realized gain (loss) 3.1 8.2 12.9 23.7
Interest rate swap agreements | Other income, net        
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized gain (loss), derivative 24.8 6.4 77.0 29.8
Interest rate swap agreements | Interest expense        
Derivative Instruments, Gain (Loss) [Line Items]        
Total realized gain (loss) (1.6) (6.3) (12.4) (18.6)
Total return swap contract | General and administrative        
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized gain (loss), derivative (0.1) (0.3) (0.1) (0.2)
Total realized gain (loss) $ (0.2) $ 0.2 $ (1.3) $ 0.8
v3.22.2.2
Disaggregation of Revenue (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Disaggregation of Revenue [Line Items]        
Net sales $ 875.0 $ 751.7 $ 2,457.8 $ 2,129.6
Retail grocery        
Disaggregation of Revenue [Line Items]        
Net sales 682.9 575.2 1,884.6 1,653.6
Co-manufacturing        
Disaggregation of Revenue [Line Items]        
Net sales 128.4 116.3 382.9 306.9
Food-away-from-home and other        
Disaggregation of Revenue [Line Items]        
Net sales 63.7 60.2 190.3 169.1
Snacking        
Disaggregation of Revenue [Line Items]        
Net sales 347.4 293.8 980.0 833.7
Beverages & drink mixes        
Disaggregation of Revenue [Line Items]        
Net sales 290.6 241.6 797.2 694.5
Grocery        
Disaggregation of Revenue [Line Items]        
Net sales $ 237.0 $ 216.3 $ 680.6 $ 601.4