TREEHOUSE FOODS, INC., 10-Q filed on 8/7/2023
Quarterly Report
v3.23.2
Cover Page - shares
 6 Months Ended
Jun. 30, 2023
Jul. 31, 2023
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2023  
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, $0.01 par value  
Trading Symbol THS  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   56,378,524
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q2  
Entity Central Index Key 0001320695  
Current Fiscal Year End Date --12-31  
v3.23.2
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 16.9 $ 43.0
Receivables, net 163.5 158.8
Inventories 673.4 589.5
Prepaid expenses and other current assets 21.4 23.2
Total current assets 875.2 814.5
Property, plant, and equipment, net 725.6 666.5
Operating lease right-of-use assets 200.5 184.4
Goodwill 1,824.6 1,817.6
Intangible assets, net 279.5 296.0
Note receivable, net 424.1 427.0
Other assets, net 50.9 47.9
Total assets 4,380.4 4,253.9
Current liabilities:    
Accounts payable 526.5 618.7
Accrued expenses 164.9 208.5
Current portion of long-term debt 0.5 0.6
Total current liabilities 691.9 827.8
Long-term debt 1,594.5 1,394.0
Operating lease liabilities 172.4 159.1
Deferred income taxes 110.5 108.7
Other long-term liabilities 76.2 77.3
Total liabilities 2,645.5 2,566.9
Commitments and contingencies (Note 16)
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, 56.4 and 56.1 shares outstanding as of June 30, 2023 and December 31, 2022, respectively 0.6 0.6
Treasury stock (133.3) (133.3)
Additional paid-in capital 2,212.5 2,205.4
Accumulated deficit (263.5) (302.0)
Accumulated other comprehensive loss (81.4) (83.7)
Total stockholders' equity 1,734.9 1,687.0
Total liabilities and stockholders' equity $ 4,380.4 $ 4,253.9
v3.23.2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Jun. 30, 2023
Dec. 31, 2022
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) 56,400,000 56,100,000
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement [Abstract]        
Net sales $ 843.6 $ 810.2 $ 1,738.4 $ 1,582.8
Cost of sales 710.8 699.2 1,453.3 1,373.1
Gross profit 132.8 111.0 285.1 209.7
Operating expenses:        
Selling and distribution 39.9 54.8 84.9 115.9
General and administrative 54.1 56.1 107.5 109.0
Amortization expense 12.1 11.9 24.1 23.8
Other operating (income) expense, net (2.8) 13.9 (0.2) 43.0
Total operating expenses 103.3 136.7 216.3 291.7
Operating income (loss) 29.5 (25.7) 68.8 (82.0)
Other (income) expense:        
Interest expense 19.2 17.0 37.0 33.7
Interest income (10.8) (0.1) (25.4) (4.2)
(Gain) loss on foreign currency exchange (3.3) 1.1 (3.0) 0.0
Other (income) expense, net (6.2) (11.9) 3.5 (63.6)
Total other (income) expense (1.1) 6.1 12.1 (34.1)
Income (loss) before income taxes 30.6 (31.8) 56.7 (47.9)
Income tax expense (benefit) 8.9 (4.5) 15.8 (6.8)
Net income (loss) from continuing operations 21.7 (27.3) 40.9 (41.1)
Net income (loss) from discontinued operations 1.6 (2.1) (2.4) 8.7
Net income (loss) $ 23.3 $ (29.4) $ 38.5 $ (32.4)
Earnings (loss) per common share - basic:        
Continuing operations (in usd per share) $ 0.38 $ (0.49) $ 0.73 $ (0.74)
Discontinued operations (in usd per share) 0.03 (0.04) (0.04) 0.16
Earnings (loss) per share basic (in usd per share) [1] 0.41 (0.53) 0.68 (0.58)
Earnings (loss) per common share - diluted:        
Continuing operations (in usd per share) 0.38 (0.49) 0.72 (0.74)
Discontinued operations (in usd per share) 0.03 (0.04) (0.04) 0.16
Earnings (loss) per share diluted (in usd per share) [1] $ 0.41 $ (0.53) $ 0.68 $ (0.58)
Weighted average common shares:        
Basic (in shares) 56.4 56.0 56.3 55.9
Diluted (in shares) 56.8 56.0 56.8 55.9
[1] The sum of the individual per share amounts may not add due to rounding.
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Statement of Comprehensive Income [Abstract]        
Net income (loss) $ 23.3 $ (29.4) $ 38.5 $ (32.4)
Other comprehensive income (loss):        
Foreign currency translation adjustments 1.9 (10.6) 2.2 (6.3)
Pension and postretirement reclassification adjustment 0.1 0.0 0.1 0.1
Other comprehensive income (loss) 2.0 (10.6) 2.3 (6.2)
Comprehensive income (loss) $ 25.3 $ (40.0) $ 40.8 $ (38.6)
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
shares in Millions, $ in Millions
Total
Common Stock
Treasury Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2021   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 $ (133.3) $ 2,187.4 $ (155.7) $ (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 $ (133.3) 2,188.4 (158.7) (49.2)
Beginning balance (in shares) at Dec. 31, 2021   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 $ (133.3) 2,187.4 (155.7) (53.6)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income (32.4)          
Other comprehensive income (loss) (6.2)          
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 $ (133.3) 2,194.2 (188.1) (59.8)
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 $ (133.3) 2,188.4 (158.7) (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 $ (133.3) 2,194.2 (188.1) (59.8)
Beginning balance (in shares) at Dec. 31, 2022 56.1 59.0        
Treasury stock, beginning balance (in shares) at Dec. 31, 2022     (2.9)      
Beginning balance at Dec. 31, 2022 $ 1,687.0 $ 0.6 $ (133.3) 2,205.4 (302.0) (83.7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 15.2       15.2  
Other comprehensive income (loss) 0.3         0.3
Issuance of stock awards (in shares)   0.2        
Issuance of stock awards (5.3)     (5.3)    
Stock-based compensation 7.2     7.2    
Ending balance (in shares) at Mar. 31, 2023   59.2        
Treasury stock, ending balance (in shares) at Mar. 31, 2023     (2.9)      
Ending balance at Mar. 31, 2023 $ 1,704.4 $ 0.6 $ (133.3) 2,207.3 (286.8) (83.4)
Beginning balance (in shares) at Dec. 31, 2022 56.1 59.0        
Treasury stock, beginning balance (in shares) at Dec. 31, 2022     (2.9)      
Beginning balance at Dec. 31, 2022 $ 1,687.0 $ 0.6 $ (133.3) 2,205.4 (302.0) (83.7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 38.5          
Other comprehensive income (loss) $ 2.3          
Ending balance (in shares) at Jun. 30, 2023 56.4 59.3        
Treasury stock, ending balance (in shares) at Jun. 30, 2023     (2.9)      
Ending balance at Jun. 30, 2023 $ 1,734.9 $ 0.6 $ (133.3) 2,212.5 (263.5) (81.4)
Beginning balance (in shares) at Mar. 31, 2023   59.2        
Treasury stock, beginning balance (in shares) at Mar. 31, 2023     (2.9)      
Beginning balance at Mar. 31, 2023 1,704.4 $ 0.6 $ (133.3) 2,207.3 (286.8) (83.4)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net (loss) income 23.3       23.3  
Other comprehensive income (loss) 2.0         2.0
Issuance of stock awards (in shares)   0.1        
Issuance of stock awards (0.7)     (0.7)    
Stock-based compensation $ 5.9     5.9    
Ending balance (in shares) at Jun. 30, 2023 56.4 59.3        
Treasury stock, ending balance (in shares) at Jun. 30, 2023     (2.9)      
Ending balance at Jun. 30, 2023 $ 1,734.9 $ 0.6 $ (133.3) $ 2,212.5 $ (263.5) $ (81.4)
v3.23.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Cash flows from operating activities:    
Net income (loss) $ 38.5 $ (32.4)
Net income (loss) from discontinued operations (2.4) 8.7
Net income (loss) from continuing operations 40.9 (41.1)
Adjustments to reconcile net income (loss) to net cash used in operating activities:    
Depreciation and amortization 71.5 71.8
Stock-based compensation 13.1 9.1
Unrealized gain on derivative contracts (3.5) (62.3)
Deferred TSA income (12.3) 0.0
Other (1.7) (0.8)
Changes in operating assets and liabilities, net of acquisitions and divestitures:    
Receivables (3.3) (4.2)
Inventories (50.3) (118.3)
Prepaid expenses and other assets 8.0 (9.4)
Accounts payable (86.3) 94.0
Accrued expenses and other liabilities (25.9) (9.5)
Net cash used in operating activities - continuing operations (49.8) (70.7)
Net cash provided by operating activities - discontinued operations 0.0 44.1
Net cash used in operating activities (49.8) (26.6)
Cash flows from investing activities:    
Additions to property, plant, and equipment (52.6) (39.0)
Additions to intangible assets (2.1) (4.4)
Proceeds from sale of fixed assets 0.0 4.8
Acquisitions, net of cash acquired (102.2) 0.0
Net cash used in investing activities - continuing operations (156.9) (38.6)
Net cash used in investing activities - discontinued operations (15.2) (23.4)
Net cash used in investing activities (172.1) (62.0)
Cash flows from financing activities:    
Borrowings under Revolving Credit Facility 1,544.3 48.0
Payments under Revolving Credit Facility (1,344.8) (48.0)
Payments on financing lease obligations (0.3) (0.7)
Payment of deferred financing costs 0.0 (1.6)
Payments on Term Loans 0.0 (14.3)
Payments related to stock-based award activities (6.0) (3.3)
Net cash provided by (used in) financing activities - continuing operations 193.2 (19.9)
Net cash used in financing activities - discontinued operations 0.0 (0.2)
Net cash provided by (used) in financing activities 193.2 (20.1)
Effect of exchange rate changes on cash and cash equivalents 2.6 (0.8)
Net decrease in cash and cash equivalents (26.1) (109.5)
Add: Cash and cash equivalents of discontinued operations, beginning of period 0.0 4.1
Less: Cash and cash equivalents of discontinued operations, end of period 0.0 (4.1)
Cash and cash equivalents, beginning of period 43.0 304.5
Cash and cash equivalents, end of period 16.9 195.0
Supplemental cash flow disclosures:    
Interest paid 45.3 26.6
Net income taxes paid 16.7 1.2
Non-cash investing activities:    
Accrued purchase of property and equipment 12.3 21.2
Accrued other intangible assets 0.2 1.4
Right-of-use assets obtained in exchange for lease obligations 32.2 43.0
Note receivable purchase price adjustment reduction (5.1) 0.0
Note receivable increase from paid in kind interest 2.2 0.0
Deferred payment from acquisition of seasoned pretzel capability $ 4.0 $ 0.0
v3.23.2
Basis of Presentation
 6 Months Ended
Jun. 30, 2023
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, 2022. Results of operations for interim periods are not necessarily indicative of annual results.

Reclassification

Certain prior year amounts have been reclassified to conform to the current year presentation. Specifically, Interest income has been reclassified out of Other (income) expense, net within the Condensed Consolidated Statements of Operations.

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, 2022.

Segment Information

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 18 for disaggregation of revenue for additional information of our principal products sold.
v3.23.2
Growth, Reinvestment, and Restructuring Programs
 6 Months Ended
Jun. 30, 2023
Restructuring and Related Activities [Abstract]  
Growth, Reinvestment, and Restructuring Programs
2. 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 $110.8 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 TreeHouse Management Operating System ("TMOS") initiatives at our manufacturing plants, 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 during 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
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)
Strategic Growth Initiatives$3.4 $7.8 $10.4 $24.6 
Other5.5 6.1 13.8 19.4 
Total$8.9 $13.9 $24.2 $44.0 
 
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
June 30,		Six Months Ended
June 30,
2023202220232022
 (In millions)
Employee-related$3.4 $3.5 $7.7 $19.3 
Other costs5.5 10.4 16.5 24.7 
Total$8.9 $13.9 $24.2 $44.0 
 
For the three and six months ended June 30, 2023 and 2022, 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 (income) 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 June 30, 2023:  
 SeveranceRetentionTotal Exit Cost Liabilities
 (In millions)
Balance as of December 31, 2022$8.8 $4.2 $13.0 
Expenses recognized0.3 2.3 2.6 
Cash payments(5.0)(6.2)(11.2)
Balance as of June 30, 2023$4.1 $0.3 $4.4 
 
The severance and retention liabilities are included in Accrued expenses in the Condensed Consolidated Balance Sheets.
v3.23.2
Receivables Sales Program
 6 Months Ended
Jun. 30, 2023
Receivables [Abstract]  
Receivables Sales Program
3. 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.
June 30, 2023December 31, 2022
 (In millions)
Outstanding accounts receivable sold$305.4 $347.1 
Receivables collected and not remitted to financial institutions176.9 204.5 
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:
Six Months Ended June 30,
20232022
 (In millions)
Receivables sold$923.0 $1,105.5 
Receivables collected and remitted to financial institutions(964.7)(1,036.5)

The loss on sale of receivables represents the discount taken by third-party financial institutions and was $3.3 million and $0.9 million for three months ended June 30, 2023 and 2022, respectively, and $6.6 million and $1.3 million for the six months ended June 30, 2023 and 2022, respectively, and is included in Other (income) expense, net in the Condensed Consolidated Statements of Operations. The Company has not recognized any servicing assets or liabilities as of June 30, 2023 or December 31, 2022, as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements.
6. NOTE RECEIVABLE

On October 3, 2022, the Company entered into a five-year secured Seller Promissory Note ("Seller Note Credit Agreement") which matures on October 1, 2027. The Seller Note Credit Agreement sets forth the terms of the Seller Promissory Note and the loan evidenced thereby (the "Seller Loan"). The Seller Loan bears interest at a rate per annum equal to 10% for the first two years thereof, 11% for the third year thereof, 12% for the fourth year thereof, and 13% thereafter, payable quarterly in arrears. For the first year of the Seller Loan, a portion of the interest, of up to 1% per annum, may be paid in kind; all other interest for the first year, and all interest thereafter, will be paid in cash. Starting on March 31, 2025, the Loan Parties shall commence repayment of the principal amount of the Seller Loan on a quarterly basis at 0.25% of the principal adjusted for prepayments. During the second quarter of 2023, the Company entered into Amendment No. 1 to the Seller Note Credit Agreement and amended the collateral requirements under the Canadian Collateral Agreement.

The Seller Loan has a balance of $424.1 million and $427.0 million as of June 30, 2023 and December 31, 2022, respectively, included within Note receivable, net in the Condensed Consolidated Balance Sheets. During the three and six months ended June 30, 2023, the Company recognized $10.7 million and $21.4 million, respectively, within Interest income in the Condensed Consolidated Statements of Operations related to the Note Receivable. As of June 30, 2023, the Company has not recorded an allowance for credit losses on uncollectible amounts related to the Note Receivable.
v3.23.2
Inventories
 6 Months Ended
Jun. 30, 2023
Inventory Disclosure [Abstract]  
Inventories
4. INVENTORIES

June 30, 2023December 31, 2022
 (In millions)
Raw materials and supplies$275.0 $232.0 
Finished goods398.4 357.5 
Total inventories$673.4 $589.5 
v3.23.2
Acquisitions and Divestiture
 6 Months Ended
Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Acquisitions and Divestiture
5. ACQUISITIONS AND DIVESTITURE

Acquisitions

Acquisition of Coffee Roasting Capability

On June 30, 2023, the Company completed the acquisition of the Direct Ship coffee business and its Northlake, Texas coffee facility (the "Coffee Roasting Capability") from Farmer Brothers Company, a national coffee roaster, wholesaler, equipment servicer and distributor of coffee, tea, and culinary products. The acquisition brings roasting, grinding, flavoring and blending capabilities to the Company's portfolio to complement the Company's existing single-serve pod and ready-to-drink coffee businesses. The purchase consideration consisted of approximately $92.2 million in cash, subject to customary purchase price adjustments. The acquisition was funded by borrowings from the Company’s $500.0 million Revolving Credit Facility.

The Coffee Roasting Capability was accounted for under the acquisition method of accounting. The Company incurred approximately $2.1 million in acquisition-related costs during the three and six months ended June 30, 2023. These costs are included in General and administrative expense in the Condensed Consolidated Statements of Operations.

The following table summarizes the preliminary purchase price allocation of the fair value of net tangible assets acquired:

(In millions)
Allocation of consideration to assets acquired:
Inventories$31.5 
Property, plant, and equipment, net60.7 
Total purchase price$92.2 

Real property and personal property fair values were determined using the cost and market approaches. The purchase price allocation in the table above is preliminary and subject to the finalization of the Company’s valuation analysis.

Acquisition of Seasoned Pretzel Capability

On April 1, 2023, the Company completed the acquisition of a seasoned pretzel capability for a total purchase price of $14.0 million, which included the recognition of $5.4 million within Goodwill in the Condensed Consolidated Balance Sheets based on the preliminary purchase price allocation. The purchase price consisted of approximately $10.0 million in cash and a deferred payment of $4.0 million due in the third quarter of 2024. The deferred payment is recognized within Other long-term liabilities in the Condensed Consolidated Balance Sheets as of June 30, 2023. The acquisition is in line with our strategy to build category leadership, depth and capabilities to drive profitable growth.

Discontinued Operations

Sale of a Significant Portion of the Meal Preparation Business

On October 3, 2022, the Company completed the sale of a significant portion of the Company’s Meal Preparation business (the "Business") to 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"). The closing purchase price was $963.8 million, and during the second quarter of 2023, a $20.3 million adjustment to the purchase price was finalized, resulting in a final purchase price of $943.5 million. The final purchase price consisted of approximately $522.6 million in cash and approximately $420.9 million in a five-year secured Seller Promissory Note. Refer to Note 6 for additional information on the secured Seller Promissory Note.

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.
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 was 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 costs, at which point deferred income is reduced and TSA income recognized. TSA income is recognized as services are performed, and the income received under the TSA was $11.9 million for the three months ended June 30, 2023 and $25.3 million for the six months ended June 30, 2023. The TSA income is classified within Other operating (income) expense, net in the Company's Condensed Consolidated Statements of Operations. As of June 30, 2023, the deferred income balance on the TSA Credit was fully utilized with no balance remaining.

The Company has reflected this transaction 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
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)(In millions)
Net sales$— $387.1 $— $755.2 
Cost of sales— 335.9 — 648.0 
Selling, general, administrative and other operating expenses— 40.8 — 75.1 
Amortization expense— 6.2 — 12.5 
(Gain) loss on sale of business(1.0)— 3.5 — 
Operating income (loss) from discontinued operations1.0 4.2 (3.5)19.6 
Interest and other expense (income)— 5.8 (1.1)6.9 
Income tax (benefit) expense(0.6)0.5 — 4.0 
Net income (loss) from discontinued operations$1.6 $(2.1)$(2.4)$8.7 
v3.23.2
Note Receivable
 6 Months Ended
Jun. 30, 2023
Receivables [Abstract]  
Note Receivable
3. 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.
June 30, 2023December 31, 2022
 (In millions)
Outstanding accounts receivable sold$305.4 $347.1 
Receivables collected and not remitted to financial institutions176.9 204.5 
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:
Six Months Ended June 30,
20232022
 (In millions)
Receivables sold$923.0 $1,105.5 
Receivables collected and remitted to financial institutions(964.7)(1,036.5)

The loss on sale of receivables represents the discount taken by third-party financial institutions and was $3.3 million and $0.9 million for three months ended June 30, 2023 and 2022, respectively, and $6.6 million and $1.3 million for the six months ended June 30, 2023 and 2022, respectively, and is included in Other (income) expense, net in the Condensed Consolidated Statements of Operations. The Company has not recognized any servicing assets or liabilities as of June 30, 2023 or December 31, 2022, as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements.
6. NOTE RECEIVABLE

On October 3, 2022, the Company entered into a five-year secured Seller Promissory Note ("Seller Note Credit Agreement") which matures on October 1, 2027. The Seller Note Credit Agreement sets forth the terms of the Seller Promissory Note and the loan evidenced thereby (the "Seller Loan"). The Seller Loan bears interest at a rate per annum equal to 10% for the first two years thereof, 11% for the third year thereof, 12% for the fourth year thereof, and 13% thereafter, payable quarterly in arrears. For the first year of the Seller Loan, a portion of the interest, of up to 1% per annum, may be paid in kind; all other interest for the first year, and all interest thereafter, will be paid in cash. Starting on March 31, 2025, the Loan Parties shall commence repayment of the principal amount of the Seller Loan on a quarterly basis at 0.25% of the principal adjusted for prepayments. During the second quarter of 2023, the Company entered into Amendment No. 1 to the Seller Note Credit Agreement and amended the collateral requirements under the Canadian Collateral Agreement.

The Seller Loan has a balance of $424.1 million and $427.0 million as of June 30, 2023 and December 31, 2022, respectively, included within Note receivable, net in the Condensed Consolidated Balance Sheets. During the three and six months ended June 30, 2023, the Company recognized $10.7 million and $21.4 million, respectively, within Interest income in the Condensed Consolidated Statements of Operations related to the Note Receivable. As of June 30, 2023, the Company has not recorded an allowance for credit losses on uncollectible amounts related to the Note Receivable.
v3.23.2
Property, Plant, and Equipment
 6 Months Ended
Jun. 30, 2023
Property, Plant and Equipment [Abstract]  
Property, Plant, and Equipment
7. PROPERTY, PLANT, AND EQUIPMENT
June 30, 2023December 31, 2022
(In millions)
Land$37.4 $28.7 
Buildings and improvements383.1 321.2 
Machinery and equipment1,057.7 1,006.8 
Construction in progress52.3 66.6 
Total1,530.5 1,423.3 
Less accumulated depreciation(804.9)(756.8)
Property, plant, and equipment, net$725.6 $666.5 

Depreciation expense was $23.4 million for both the three months ended June 30, 2023 and 2022 and $47.4 million and $48.0 million for the six months ended June 30, 2023 and 2022, respectively.
v3.23.2
Goodwill and Intangible Assets
 6 Months Ended
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets
8. GOODWILL AND INTANGIBLE ASSETS
 
Goodwill

Changes in the carrying amount of goodwill for the six months ended June 30, 2023 are as follows:
Goodwill
 (In millions)
Balance at December 31, 2022, before accumulated impairment losses$1,850.6 
Accumulated impairment losses(33.0)
Balance at December 31, 20221,817.6 
Acquisition5.4 
Foreign currency exchange adjustments1.6 
Balance at June 30, 2023$1,824.6 

Intangible Assets

The gross carrying amounts and accumulated amortization of intangible assets as of June 30, 2023 and December 31, 2022 are as follows:

 June 30, 2023December 31, 2022
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$549.3 $(347.1)$202.2 $542.9 $(329.5)$213.4 
Trademarks18.7 (15.3)3.4 18.7 (14.6)4.1 
Formulas/recipes15.5 (14.8)0.7 15.1 (14.7)0.4 
Computer software207.0 (139.8)67.2 205.6 (133.5)72.1 
Total finite lived intangibles790.5 (517.0)273.5 782.3 (492.3)290.0 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$796.5 $(517.0)$279.5 $788.3 $(492.3)$296.0 
v3.23.2
Income Taxes
 6 Months Ended
Jun. 30, 2023
Income Tax Disclosure [Abstract]  
Income Taxes
9. INCOME TAXES
 
Income taxes were recognized at effective rates of 29.1% and 27.9% for the three and six months ended June 30, 2023, respectively, compared to 14.2% for both the three and six months ended June 30, 2022. The change in the Company's effective tax rate for the three and six months ended June 30, 2023 compared to 2022 is primarily driven by the estimated amount of annual pre-tax earnings. 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 $0.3 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 all of the $0.3 million could affect net income when settled. The timing of cash settlement, if any, cannot be reasonably estimated for uncertain tax benefits.
v3.23.2
Long-Term Debt
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Long-Term Debt
10. LONG-TERM DEBT
 
June 30, 2023December 31, 2022
 (In millions)
Revolving Credit Facility$199.5 $— 
Term Loan A316.4 316.4 
Term Loan A-1588.6 588.6 
2028 Notes500.0 500.0 
Finance leases0.9 1.2 
Total outstanding debt1,605.4 1,406.2 
Deferred financing costs(10.4)(11.6)
Less current portion(0.5)(0.6)
Total long-term debt$1,594.5 $1,394.0 

Credit Agreement

On February 17, 2023, the Company entered into Amendment No. 6 to the Credit Agreement. Amendment No. 6 implemented the replacement provisions for LIBOR with rates based on Term SOFR, plus a credit spread adjustment of 0.10%. The material terms and conditions under the Credit Agreement are otherwise substantially consistent with those contained in the Credit Agreement prior to Amendment No. 6.

Revolving Credit Facility — As of June 30, 2023, the Company had $199.5 million drawn from its $500.0 million Revolving Credit Facility. The Company had remaining availability of $267.5 million under the Revolving Credit Facility, and there were $33.0 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.

Interest is payable quarterly or, if earlier, at the end of the applicable interest period in arrears on any outstanding borrowings under the Revolving Credit Facility. The interest rates applicable to the Revolving Credit Facility are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing, and are determined by either (i) Term SOFR, plus a margin ranging from 1.20% to 1.70%, or (ii) a Base Rate (as defined in the Credit Agreement), plus a margin ranging from 0.20% to 0.70%. The unused fee on the Revolving Credit Facility is also based on the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing, and accrues at a rate ranging from 0.20% to 0.35%.
Term Loan A — On December 1, 2017, the Company entered into a $500 million term loan and amended the loan to extend the maturity date to March 26, 2028. The interest rates applicable to Term Loan A are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing, and are determined by either (i) Term SOFR, plus a margin ranging from 1.675% to 2.175%, or (ii) a Base Rate (as defined in the Credit Agreement), plus a margin ranging from 0.675% to 1.175%. As a result of the principal prepayment of $174.8 million on Term Loan A in October 2022, principal amortization payments are no longer due on a quarterly basis, and the remaining principal balance is due at maturity. Interest is payable quarterly or, if earlier, at the end of the applicable interest period in arrears on any outstanding borrowings under Term Loan A.

Term Loan A-1 — On December 1, 2017, the Company entered into a term loan and amended the loan amount to $930 million and extended the maturity date to March 26, 2026. The interest rates applicable to Term Loan A-1 are the same as those applicable to the Revolving Credit Facility (other than, for the avoidance of doubt, the unused fee). As a result of the principal prepayment of $325.2 million on Term Loan A-1 in October 2022, principal amortization payments are no longer due on a quarterly basis, and the remaining principal balance is due at maturity. Interest is payable quarterly or, if earlier, at the end of the applicable interest period in arrears on any outstanding borrowing under Term Loan A-1.

2028 Notes — On September 9, 2020, the Company completed its public offering of $500 million aggregate principal amount of the 2028 Notes. The 2028 Notes pay interest at the rate of 4.000% per annum and mature on September 1, 2028. Interest is payable on the 2028 Notes on March 1 and September 1 of each year. The payments began on March 1, 2021.
Fair Value — At June 30, 2023, the aggregate fair value of the Company's total debt was $1,539.3 million and its carrying value was $1,604.5 million. At December 31, 2022, the aggregate fair value of the Company's total debt was $1,335.8 million and its carrying value was $1,405.0 million. The fair values of Revolving Credit Facility, 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.
v3.23.2
Earnings Per Share
 6 Months Ended
Jun. 30, 2023
Earnings Per Share [Abstract]  
Earnings Per Share
11. 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
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)
Weighted average common shares outstanding56.4 56.0 56.3 55.9 
Assumed exercise/vesting of equity awards (1)0.4 — 0.5 — 
Weighted average diluted common shares outstanding56.8 56.0 56.8 55.9 
 
(1)For the three and six months ended June 30, 2022, 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 1.2 million for both the three and six months ended June 30, 2023, and 1.8 million and 1.4 million for three and six months ended June 30, 2022, respectively.
v3.23.2
Stock-Based Compensation
 6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
12. 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. On April 27, 2023, the Plan was amended and restated to increase the number of shares available for issuance under the Plan by 5.0 million shares. The maximum number of shares authorized to be awarded under the Plan is approximately 22.5 million as of June 30, 2023.
Total compensation expense related to stock-based payments and the related income tax benefit recognized in Net income (loss) from continuing operations are as follows:
Three Months Ended
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)(In millions)
Compensation expense related to stock-based payments$5.9 $5.3 $13.1 $9.1 
Related income tax benefit0.8 1.2 1.7 2.1 

All amounts below include continuing and discontinued operations.

Stock Options — Stock options granted under the Plan during 2022 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.
The following table summarizes stock option activity during 2023:
Employee
Options		Weighted
Average
Exercise
Price		Weighted
Average
Remaining
Contractual
Term (yrs.)		Aggregate
Intrinsic
Value
(In thousands)(In millions)
Outstanding, at December 31, 20221,258 $72.09 3.5$2.1 
Expired(215)71.92 
Outstanding, at June 30, 20231,043 72.13 3.52.4 
Vested/expected to vest, at June 30, 20231,001 73.35 3.32.1 
Exercisable, at June 30, 2023727 84.90 1.2— 
Unrecognized compensation costs related to nonvested options totaled $3.1 million at June 30, 2023 and are expected to be recognized over a weighted average period of 1.9 years.

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.

Non-employee director restricted stock units generally vest on the first anniversary of the grant date. Certain non-employee 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 six months ended June 30, 2023:
 
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, 2022632 $37.08 71 $35.88 
Granted323 47.44 22 52.81 
Vested(240)39.11 (45)31.25 
Forfeited(40)38.25 — — 
Nonvested, at June 30, 2023675 41.24 48 48.15 
Vested and deferred, at June 30, 202326 44.01 
 
 Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Fair value of vested restricted stock units$3.2 $1.7 $14.3 $9.3 
Tax benefit recognized from vested restricted stock units0.7 0.3 2.3 1.5 
 
Unrecognized compensation costs related to nonvested restricted stock units are approximately $23.9 million as of June 30, 2023 and will be recognized over a weighted average period of 2.0 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.

•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.
•For performance unit awards granted in 2021 through 2023, certain executive members of management received awards that were measured using a relative total shareholder return ("TSR") market condition over a 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 $50.43 on approximately 22,000 units granted in 2023 and a grant-date fair value of $26.84 on approximately 52,600 units granted in 2022.
•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:

Six Months Ended
June 30,
2023
Dividend yield0 %
Risk-free rate3.87 %
Expected volatility (TreeHouse Foods, Inc.)35.17 %
Expected volatility (Peer Group)35.04 %
Expected volatility (Index)N/A
Expected term (in years)2.80

The following table summarizes the performance unit activity during the six months ended June 30, 2023:  
Performance
Units		Weighted
Average
Grant Date
Fair Value
 (In thousands) 
Nonvested, at December 31, 2022620 $45.23 
Granted99 47.73 
Vested(98)42.73 
Forfeited(72)42.10 
Nonvested, at June 30, 2023549 47.42 
 
 Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Fair value of vested performance units$1.3 $— $5.0 $2.0 
Tax benefit recognized from performance units vested— — 0.4 0.2 

Unrecognized compensation costs related to nonvested performance units are estimated to be approximately $11.6 million as of June 30, 2023 and are expected to be recognized over a weighted average period of 1.4 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.
v3.23.2
Accumulated Other Comprehensive Loss
 6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Accumulated Other Comprehensive Loss
13. 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, 2021$(70.9)$17.3 $(53.6)
Other comprehensive loss before reclassifications(6.3)— (6.3)
Reclassifications from accumulated other comprehensive loss (2)— 0.1 0.1 
Other comprehensive (loss) income(6.3)0.1 (6.2)
Balance at June 30, 2022$(77.2)$17.4 $(59.8)
Balance at December 31, 2022$(87.0)$3.3 $(83.7)
Other comprehensive income before reclassifications2.2 — 2.2 
Reclassifications from accumulated other comprehensive loss (2)— 0.1 0.1 
Other comprehensive income2.2 0.1 2.3 
Balance at June 30, 2023$(84.8)$3.4 $(81.4)
  
(1)The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three and six months ended June 30, 2023 and 2022.
(2)Refer to Note 14 for additional information regarding these reclassifications.
v3.23.2
Employee Retirement and Postretirement Benefits
 6 Months Ended
Jun. 30, 2023
Retirement Benefits [Abstract]  
Employee Retirement and Postretirement Benefits
14. 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
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Service cost$0.1 $0.2 $0.2 $0.3 
Interest cost3.1 2.3 6.3 4.6 
Expected return on plan assets(3.5)(3.8)(6.9)(7.6)
Amortization of unrecognized prior service cost0.1 — 0.1 — 
Amortization of unrecognized net loss0.1 — 0.2 0.1 
Net periodic pension benefit$(0.1)$(1.3)$(0.1)$(2.6)
Components of net periodic postretirement cost are as follows:
Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Interest cost$0.2 $0.1 $0.4 $0.3 
Amortization of unrecognized net gain(0.1)— (0.2)— 
Net periodic postretirement cost$0.1 $0.1 $0.2 $0.3 

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) expense, net of the Condensed Consolidated Statements of Operations.
v3.23.2
Other Operating (Income) Expense, Net
 6 Months Ended
Jun. 30, 2023
Other Income and Expenses [Abstract]  
Other Operating (Income) Expense, Net
15. OTHER OPERATING (INCOME) EXPENSE, NET

The Company incurred other operating expense for the three and six months ended June 30, 2023 and 2022, which consisted of the following: 
Three Months Ended
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)(In millions)
Growth, reinvestment, and restructuring programs (1)$8.9 $13.9 $24.2 $44.0 
TSA income (2)(11.9)— (25.3)— 
Other0.2 — 0.9 (1.0)
Other operating (income) expense, net$(2.8)$13.9 $(0.2)$43.0 

(1)     Refer to Note 2 for more information.
(2)    Refer to Note 5 for more information.
v3.23.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
16. 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 26, 2022, plaintiffs in the consolidated Wells case filed a second amended complaint, which was dismissed in its entirety with prejudice on March 15, 2023. The plaintiffs filed a notice of appeal on March 16, 2023, and they filed the record on appeal on May 25, 2023, which is being responded to pursuant to a briefing schedule set by the appellate court. On October 24, 2022, the plaintiffs’ designated an operative complaint in the Lavin case, which defendants have moved to dismiss, and was fully briefed as of May 25, 2023.

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 June 30, 2023.
v3.23.2
Derivative Instruments
 6 Months Ended
Jun. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments
17. 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 with a notional value of $875.0 million as of both June 30, 2023 and December 31, 2022, to fix the interest rate base. Subsequent to June 30, 2023, SOFR will become the reference rate for the Company's interest rate swap agreements as a result of LIBOR ceasing to be a representative rate. 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% through February 28, 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, 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. 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 June 30, 2023 and December 31, 2022, the notional value of the derivative commodity contracts outstanding was $12.5 million and $8.9 million, respectively. These commodity contracts have maturities expiring throughout 2023 and 2024 as of June 30, 2023.

Total Return Swap Contract - The Company had an economic hedge program that used 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 had a duration of one month and were rebalanced and re-hedged at the end of each monthly term. While the total return swap contract was treated as an economic hedge, the Company did not designate it as a hedge for accounting purposes. The total return swap contract was 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. At June 30, 2023, the Company had no outstanding and unsettled total return swap contracts, and at December 31, 2022, the notional value of the total return swap contract was $3.9 million.

 The following table identifies the fair value of each derivative instrument:
 June 30, 2023December 31, 2022
(In millions)
Asset derivatives
Commodity contracts$0.4 $— 
Interest rate swap agreements30.0 27.2 
 $30.4 $27.2 
Liability derivatives
Commodity contracts$— $0.3 
 
Asset derivatives for commodity contracts are included within Prepaid expenses and other current assets and interest rate swap agreements are included within Other assets, net. Liability derivatives are included within Accrued expenses in the Condensed Consolidated Balance Sheets.

The fair values of the commodity 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
June 30,		Six Months Ended
June 30,
 Recognized in Net Income (Loss)2023202220232022
  (In millions)(In millions)
Mark-to-market unrealized gain (loss)    
Commodity contractsOther (income) expense, net$0.4 $(1.7)$0.7 $10.0 
Interest rate swap agreementsOther (income) expense, net9.0 13.2 2.8 52.3 
Total unrealized gain $9.4 $11.5 $3.5 $62.3 
Realized gain (loss) 
Commodity contractsManufacturing related to Cost of sales and transportation related to Selling and distribution$— $6.7 $— $9.8 
Interest rate swap agreementsInterest expense4.6 (4.8)8.2 (10.8)
Total return swap contractGeneral and administrative— (0.7)— (1.1)
Total realized gain (loss) $4.6 $1.2 $8.2 $(2.1)
Total gain $14.0 $12.7 $11.7 $60.2 
v3.23.2
Disaggregation Of Revenue
 6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
Disaggregation Of Revenue
18. 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; frozen griddle items; and snack bars
Beverages & drink mixesBroths/stocks; non-dairy creamer; powdered beverages and other blends; ready-to-drink beverages; coffee; and tea
GroceryCheese & pudding; hot cereal; pickles; and refrigerated dough

Revenue disaggregated by product category groups is as follows:

Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Snacking$361.5 $333.5 $720.1 $632.6 
Beverages & drink mixes243.9 246.8 535.2 506.6 
Grocery238.2 229.9 483.1 443.6 
Total net sales$843.6 $810.2 $1,738.4 $1,582.8 
Revenue disaggregated by sales channel is as follows:

Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Retail grocery$663.4 $608.6 $1,378.1 $1,201.7 
Co-manufacturing111.7 131.5 226.1 254.5 
Food-away-from-home and other68.5 70.1 134.2 126.6 
Total net sales$843.6 $810.2 $1,738.4 $1,582.8 
v3.23.2
Pay vs Performance Disclosure - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
Pay vs Performance Disclosure            
Net income (loss) $ 23.3 $ 15.2 $ (29.4) $ (3.0) $ 38.5 $ (32.4)
v3.23.2
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.23.2
Basis of Presentation (Policies)
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Reclassification
Reclassification

Certain prior year amounts have been reclassified to conform to the current year presentation. Specifically, Interest income has been reclassified out of Other (income) expense, net within the Condensed Consolidated Statements of Operations.
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.
Segment Information Segment InformationThe 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.
v3.23.2
Growth, Reinvestment, and Restructuring Programs (Tables)
 6 Months Ended
Jun. 30, 2023
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
June 30,		Six Months Ended
June 30,
2023202220232022
 (In millions)
Employee-related$3.4 $3.5 $7.7 $19.3 
Other costs5.5 10.4 16.5 24.7 
Total$8.9 $13.9 $24.2 $44.0 
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 June 30, 2023:  
 SeveranceRetentionTotal Exit Cost Liabilities
 (In millions)
Balance as of December 31, 2022$8.8 $4.2 $13.0 
Expenses recognized0.3 2.3 2.6 
Cash payments(5.0)(6.2)(11.2)
Balance as of June 30, 2023$4.1 $0.3 $4.4 
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
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)
Strategic Growth Initiatives$3.4 $7.8 $10.4 $24.6 
Other5.5 6.1 13.8 19.4 
Total$8.9 $13.9 $24.2 $44.0 
v3.23.2
Receivables Sales Program (Tables)
 6 Months Ended
Jun. 30, 2023
Receivables [Abstract]  
Schedule of Receivable 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.
June 30, 2023December 31, 2022
 (In millions)
Outstanding accounts receivable sold$305.4 $347.1 
Receivables collected and not remitted to financial institutions176.9 204.5 
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:
Six Months Ended June 30,
20232022
 (In millions)
Receivables sold$923.0 $1,105.5 
Receivables collected and remitted to financial institutions(964.7)(1,036.5)
v3.23.2
Inventories (Tables)
 6 Months Ended
Jun. 30, 2023
Inventory Disclosure [Abstract]  
Schedule of Inventories
June 30, 2023December 31, 2022
 (In millions)
Raw materials and supplies$275.0 $232.0 
Finished goods398.4 357.5 
Total inventories$673.4 $589.5 
v3.23.2
Acquisitions and Divestiture (Tables)
 6 Months Ended
Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Schedule of Preliminary Purchase Price Allocation of Fair value of Net Tangible and Intangible Assets Acquired and Liabilities Assumed
The following table summarizes the preliminary purchase price allocation of the fair value of net tangible assets acquired:

(In millions)
Allocation of consideration to assets acquired:
Inventories$31.5 
Property, plant, and equipment, net60.7 
Total purchase price$92.2 
Schedule of Disposal Groups, Including Discontinued Operations
Results of discontinued operations are as follows:

Three Months Ended
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)(In millions)
Net sales$— $387.1 $— $755.2 
Cost of sales— 335.9 — 648.0 
Selling, general, administrative and other operating expenses— 40.8 — 75.1 
Amortization expense— 6.2 — 12.5 
(Gain) loss on sale of business(1.0)— 3.5 — 
Operating income (loss) from discontinued operations1.0 4.2 (3.5)19.6 
Interest and other expense (income)— 5.8 (1.1)6.9 
Income tax (benefit) expense(0.6)0.5 — 4.0 
Net income (loss) from discontinued operations$1.6 $(2.1)$(2.4)$8.7 
v3.23.2
Property, Plant, and Equipment (Tables)
 6 Months Ended
Jun. 30, 2023
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant, and Equipment
June 30, 2023December 31, 2022
(In millions)
Land$37.4 $28.7 
Buildings and improvements383.1 321.2 
Machinery and equipment1,057.7 1,006.8 
Construction in progress52.3 66.6 
Total1,530.5 1,423.3 
Less accumulated depreciation(804.9)(756.8)
Property, plant, and equipment, net$725.6 $666.5 
v3.23.2
Goodwill and Intangible Assets (Tables)
 6 Months Ended
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Carrying Amount of Goodwill
Changes in the carrying amount of goodwill for the six months ended June 30, 2023 are as follows:
Goodwill
 (In millions)
Balance at December 31, 2022, before accumulated impairment losses$1,850.6 
Accumulated impairment losses(33.0)
Balance at December 31, 20221,817.6 
Acquisition5.4 
Foreign currency exchange adjustments1.6 
Balance at June 30, 2023$1,824.6 
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 June 30, 2023 and December 31, 2022 are as follows:

 June 30, 2023December 31, 2022
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$549.3 $(347.1)$202.2 $542.9 $(329.5)$213.4 
Trademarks18.7 (15.3)3.4 18.7 (14.6)4.1 
Formulas/recipes15.5 (14.8)0.7 15.1 (14.7)0.4 
Computer software207.0 (139.8)67.2 205.6 (133.5)72.1 
Total finite lived intangibles790.5 (517.0)273.5 782.3 (492.3)290.0 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$796.5 $(517.0)$279.5 $788.3 $(492.3)$296.0 
Schedule of Gross Carrying Amounts of Intangible Assets, with Indefinite Lives
The gross carrying amounts and accumulated amortization of intangible assets as of June 30, 2023 and December 31, 2022 are as follows:

 June 30, 2023December 31, 2022
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$549.3 $(347.1)$202.2 $542.9 $(329.5)$213.4 
Trademarks18.7 (15.3)3.4 18.7 (14.6)4.1 
Formulas/recipes15.5 (14.8)0.7 15.1 (14.7)0.4 
Computer software207.0 (139.8)67.2 205.6 (133.5)72.1 
Total finite lived intangibles790.5 (517.0)273.5 782.3 (492.3)290.0 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$796.5 $(517.0)$279.5 $788.3 $(492.3)$296.0 
v3.23.2
Long-Term Debt (Tables)
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt
June 30, 2023December 31, 2022
 (In millions)
Revolving Credit Facility$199.5 $— 
Term Loan A316.4 316.4 
Term Loan A-1588.6 588.6 
2028 Notes500.0 500.0 
Finance leases0.9 1.2 
Total outstanding debt1,605.4 1,406.2 
Deferred financing costs(10.4)(11.6)
Less current portion(0.5)(0.6)
Total long-term debt$1,594.5 $1,394.0 
v3.23.2
Earnings Per Share (Tables)
 6 Months Ended
Jun. 30, 2023
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
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)
Weighted average common shares outstanding56.4 56.0 56.3 55.9 
Assumed exercise/vesting of equity awards (1)0.4 — 0.5 — 
Weighted average diluted common shares outstanding56.8 56.0 56.8 55.9 
 
(1)For the three and six months ended June 30, 2022, 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 1.2 million for both the three and six months ended June 30, 2023, and 1.8 million and 1.4 million for three and six months ended June 30, 2022, respectively.
v3.23.2
Stock-Based Compensation (Tables)
 6 Months Ended
Jun. 30, 2023
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 income (loss) from continuing operations are as follows:
Three Months Ended
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)(In millions)
Compensation expense related to stock-based payments$5.9 $5.3 $13.1 $9.1 
Related income tax benefit0.8 1.2 1.7 2.1 
Schedule of Stock Option Activity
The following table summarizes stock option activity during 2023:
Employee
Options		Weighted
Average
Exercise
Price		Weighted
Average
Remaining
Contractual
Term (yrs.)		Aggregate
Intrinsic
Value
(In thousands)(In millions)
Outstanding, at December 31, 20221,258 $72.09 3.5$2.1 
Expired(215)71.92 
Outstanding, at June 30, 20231,043 72.13 3.52.4 
Vested/expected to vest, at June 30, 20231,001 73.35 3.32.1 
Exercisable, at June 30, 2023727 84.90 1.2— 
Schedule of Restricted Stock Unit Activity
The following table summarizes the restricted stock unit activity during the six months ended June 30, 2023:
 
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, 2022632 $37.08 71 $35.88 
Granted323 47.44 22 52.81 
Vested(240)39.11 (45)31.25 
Forfeited(40)38.25 — — 
Nonvested, at June 30, 2023675 41.24 48 48.15 
Vested and deferred, at June 30, 202326 44.01 
Schedule of Highlight of Restricted Stock Unit Activity
 Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Fair value of vested restricted stock units$3.2 $1.7 $14.3 $9.3 
Tax benefit recognized from vested restricted stock units0.7 0.3 2.3 1.5 
Schedule of Assumptions Used in the Monte Carlo Simulation The weighted average assumptions used in the Monte Carlo simulations were as follows:
Six Months Ended
June 30,
2023
Dividend yield0 %
Risk-free rate3.87 %
Expected volatility (TreeHouse Foods, Inc.)35.17 %
Expected volatility (Peer Group)35.04 %
Expected volatility (Index)N/A
Expected term (in years)2.80
Schedule of Performance Unit Activity
The following table summarizes the performance unit activity during the six months ended June 30, 2023:  
Performance
Units		Weighted
Average
Grant Date
Fair Value
 (In thousands) 
Nonvested, at December 31, 2022620 $45.23 
Granted99 47.73 
Vested(98)42.73 
Forfeited(72)42.10 
Nonvested, at June 30, 2023549 47.42 
Schedule of Highlight of Performance Unit Activity
 Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Fair value of vested performance units$1.3 $— $5.0 $2.0 
Tax benefit recognized from performance units vested— — 0.4 0.2 
v3.23.2
Accumulated Other Comprehensive Loss (Tables)
 6 Months Ended
Jun. 30, 2023
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, 2021$(70.9)$17.3 $(53.6)
Other comprehensive loss before reclassifications(6.3)— (6.3)
Reclassifications from accumulated other comprehensive loss (2)— 0.1 0.1 
Other comprehensive (loss) income(6.3)0.1 (6.2)
Balance at June 30, 2022$(77.2)$17.4 $(59.8)
Balance at December 31, 2022$(87.0)$3.3 $(83.7)
Other comprehensive income before reclassifications2.2 — 2.2 
Reclassifications from accumulated other comprehensive loss (2)— 0.1 0.1 
Other comprehensive income2.2 0.1 2.3 
Balance at June 30, 2023$(84.8)$3.4 $(81.4)
  
(1)The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three and six months ended June 30, 2023 and 2022.
(2)Refer to Note 14 for additional information regarding these reclassifications.
v3.23.2
Employee Retirement and Postretirement Benefits (Tables)
 6 Months Ended
Jun. 30, 2023
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
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Service cost$0.1 $0.2 $0.2 $0.3 
Interest cost3.1 2.3 6.3 4.6 
Expected return on plan assets(3.5)(3.8)(6.9)(7.6)
Amortization of unrecognized prior service cost0.1 — 0.1 — 
Amortization of unrecognized net loss0.1 — 0.2 0.1 
Net periodic pension benefit$(0.1)$(1.3)$(0.1)$(2.6)
Components of net periodic postretirement cost are as follows:
Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Interest cost$0.2 $0.1 $0.4 $0.3 
Amortization of unrecognized net gain(0.1)— (0.2)— 
Net periodic postretirement cost$0.1 $0.1 $0.2 $0.3 
v3.23.2
Other Operating (Income) Expense, Net (Tables)
 6 Months Ended
Jun. 30, 2023
Other Income and Expenses [Abstract]  
Schedule of Other Operating Expense, Net
The Company incurred other operating expense for the three and six months ended June 30, 2023 and 2022, which consisted of the following: 
Three Months Ended
June 30,		Six Months Ended
June 30,
2023202220232022
(In millions)(In millions)
Growth, reinvestment, and restructuring programs (1)$8.9 $13.9 $24.2 $44.0 
TSA income (2)(11.9)— (25.3)— 
Other0.2 — 0.9 (1.0)
Other operating (income) expense, net$(2.8)$13.9 $(0.2)$43.0 

(1)     Refer to Note 2 for more information.
(2)    Refer to Note 5 for more information.
v3.23.2
Derivative Instruments (Tables)
 6 Months Ended
Jun. 30, 2023
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:
 June 30, 2023December 31, 2022
(In millions)
Asset derivatives
Commodity contracts$0.4 $— 
Interest rate swap agreements30.0 27.2 
 $30.4 $27.2 
Liability derivatives
Commodity contracts$— $0.3 
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
June 30,		Six Months Ended
June 30,
 Recognized in Net Income (Loss)2023202220232022
  (In millions)(In millions)
Mark-to-market unrealized gain (loss)    
Commodity contractsOther (income) expense, net$0.4 $(1.7)$0.7 $10.0 
Interest rate swap agreementsOther (income) expense, net9.0 13.2 2.8 52.3 
Total unrealized gain $9.4 $11.5 $3.5 $62.3 
Realized gain (loss) 
Commodity contractsManufacturing related to Cost of sales and transportation related to Selling and distribution$— $6.7 $— $9.8 
Interest rate swap agreementsInterest expense4.6 (4.8)8.2 (10.8)
Total return swap contractGeneral and administrative— (0.7)— (1.1)
Total realized gain (loss) $4.6 $1.2 $8.2 $(2.1)
Total gain $14.0 $12.7 $11.7 $60.2 
v3.23.2
Disaggregation Of Revenue (Tables)
 6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
Schedule of Segment Revenue Disaggregated by Product Category
Revenue disaggregated by product category groups is as follows:

Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Snacking$361.5 $333.5 $720.1 $632.6 
Beverages & drink mixes243.9 246.8 535.2 506.6 
Grocery238.2 229.9 483.1 443.6 
Total net sales$843.6 $810.2 $1,738.4 $1,582.8 
Revenue disaggregated by sales channel is as follows:

Three Months Ended
June 30,		Six Months Ended
June 30,
 2023202220232022
 (In millions)(In millions)
Retail grocery$663.4 $608.6 $1,378.1 $1,201.7 
Co-manufacturing111.7 131.5 226.1 254.5 
Food-away-from-home and other68.5 70.1 134.2 126.6 
Total net sales$843.6 $810.2 $1,738.4 $1,582.8 
v3.23.2
Basis of Presentation - Additional Information (Details)
 6 Months Ended
Jun. 30, 2023
segment_manager
segment
Accounting Policies [Abstract]  
Number of operating segments | segment 1
Number of segment managers | segment_manager 1
v3.23.2
Growth, Reinvestment, and Restructuring Programs - Additional Information (Details) - Strategic Growth Initiatives
$ in Millions
Jun. 30, 2023
USD ($)
Restructuring Cost and Reserve [Line Items]  
Restructuring costs incurred $ 110.8
Expected restructuring costs $ 130.0
v3.23.2
Growth, Reinvestment, and Restructuring Programs - Aggregate Expenses Incurred Associated with Facility Closure (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 8.9 $ 13.9 $ 24.2 $ 44.0
Restructuring and Margin Improvement Activities Categories        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 8.9 13.9 24.2 44.0
Restructuring and Margin Improvement Activities Categories | Strategic Growth Initiatives        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 3.4 7.8 10.4 24.6
Restructuring and Margin Improvement Activities Categories | Other        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 5.5 6.1 13.8 19.4
Employee-related        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 3.4 3.5 7.7 19.3
Other costs        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 5.5 $ 10.4 $ 16.5 $ 24.7
v3.23.2
Growth, Reinvestment, and Restructuring Programs - Activity of Restructuring Program Liabilities (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Restructuring Reserve [Roll Forward]        
Beginning Balance     $ 13.0  
Expenses recognized $ 8.9 $ 13.9 24.2 $ 44.0
Cash payments     (11.2)  
Ending Balance 4.4   4.4  
Expenses recognized        
Restructuring Reserve [Roll Forward]        
Expenses recognized     2.6  
Severance        
Restructuring Reserve [Roll Forward]        
Beginning Balance     8.8  
Cash payments     (5.0)  
Ending Balance 4.1   4.1  
Severance | Expenses recognized        
Restructuring Reserve [Roll Forward]        
Expenses recognized     0.3  
Retention        
Restructuring Reserve [Roll Forward]        
Beginning Balance     4.2  
Cash payments     (6.2)  
Ending Balance $ 0.3   0.3  
Retention | Expenses recognized        
Restructuring Reserve [Roll Forward]        
Expenses recognized     $ 2.3  
v3.23.2
Receivables Sales Program - Additional Information (Details) - USD ($)
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Receivables Sales Agreement [Line Items]        
Termination period     60 days  
Retained interest     $ 0  
Loss on sale of receivables $ 3,300,000 $ 900,000 6,600,000 $ 1,300,000
Maximum        
Receivables Sales Agreement [Line Items]        
Receivables held for sale $ 500,000,000   $ 500,000,000  
v3.23.2
Receivables Sales Program - Accounts Receivable Sold the Receivable Sales Program (Details) - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Receivables [Abstract]      
Outstanding accounts receivable sold $ 305.4   $ 347.1
Receivables collected and not remitted to financial institutions 176.9   $ 204.5
Receivables sold 923.0 $ 1,105.5  
Receivables collected and remitted to financial institutions $ (964.7) $ (1,036.5)  
v3.23.2
Inventories (Details) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Inventory Disclosure [Abstract]    
Raw materials and supplies $ 275.0 $ 232.0
Finished goods 398.4 357.5
Total inventories $ 673.4 $ 589.5
v3.23.2
Acquisitions and Divestiture - Acquisition Additional Information (Details) - USD ($)
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Apr. 01, 2023
Jun. 30, 2023
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Business Acquisition [Line Items]            
Goodwill $ 1,824,600,000   $ 1,824,600,000 $ 1,824,600,000   $ 1,817,600,000
Deferred payment       4,000,000.0 $ 0  
Revolving Credit Facility            
Business Acquisition [Line Items]            
Revolving credit facility 500,000,000   500,000,000 500,000,000    
Coffee Roasting Capability            
Business Acquisition [Line Items]            
Cash $ 92,200,000          
Acquisition-related costs     $ 2,100,000 $ 2,100,000    
Pretzel Business Acquisition            
Business Acquisition [Line Items]            
Cash   $ 10,000,000        
Total consideration transferred   14,000,000        
Goodwill   5,400,000        
Deferred payment   $ 4,000,000        
v3.23.2
Acquisitions and Divestiture - Purchase Price Allocation to Net Tangible and Intangible Assets Acquired and Liabilities Assumed (Details) - Coffee Roasting Capability
$ in Millions
Jun. 30, 2023
USD ($)
Allocation of consideration to assets acquired:  
Inventories $ 31.5
Property, plant, and equipment, net 60.7
Total purchase price $ 92.2
v3.23.2
Acquisitions and Divestiture - Results of Discontinued Operations on Income Statement (Details) - Disposed of by sale - Meal Preparation - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Net sales $ 0.0 $ 387.1 $ 0.0 $ 755.2
Cost of sales 0.0 335.9 0.0 648.0
Selling, general, administrative and other operating expenses 0.0 40.8 0.0 75.1
Amortization expense 0.0 6.2 0.0 12.5
(Gain) loss on sale of business (1.0) 0.0 3.5 0.0
Operating income (loss) from discontinued operations 1.0 4.2 (3.5) 19.6
Interest and other expense 0.0 5.8   6.9
Interest and other (income)     (1.1)  
Income tax (benefit) expense (0.6) 0.5 0.0 4.0
Net income (loss) from discontinued operations $ 1.6 $ (2.1) $ (2.4) $ 8.7
v3.23.2
Acquisitions and Divestiture - Divestiture Additional Information (Details)
$ in Millions
 3 Months Ended 6 Months Ended
Oct. 03, 2022
USD ($)
facility
entity
category
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
TSA, income received   $ 11.9 $ 0.0 $ 25.3 $ 0.0
Disposed of by sale | Meal Preparation          
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Number of purchasing entities | entity 2        
Cash consideration $ 963.8 943.5   943.5  
Reduction in purchase price consideration   20.3   20.3  
Proceeds from divestitures 522.6        
Note receivable $ 420.9        
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        
TSA, income received   $ 11.9   $ 25.3  
v3.23.2
Note Receivable (Details) - USD ($)
 3 Months Ended 6 Months Ended
Oct. 03, 2022
Jun. 30, 2023
Jun. 30, 2023
Dec. 31, 2022
Receivables [Abstract]        
Note receivable, term 5 years      
Interest rate, year one and two 10.00%      
Interest rate, year three 11.00%      
Interest rate, year four 12.00%      
Interest rate thereafter 13.00%      
Financing receivables, interest 1.00%      
Prepayments quarterly basis 0.25%      
Note receivable, net   $ 424,100,000 $ 424,100,000 $ 427,000,000.0
Interest income   10,700,000 21,400,000  
Financing receivable, allowance for credit loss   $ 0 $ 0  
v3.23.2
Property, Plant, and Equipment - Components (Details) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 1,530.5 $ 1,423.3
Less accumulated depreciation (804.9) (756.8)
Property, plant, and equipment, net 725.6 666.5
Land    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 37.4 28.7
Buildings and improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 383.1 321.2
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 1,057.7 1,006.8
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 52.3 $ 66.6
v3.23.2
Property, Plant, and Equipment - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 23.4 $ 23.4 $ 47.4 $ 48.0
v3.23.2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2023
Apr. 01, 2023
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]      
Balance at December 31, 2022, before accumulated impairment losses     $ 1,850.6
Accumulated impairment losses     (33.0)
Goodwill [Roll Forward]      
Balance at December 31, 2022 $ 1,817.6    
Acquisition 5.4    
Foreign currency exchange adjustments 1.6    
Balance at June 30, 2023 1,824.6    
Finite-Lived Intangible Assets [Line Items]      
Goodwill $ 1,824.6   $ 1,817.6
Pretzel Business Acquisition      
Finite-Lived Intangible Assets [Line Items]      
Goodwill   $ 5.4  
v3.23.2
Goodwill and Intangible Assets - Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Details) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 790.5 $ 782.3
Accumulated Amortization (517.0) (492.3)
Net Carrying Amount 273.5 290.0
Gross Carrying Amount 796.5 788.3
Net Carrying Amount 279.5 296.0
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 549.3 542.9
Accumulated Amortization (347.1) (329.5)
Net Carrying Amount 202.2 213.4
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 18.7 18.7
Accumulated Amortization (15.3) (14.6)
Net Carrying Amount 3.4 4.1
Formulas/recipes    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 15.5 15.1
Accumulated Amortization (14.8) (14.7)
Net Carrying Amount 0.7 0.4
Computer software    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 207.0 205.6
Accumulated Amortization (139.8) (133.5)
Net Carrying Amount $ 67.2 $ 72.1
v3.23.2
Income Taxes (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Tax Disclosure [Abstract]        
Effective income tax rate 29.10% 14.20% 27.90% 14.20%
Decrease in total amount of unrecognized tax benefits within the next 12 months $ 0.3   $ 0.3  
v3.23.2
Long-Term Debt - Components (Details) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Finance leases $ 0.9 $ 1.2
Total outstanding debt 1,605.4 1,406.2
Deferred financing costs (10.4) (11.6)
Less current portion (0.5) (0.6)
Total long-term debt 1,594.5 1,394.0
2028 Notes    
Debt Instrument [Line Items]    
Senior notes 500.0 500.0
Revolving Credit Facility    
Debt Instrument [Line Items]    
Revolving Credit Facility 199.5 0.0
Term Loan A    
Debt Instrument [Line Items]    
Term loan 316.4 316.4
Term Loan A-1    
Debt Instrument [Line Items]    
Term loan $ 588.6 $ 588.6
v3.23.2
Long-Term Debt - Additional Information (Details) - USD ($)
 1 Months Ended 6 Months Ended
Feb. 17, 2023
Dec. 01, 2017
Oct. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Sep. 09, 2020
Debt Instrument [Line Items]              
Repayments of loans payable       $ 0 $ 14,300,000    
Long-term debt, fair value       1,539,300,000   $ 1,335,800,000  
Long-term debt, carrying value       1,604,500,000   1,405,000,000  
2028 Notes              
Debt Instrument [Line Items]              
Aggregate principal amount             $ 500,000,000
Stated debt interest rate             4.00%
Revolving Credit Facility              
Debt Instrument [Line Items]              
Revolving Credit Facility       199,500,000   $ 0  
Revolving credit facility -maximum borrowing capacity       500,000,000      
Revolving credit facility available       267,500,000      
Letters of credit facility issued but undrawn       $ 33,000,000      
Revolving Credit Facility | Minimum              
Debt Instrument [Line Items]              
Debt instrument, unused fee rate       0.20%      
Revolving Credit Facility | Maximum              
Debt Instrument [Line Items]              
Debt instrument, unused fee rate       0.35%      
Revolving Credit Facility | SOFR              
Debt Instrument [Line Items]              
Credit spread adjustment 0.10%            
Revolving Credit Facility | SOFR | Minimum              
Debt Instrument [Line Items]              
Credit spread adjustment       1.20%      
Revolving Credit Facility | SOFR | Maximum              
Debt Instrument [Line Items]              
Credit spread adjustment       1.70%      
Revolving Credit Facility | Base Rate | Minimum              
Debt Instrument [Line Items]              
Credit spread adjustment       0.20%      
Revolving Credit Facility | Base Rate | Maximum              
Debt Instrument [Line Items]              
Credit spread adjustment       0.70%      
Term Loan A              
Debt Instrument [Line Items]              
Aggregate principal amount   $ 500,000,000          
Repayments of loans payable     $ 174,800,000        
Term Loan A | SOFR | Minimum              
Debt Instrument [Line Items]              
Credit spread adjustment   1.675%          
Term Loan A | SOFR | Maximum              
Debt Instrument [Line Items]              
Credit spread adjustment   2.175%          
Term Loan A | Base Rate | Minimum              
Debt Instrument [Line Items]              
Credit spread adjustment   0.675%          
Term Loan A | Base Rate | Maximum              
Debt Instrument [Line Items]              
Credit spread adjustment   1.175%          
Term Loan A-1              
Debt Instrument [Line Items]              
Aggregate principal amount   $ 930,000,000          
Repayments of loans payable     $ 325,200,000        
v3.23.2
Earnings Per Share (Details) - shares
shares in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Earnings Per Share [Abstract]        
Weighted average common shares outstanding (in shares) 56.4 56.0 56.3 55.9
Assumed exercise/vesting of equity awards (in shares) 0.4 0.0 0.5 0.0
Weighted average diluted common shares outstanding (in shares) 56.8 56.0 56.8 55.9
Equity awards, excluded from computation of diluted earnings (in shares) 1.2 1.8 1.2 1.4
v3.23.2
Stock-Based Compensation - Additional Information (Details)
 3 Months Ended 6 Months Ended 12 Months Ended
Apr. 27, 2023
shares
Jun. 09, 2022
$ / shares
shares
Dec. 29, 2021
installment
$ / shares
shares
Jun. 30, 2022
$ / shares
shares
Jun. 30, 2023
USD ($)
installment
$ / shares
shares
Dec. 31, 2022
$ / shares
shares
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 | $         $ 3,100,000  
Compensation costs, recognition weighted average remaining period (in years)         1 year 10 months 24 days  
Stock Option | Vesting in year 1            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting percentage         33.00%  
Stock Option | Vesting in year 2            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting percentage         67.00%  
Employee Restricted Stock Units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period   18 months     3 years  
Compensation costs, unrecognized | $         $ 23,900,000  
Compensation costs, recognition weighted average remaining period (in years)         2 years  
Share based compensation arrangement, award vesting period, number of installments | installment         3  
Granted (in usd per share) | $ / shares   $ 37.90 $ 40.03   $ 47.44  
Granted (in shares)   62,000 51,200   323,000  
Employee Restricted Stock Units | Executive Members            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period     6 months      
Share based compensation arrangement, award vesting period, number of installments | installment     3      
Performance Units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Compensation costs, unrecognized | $         $ 11,600,000  
Compensation costs, recognition weighted average remaining period (in years)         1 year 4 months 24 days  
Granted (in usd per share) | $ / shares         $ 47.73  
Granted (in shares)         99,000  
Performance based compensation period         3 years  
Accrual of units (as a percent)         33.33%  
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         $ 50.43 $ 26.84
Units granted (in shares)         22,000,000 52,600,000
Performance Units | Executive Officer            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Granted (in usd per share) | $ / shares       $ 58.36    
Granted (in 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 achievement unit awards         0.00%  
Performance Units | Minimum | Executive Officer            
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 achievement unit awards         150.00%  
Performance Units | Maximum | Executive Officer            
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]            
Additional number of shares available to be awarded (in shares) 5,000,000          
Maximum number of shares available to be awarded (in shares)         22,500,000  
v3.23.2
Stock-Based Compensation - Summary of Total Compensation Expense (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]        
Compensation expense related to stock-based payments $ 5.9 $ 5.3 $ 13.1 $ 9.1
Related income tax benefit $ 0.8 $ 1.2 $ 1.7 $ 2.1
v3.23.2
Stock-Based Compensation - Summary of Stock Option Activity (Details) - Stock Option - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 6 Months Ended 12 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Employee Options    
Beginning balance (in shares) 1,258  
Expired (in shares) (215)  
Ending balance (in shares) 1,043 1,258
Vested/expected to vest, at June 30, 2023 1,001  
Exercisable, at June 30, 2023 727  
Weighted Average Exercise Price    
Beginning balance (in usd per share) $ 72.09  
Expired (in usd per share) 71.92  
Ending balance (in usd per share) 72.13 $ 72.09
Vested/expected to vest, at June 30, 2023 73.35  
Exercisable, at June 30, 2023 $ 84.90  
Weighted Average Remaining Contractual Term (yrs.)    
Outstanding 3 years 6 months 3 years 6 months
Vested/expected to vest, at June 30, 2023 3 years 3 months 18 days  
Exercisable, at June 30, 2023 1 year 2 months 12 days  
Aggregate Intrinsic Value    
Beginning balance $ 2.1  
Ending balance 2.4 $ 2.1
Vested/expected to vest 2.1  
Exercisable $ 0.0  
v3.23.2
Stock-Based Compensation - Summary of Restricted Stock and Restricted Stock Unit Activity (Details) - $ / shares
 6 Months Ended
Jun. 09, 2022
Dec. 29, 2021
Jun. 30, 2023
Employee Restricted Stock Units      
Restricted Stock Units      
Beginning balance (in shares)     632,000
Granted (in shares) 62,000 51,200 323,000
Vested (in shares)     (240,000)
Forfeited (in shares)     (40,000)
Ending balance (in shares)     675,000
Weighted Average Grant Date Fair Value      
Outstanding, beginning balance (in usd per share)     $ 37.08
Granted (in usd per share) $ 37.90 $ 40.03 47.44
Vested (in usd per share)     39.11
Forfeited (in usd per share)     38.25
Outstanding, ending balance (in usd per share)     $ 41.24
Director Restricted Stock Units      
Restricted Stock Units      
Beginning balance (in shares)     71,000
Granted (in shares)     22,000
Vested (in shares)     (45,000)
Forfeited (in shares)     0
Ending balance (in shares)     48,000
Vested and deferred (in shares)     26,000
Weighted Average Grant Date Fair Value      
Outstanding, beginning balance (in usd per share)     $ 35.88
Granted (in usd per share)     52.81
Vested (in usd per share)     31.25
Forfeited (in usd per share)     0
Outstanding, ending balance (in usd per share)     48.15
Vested and deferred (in usd per share)     $ 44.01
v3.23.2
Stock-Based Compensation - Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Details) - Employee Restricted Stock Units - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Fair value of vested restricted stock units $ 3.2 $ 1.7 $ 14.3 $ 9.3
Tax benefit recognized from vested restricted stock units $ 0.7 $ 0.3 $ 2.3 $ 1.5
v3.23.2
Stock-Based Compensation - Shareholder Return Market Condition and Assumptions (Details) - Performance Units
 6 Months Ended
Jun. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Risk-free rate 3.87%
Expected term (in years) 2 years 9 months 18 days
TreeHouse Foods  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected volatility 35.17%
Peer Group  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected volatility 35.04%
v3.23.2
Stock-Based Compensation - Summary of Performance Unit Activity (Details) - Performance Units
shares in Thousands
 6 Months Ended
Jun. 30, 2023
$ / shares
shares
Performance Units  
Beginning balance (in shares) | shares 620
Granted (in shares) | shares 99
Vested (in shares) | shares (98)
Forfeited (in shares) | shares (72)
Ending balance (in shares) | shares 549
Weighted Average Grant Date Fair Value  
Outstanding, beginning balance (in usd per share) | $ / shares $ 45.23
Granted (in usd per share) | $ / shares 47.73
Vested (in usd per share) | $ / shares 42.73
Forfeited (in usd per share) | $ / shares 42.10
Outstanding, ending balance (in usd per share) | $ / shares $ 47.42
v3.23.2
Stock-Based Compensation - Summary of Performance Unit Highlights (Details) - Performance Units - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Fair value of vested performance units $ 1.3 $ 0.0 $ 5.0 $ 2.0
Tax benefit recognized from performance units vested $ 0.0 $ 0.0 $ 0.4 $ 0.2
v3.23.2
Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
AOCI Attributable to Parent, Net of Tax [Roll Forward]            
Beginning balance $ 1,704.4 $ 1,687.0 $ 1,847.8 $ 1,845.4 $ 1,687.0 $ 1,845.4
Other comprehensive loss before reclassifications         2.2 (6.3)
Reclassifications from accumulated other comprehensive loss         0.1 0.1
Other comprehensive income (loss) 2.0 0.3 (10.6) 4.4 2.3 (6.2)
Ending balance 1,734.9 1,704.4 1,813.6 1,847.8 1,734.9 1,813.6
Foreign Currency Translation            
AOCI Attributable to Parent, Net of Tax [Roll Forward]            
Beginning balance   (87.0)   (70.9) (87.0) (70.9)
Other comprehensive loss before reclassifications         2.2 (6.3)
Reclassifications from accumulated other comprehensive loss         0.0 0.0
Other comprehensive income (loss)         2.2 (6.3)
Ending balance (84.8)   (77.2)   (84.8) (77.2)
Unrecognized Pension and Postretirement Benefits            
AOCI Attributable to Parent, Net of Tax [Roll Forward]            
Beginning balance   3.3   17.3 3.3 17.3
Other comprehensive loss before reclassifications         0.0 0.0
Reclassifications from accumulated other comprehensive loss         0.1 0.1
Other comprehensive income (loss)         0.1 0.1
Ending balance 3.4   17.4   3.4 17.4
Accumulated Other Comprehensive Loss            
AOCI Attributable to Parent, Net of Tax [Roll Forward]            
Beginning balance (83.4) (83.7) (49.2) (53.6) (83.7) (53.6)
Other comprehensive income (loss) 2.0 0.3 (10.6) 4.4    
Ending balance $ (81.4) $ (83.4) $ (59.8) $ (49.2) $ (81.4) $ (59.8)
v3.23.2
Employee Retirement and Postretirement Benefits - Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Pension Benefits        
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]        
Service cost $ 0.1 $ 0.2 $ 0.2 $ 0.3
Interest cost 3.1 2.3 6.3 4.6
Expected return on plan assets (3.5) (3.8) (6.9) (7.6)
Amortization of unrecognized prior service cost 0.1 0.0 0.1 0.0
Amortization of unrecognized net loss 0.1 0.0 0.2 0.1
Net periodic pension benefit (0.1) (1.3) (0.1) (2.6)
Postretirement Benefits        
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]        
Interest cost 0.2 0.1 0.4 0.3
Amortization of unrecognized net loss (0.1) 0.0 (0.2) 0.0
Net periodic pension benefit $ 0.1 $ 0.1 $ 0.2 $ 0.3
v3.23.2
Other Operating (Income) Expense, Net (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Other Income and Expenses [Abstract]        
Growth, reinvestment, and restructuring programs $ 8.9 $ 13.9 $ 24.2 $ 44.0
TSA, income received (11.9) 0.0 (25.3) 0.0
Other 0.2 0.0 0.9 (1.0)
Other operating (income) expense, net $ (2.8) $ 13.9 $ (0.2) $ 43.0
v3.23.2
Commitments and Contingencies (Details)
$ in Millions
 6 Months Ended
Jun. 30, 2023
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
v3.23.2
Derivative Instruments - Additional Information (Details) - USD ($)
Aug. 07, 2023
Jun. 30, 2023
Dec. 31, 2022
Interest Rate Swap Agreements      
Derivative [Line Items]      
Derivative notional amount   $ 875,000,000 $ 875,000,000
Interest Rate Swap Agreements | Subsequent Event      
Derivative [Line Items]      
Weighted average fixed interest rate 2.91%    
Diesel Contract      
Derivative [Line Items]      
Derivative, nonmonetary notional amount   12,500,000 8,900,000
Total return swap contract      
Derivative [Line Items]      
Derivative notional amount   $ 0 $ 3,900,000
v3.23.2
Derivative Instruments - Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Details) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Derivatives, Fair Value [Line Items]    
Asset derivatives $ 30.4 $ 27.2
Commodity contracts    
Derivatives, Fair Value [Line Items]    
Asset derivatives 0.4 0.0
Liability derivatives 0.0 0.3
Interest rate swap agreements    
Derivatives, Fair Value [Line Items]    
Asset derivatives $ 30.0 $ 27.2
v3.23.2
Derivative Instruments - Gains and Losses on Derivative Contracts (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized (loss) gain, derivative     $ 3.5 $ 62.3
Total unrealized gain $ 9.4 $ 11.5 3.5 62.3
Total realized gain (loss) 4.6 1.2 8.2 (2.1)
Total gain 14.0 12.7 11.7 60.2
Commodity contracts | Other (income) expense, net        
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized (loss) gain, commodity contracts 0.4 (1.7) 0.7 10.0
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) 0.0 6.7 0.0 9.8
Interest rate swap agreements | Other (income) expense, net        
Derivative Instruments, Gain (Loss) [Line Items]        
Mark to market unrealized (loss) gain, derivative 9.0 13.2 2.8 52.3
Interest rate swap agreements | Interest expense        
Derivative Instruments, Gain (Loss) [Line Items]        
Total realized gain (loss) 4.6 (4.8) 8.2 (10.8)
Total return swap contract | General and administrative        
Derivative Instruments, Gain (Loss) [Line Items]        
Total realized gain (loss) $ 0.0 $ (0.7) $ 0.0 $ (1.1)
v3.23.2
Disaggregation Of Revenue - Financial Information Relating to Reportable Segments (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Segment Reporting Information [Line Items]        
Net sales $ 843.6 $ 810.2 $ 1,738.4 $ 1,582.8
Retail grocery        
Segment Reporting Information [Line Items]        
Net sales 663.4 608.6 1,378.1 1,201.7
Co-manufacturing        
Segment Reporting Information [Line Items]        
Net sales 111.7 131.5 226.1 254.5
Food-away-from-home and other        
Segment Reporting Information [Line Items]        
Net sales 68.5 70.1 134.2 126.6
Snacking        
Segment Reporting Information [Line Items]        
Net sales 361.5 333.5 720.1 632.6
Beverages & drink mixes        
Segment Reporting Information [Line Items]        
Net sales 243.9 246.8 535.2 506.6
Grocery        
Segment Reporting Information [Line Items]        
Net sales $ 238.2 $ 229.9 $ 483.1 $ 443.6