$ 37,174

$ 28,441

$ 49,476

$ 77,655

Foreign currency translation adjustments

(7,285)

(20,216)

21,598

(40,533)

Pension and postretirement reclassification adjustment

^[1]

258

256

774

767

(7,027)

(19,960)

22,372

(39,766)

Recent Accounting Pronouncements

$ 30,147

$ 8,481

$ 71,848

$ 37,889

[1]	Net of tax of $159 and $158 for the three months ended September 30, 2016 and 2015, respectively, and $475 and $474 for the nine months ended September 30, 2016 and 2015, respectively.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Pension and postretirement reclassification adjustment, tax	$ 159	$ 158	$ 475	$ 474

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash flows from operating activities:
Net income (loss)	$ 49,476	$ 77,655
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	127,181	46,160
Amortization	80,952	45,772
Stock-based compensation	22,784	15,503
Excess tax benefits from stock-based compensation	(3,676)	(5,004)
Mark-to-market gain on derivative contracts	(3,860)	(378)
Mark-to-market (gain) loss on investments	(480)	421
Loss on disposition of assets	2,054	365
Deferred income taxes	(1,630)	239
(Gain) loss on foreign currency exchange	(5,948)	18,226
Other	(2,786)	(1,127)
Changes in operating assets and liabilities, net of effect of acquisitions:
Receivables	(16,827)	14,493
Inventories	(8,140)	(61,715)
Prepaid expenses and other assets	(31,203)	(5,150)
Accounts payable, accrued expenses and other liabilities	86,818	23,730
Net cash provided by operating activities	294,715	169,190
Cash flows from investing activities:
Additions to property, plant, and equipment	(131,942)	(57,188)
Additions to intangible assets	(10,904)	(9,663)
Acquisitions, less cash acquired	(2,644,364)
Proceeds from sale of fixed assets	1,474	278
Purchase of investments	(795)	(572)
Increase in restricted cash	(605)
Other	4
Net cash (used in) provided by investing activities	(2,787,132)	(67,145)
Cash flows from financing activities:
Borrowings under Revolving Credit Facility	239,300	131,100
Payments under Revolving Credit Facility	(313,300)	(257,100)
Proceeds from issuance of Term Loan A-2	1,025,000
Proceeds from issuance of 2024 Notes	775,000
Payments on capitalized lease obligations and other debt	(2,627)	(2,672)
Payment of deferred financing costs	(34,328)
Payments on Term Loans	(25,937)	(7,250)
Net proceeds from issuance of common stock	835,131
Net (payments) receipts related to stock-based award activities	(1,053)	1,221
Excess tax benefits from stock-based compensation	3,676	5,004
Net cash provided by (used in) financing activities	2,500,862	(129,697)
Effect of exchange rate changes on cash and cash equivalents	3,863	(1,446)
Net increase (decrease) in cash and cash equivalents	12,308	(29,098)
Cash and cash equivalents, beginning of period	34,919	51,981
Cash and cash equivalents, end of period	$ 47,227	$ 22,883

Basis of Presentation

9 Months Ended

Sep. 30, 2016

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 generally accepted accounting principles 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, 2015. Results of operations for interim periods are not necessarily indicative of annual results.

On February 1, 2016, the Company acquired all of the outstanding common stock of Ralcorp Holdings, Inc., the Missouri corporation through which the private brands business of ConAgra Foods, Inc. (“Private Brands Business”) was operated. Ralcorp Holdings, Inc. was renamed TreeHouse Private Brands, Inc. during the first quarter of 2016. The results of operations of the Private Brands Business are included in our financial statements from the date of acquisition and are included in the North American Retail Grocery, Food Away From Home, and Industrial and Export segments, as applicable. The Private Brands Business is on a 4-4-5 fiscal calendar, and September 25, 2016 was the fiscal period end closest to the Company’s fiscal quarter end. This difference did not have a significant impact on the results of operations of the Private Brands Business.

The preparation of our Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to use our judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates.

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, 2015.

Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2016

2. RECENT ACCOUNTING PRONOUNCEMENTS

In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Improvements to Employee Share-Based Payment Accounting, to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The Company is currently assessing the impact that this standard will have upon adoption.

In February 2016, the FASB issued ASU No. 2016-02, Leases, to increase transparency and comparability by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The main difference between existing GAAP and this ASU is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under existing GAAP. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. The standard requires that entities apply the effects of these changes using a modified retrospective approach, which includes a number of optional practical expedients. The Company is currently assessing the impact that this standard will have upon adoption.

In September 2015, the FASB issued ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments, to simplify the accounting for adjustments made to provisional amounts. This ASU requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The ASU also requires acquirers to present separately on the face of the income statement, or disclose in the notes, the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This ASU is effective for fiscal periods beginning after December 15, 2015. The Company adopted the ASU during the first quarter of 2016. Adjustments to provisional amounts are disclosed in Note 4 on Acquisitions.

In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory, which requires entities to measure inventory at the lower of cost and net realizable value (“NRV”). This ASU will not apply to inventory valued under the last-in-first-out method. Under current guidance, an entity is required to measure inventory at the lower of cost or market, with market defined as replacement cost, NRV, or NRV less a normal profit margin. The three market measurements added complexity and reduced comparability in the valuation of inventory. FASB issued this ASU as part of its simplification initiative to address these issues. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The Company is currently assessing the impact that this standard will have upon adoption, which is not expected to be significant.

In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, providing additional guidance surrounding the disclosure of going concern uncertainties in the financial statements and implementing requirements for management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. The ASU is effective for fiscal years ending after December 15, 2016 and for interim periods thereafter. The Company does not anticipate the adoption of the ASU will result in additional disclosures, however, management will begin performing the periodic assessments required by the ASU on its effective date.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which introduced a new framework to be used when recognizing revenue in an attempt to reduce complexity and increase comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The standard requires that entities apply the effects of these changes to all prior years presented, upon adoption, using either the full retrospective method, which presents the impact of the change separately in each prior year presented, or the modified retrospective method, which includes the cumulative changes to all prior years presented in beginning retained earnings in the year of initial adoption. The Company has not yet determined which of the two adoption methods to elect. The FASB also issued ASU No. 2016-10, Identifying Performance Obligations and Licensing, and ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients, in April 2016 and May 2016, respectively, which amend the guidance in ASU 2014-09 and have the same effective date as the original standard. The Company is currently assessing the impact that these standards will have upon adoption.

The entire disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6507316

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Direct Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=66092750

Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Indirect Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6515603

Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Paragraph 1
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-URI http://asc.fasb.org/extlink&oid=27015980&loc=d3e46468-122699

Reference 7: http://www.xbrl.org/2003/role/presentationRef
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6523989

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Restructuring

9 Months Ended

Sep. 30, 2016

Restructuring

3. RESTRUCTURING

Plant Closing Costs — The Company continually analyzes its plant network to align operations with the current and future needs of its customers. Facility closure decisions are made when the Company identifies opportunities to lower production costs or eliminate excess manufacturing capacity while maintaining a competitive cost structure, service levels, and product quality. Expenses associated with facility closures are primarily aggregated in the Other operating expense, net line of the Condensed Consolidated Statements of Income, with the exception of asset-related costs, which are recorded in Cost of sales. The key information regarding the Company’s announced facility closures is outlined in the table below.

Facility Location

Date of Closure
Announcement

End of
Production

Full Facility
Closure

Primary Products
Produced

Primary Segment(s)

Affected

Total
Costs to
Close

Total
Cash
Costs to
Close

(In millions)

City of Industry, California

November 18,
2015

First quarter

of 2016

Third quarter

of 2016

Liquid non-dairy creamer and refrigerated salad dressings

Food Away From Home

$

6.9

$

3.8

Ayer, Massachusetts

April 5, 2016

First quarter

of 2017

Third quarter

of 2017

Spoonable dressings

North American Retail Grocery, Food Away From Home

$

8.5

$

5.5

Azusa, California

May 24, 2016

Second quarter

of 2017

Second quarter

of 2017

Bars and snack products

North American Retail Grocery

$

15.2

$

13.5

Ripon, Wisconsin

May 24, 2016

Fourth quarter

of 2016

Fourth quarter

of 2016

Sugar wafer cookies

North American Retail Grocery

$

2.0

$

1.2

Total expected costs to close the City of Industry, California and Ripon Wisconsin facilities have been reduced by approximately $5.0 million and $0.1 million, respectively, since the initial announcements while total expected costs to close the Ayer, Massachusetts and Azusa, California facilities have been increased by approximately $2.0 million and $0.3 million, respectively.

Below is a summary of the plant closing costs:


	Three Months Ended September 30, 2016	Nine Months Ended September 30, 2016	Cumulative Costs To Date	Total Expected Costs
	(In thousands)
Asset-related	$ 1,652	$ 3,158	$ 6,178	$ 8,585
Employee-related	2,183	4,146	5,308	8,948
Other closure costs	2,055	3,120	3,149	14,974

Total	$ 5,890	$ 10,424	$ 14,635	$ 32,507

Liabilities recorded as of September 30, 2016 associated with these plant closings relate to severance and the partial withdrawal from a multiemployer pension plan. The severance liability is included in the Accounts payable and accrued expenses line of the Condensed Consolidated Balance Sheets while the multiemployer pension plan withdrawal liability is included in the Other long-term liabilities line of the Condensed Consolidated Balance Sheets. The table below presents a reconciliation of the liabilities as of September 30, 2016:


	Severance			Multiemployer Pension Plan Withdrawal		Total Liabilities
	(In thousands)
Balance as of December 31, 2015	$	395		$	767	$	1,162
Expense		3,809			—		3,809
Payments		(1,035	)		—		(1,035	)

Balance as of September 30, 2016	$	3,169		$	767	$	3,936

Acquisitions

9 Months Ended

Sep. 30, 2016

Acquisitions

4. ACQUISITIONS

Private Brands Business

On February 1, 2016, the Company acquired the Private Brands Business, which is primarily engaged in manufacturing, distributing, and marketing private label products to retail grocery, food away from home, and industrial and export customers. The business’s primary product categories include snacks, retail bakery, pasta, cereal, bars, and condiments. The purchase price, after considering working capital adjustments, was approximately $2,644.4 million, net of acquired cash. The acquisition was funded by $835.1 million in net proceeds from a public sale of the Company’s common stock, $760.7 million in net proceeds from a private issuance of senior unsecured notes (“2024 Notes”), and a new $1,025.0 million term loan (“Term Loan A-2”), with the remaining balance funded by borrowings from the Company’s $900 million revolving credit facility (“Revolving Credit Facility”). The acquisition resulted in a broader portfolio of products and further diversified the Company’s product categories.

The Private Brands Business acquisition is accounted for under the acquisition method of accounting and the results of operations are included in our financial statements from the date of acquisition in the North American Retail Grocery, Food Away From Home, and Industrial and Export segments. Included in the Company’s Condensed Consolidated Statements of Income for the nine months ended September 30, 2016 are the Private Brands Business’s net sales of approximately $2,074.6 million and income before income taxes of $55.6 million. Integration costs of $7.5 million were included in determining income before income taxes.

We have made a preliminary allocation to net tangible and intangible assets acquired and liabilities assumed as follows:


	(In thousands)
Cash	$	43,358
Receivables		161,190
Inventory		444,860
Property, plant, and equipment		808,856
Customer relationships		510,900
Trade names		33,000
Software		19,576
Formulas		23,200
Other assets		53,545
Goodwill		1,118,102

Assets acquired		3,216,587
Deferred taxes		(135,697	)
Assumed current liabilities		(243,287	)
Assumed long-term liabilities		(149,881	)

Total purchase price	$	2,687,722

The Company allocated $496.1 million to customer relationships in the North American Retail Grocery segment, which have a preliminary estimated life of 13 years, and $14.8 million to customer relationships in the Food Away From Home segment, which have a preliminary estimated life of 10 years. The Company allocated $33.0 million to trade names, which have a preliminary estimated life of 10 years. The Company allocated $23.2 million to formulas, which have a preliminary estimated life of 5 years. The Company allocated $19.6 million to capitalized software with estimated lives of 1 to 5 years, depending on expected use. The aforementioned intangibles will be amortized on a straight line basis. Indemnification assets related to taxes of approximately $23.4 million were also recorded. The Company increased the cost of acquired inventories by approximately $8.4 million, and expensed the amount as a component of cost of sales. The Company has preliminarily allocated $1,044.9 million and $73.2 million of goodwill to the North American Retail Grocery and Food Away From Home segments, respectively. Goodwill arises principally as a result of expansion opportunities and synergies across both new and legacy product categories. None of the goodwill resulting from this acquisition is tax deductible. The Company incurred approximately $35.2 million in acquisition costs. These costs are included in the General and administrative expense line of the Condensed Consolidated Statements of Income. The purchase price allocation in the table above is preliminary and subject to the finalization of the Company’s valuation analysis, including adjustments to taxes.

The Company recorded purchase price adjustments related to taxes and working capital in the first nine months of 2016, resulting in a decrease to goodwill of approximately $5.8 million. The working capital adjustment was finalized on July 25, 2016, resulting in a payment of $4.2 million to ConAgra Foods, Inc. that is reflected as a purchase price adjustment. As a result of these adjustments, approximately $0.2 million was expensed to Cost of sales in the first nine months of 2016. The remaining adjustments did not impact the Condensed Consolidated Statements of Income.

The following unaudited pro forma information shows the results of operations for the Company as if its acquisition of the Private Brands Business had been completed as of January 1, 2015. Adjustments have been made for the pro forma effects of depreciation and amortization of tangible and intangible assets recognized as part of the business combination, the issuance of common stock, interest expense related to the financing of the business combination, and related income taxes. Excluded from the 2016 pro forma results are $35.2 million of costs incurred by the Company in connection with the acquisition. The 2015 pro forma results include $1.3 billion in asset impairment charges incurred by the seller. The pro forma results may not necessarily reflect actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations.


	Three Months Ended September 30,		Nine Months Ended September 30,
	2015		2016		2015

	(In thousands, except per share data)
Pro forma net sales	$	1,657,997	$	4,722,375	$	5,007,031

Pro forma net income (loss)	$	25,898	$	71,191	$	(718,415	)

Pro forma basic earnings (loss) per common share	$	0.46	$	1.26	$	(12.77	)

Pro forma diluted earnings (loss) per common share	$	0.45	$	1.24	$	(12.77	)

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Property, Plant, and Equipment

Investments

9 Months Ended

Sep. 30, 2016

Investments

5. INVESTMENTS


	September 30, 2016		December 31, 2015
	(In thousands)
U.S. equity	$	7,353	$	5,283
Non-U.S. equity		1,721		1,574
Fixed income		1,043		1,531

Total investments	$	10,117	$	8,388

We determine the appropriate classification of our investments at the time of purchase and reevaluate such designation as of each balance sheet date. The Company accounts for investments in debt and marketable equity securities as held-to-maturity, available-for-sale, or trading, depending on their classification. The investments held by the Company are classified as trading securities and are stated at fair value, with changes in fair value recorded as a component of the Interest income or Interest expense line on the Condensed Consolidated Statements of Income. Cash flows from purchases, sales, and maturities of trading securities are included in cash flows from investing activities in the Condensed Consolidated Statements of Cash Flows based on the nature and purpose for which the securities were acquired.

Our investments include U.S. equity, non-U.S. equity, and fixed income securities that are classified as short-term investments on the Condensed Consolidated Balance Sheets. The U.S. equity, non-U.S. equity, and fixed income securities are classified as short-term investments as they have characteristics of other current assets and are actively managed.

We consider temporary cash investments with an original maturity of three months or less to be cash equivalents. As of September 30, 2016 and December 31, 2015, $47.2 million and $24.4 million, respectively, represents cash and equivalents held in foreign jurisdictions, in local currencies, that are convertible into other currencies. The cash and equivalents held in foreign jurisdictions are expected to be used for general corporate purposes in foreign jurisdictions, including capital projects and acquisitions. The Prepaid expenses and other current assets line on the Condensed Consolidated Balance Sheets also includes restricted cash of $2.9 million as of September 30, 2016, which relates to cash held to meet certain insurance requirements.

For the nine months ended September 30, 2016, we recognized unrealized losses totaling $0.4 million that are included in the Interest expense line of the Condensed Consolidated Statements of Income, while unrealized losses for the three months ended September 30, 2016 were insignificant. For the three and nine months ended September 30, 2016, we recognized unrealized gains totaling $0.4 million and $0.9 million, respectively, that are included in the Interest income line of the Condensed Consolidated Statements of Income. Additionally, realized gains for the three and nine months ended September 30, 2016 were $0.1 million and $0.2 million, respectively, which are included in the Interest income line of the Condensed Consolidated Statements of Income. When securities are sold, their cost is determined based on the first-in, first-out method.

Inventories

9 Months Ended

Sep. 30, 2016

Inventories

6. INVENTORIES


	September 30, 2016			December 31, 2015
	(In thousands)
Raw materials and supplies	$	438,535		$	274,007
Finished goods		622,790			331,535
LIFO reserve		(20,347	)		(21,427	)

Total inventories	$	1,040,978		$	584,115

Inventory is generally accounted for under the first-in, first-out (“FIFO”) method, but a portion is accounted for under the last-in, first-out (“LIFO”) method or the weighted average costing approach. Approximately $105.3 million and $88.1 million of our inventory was accounted for under the LIFO method of accounting at September 30, 2016 and December 31, 2015, respectively. Approximately $114.5 million and $128.9 million of our inventory was accounted for using the weighted average costing approach at September 30, 2016 and December 31, 2015, respectively.

Property, Plant, and Equipment

9 Months Ended

Sep. 30, 2016

7. PROPERTY, PLANT, AND EQUIPMENT


	September 30, 2016			December 31, 2015
	(In thousands)
Land	$	70,878		$	25,954
Buildings and improvements		459,564			226,134
Machinery and equipment		1,275,754			681,711
Construction in progress		96,655			24,493

Total		1,902,851			958,292
Less accumulated depreciation		(538,179	)		(416,764	)

Property, plant, and equipment, net	$	1,364,672		$	541,528

Depreciation expense was $46.7 million and $15.3 million for the three months ended September 30, 2016 and 2015, respectively, and $127.2 million and $46.2 million for the nine months ended September 30, 2016 and 2015, respectively.

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2016

Goodwill and Intangible Assets

8. GOODWILL AND INTANGIBLE ASSETS

Changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are as follows:


	North American Retail Grocery			Food Away From Home			Industrial and Export		Total
	(In thousands)
Balance at December 31, 2015	$	1,423,441		$	92,267		$	134,086	$	1,649,794
Acquisitions		1,050,383			73,541			—		1,123,924
Purchase price adjustments		(5,441	)		(381	)		—		(5,822	)
Foreign currency exchange adjustments		6,257			611			—		6,868

Balance at September 30, 2016	$	2,474,640		$	166,038		$	134,086	$	2,774,764

The Company has not incurred any goodwill impairments since its inception.

The carrying amounts of our intangible assets with indefinite lives, other than goodwill, as of September 30, 2016 and December 31, 2015 are as follows:


	September 30, 2016		December 31, 2015
	(In thousands)
Trademarks	$	26,296	$	25,229

Total indefinite lived intangibles	$	26,296	$	25,229

The increase in the indefinite lived intangibles balance is due to foreign currency translation.

The gross carrying amounts and accumulated amortization of intangible assets, with finite lives, as of September 30, 2016 and December 31, 2015 are as follows:


	September 30, 2016							December 31, 2015
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
	(In thousands)							(In thousands)
Intangible assets with finite lives:
Customer-related	$	1,287,320	$	(272,759	)	$	1,014,561	$	769,419	$	(208,962	)	$	560,457
Contractual agreements		2,972		(2,887	)		85		2,964		(2,831	)		133
Trademarks		65,336		(14,889	)		50,447		32,240		(11,091	)		21,149
Formulas/recipes		33,754		(11,525	)		22,229		10,471		(7,824	)		2,647
Computer software		111,094		(53,158	)		57,936		78,039		(40,999	)		37,040

Total finite lived intangibles	$	1,500,476	$	(355,218	)	$	1,145,258	$	893,133	$	(271,707	)	$	621,426

Total intangible assets, excluding goodwill, as of September 30, 2016 and December 31, 2015 were $1,171.6 million and $646.7 million, respectively. Amortization expense on intangible assets for the three months ended September 30, 2016 and 2015 was $28.6 million and $14.9 million, respectively, and $81.0 million and $45.8 million for the nine months ended September 30, 2016 and 2015, respectively. Estimated amortization expense on intangible assets for 2016 and the next four years is as follows:


	(In thousands)
2016	$	109,918
2017	$	112,818
2018	$	106,314
2019	$	104,562
2020	$	102,660

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

Accounts Payable and Accrued Expenses

Accounts Payable and Accrued Expenses

9 Months Ended

Sep. 30, 2016

9. ACCOUNTS PAYABLE AND ACCRUED EXPENSES


	September 30, 2016		December 31, 2015
	(In thousands)
Accounts payable	$	473,009	$	202,065
Payroll and benefits		68,853		27,467
Interest		7,448		6,241
Taxes		22,694		1,499
Health insurance, workers’ compensation, and other insurance costs		16,993		9,331
Marketing expenses		11,965		7,435
Other accrued liabilities		5,831		6,542

Total	$	606,793	$	260,580

Income Taxes

9 Months Ended

Sep. 30, 2016

Income Taxes

10. INCOME TAXES

Income taxes were recorded at an effective rate of 29.3% for the three and nine months ended September 30, 2016 compared to 29.4% and 31.8% for the three and nine months ended September 30, 2015, respectively. During the quarter, the Company’s effective tax rate was favorably impacted by the reversal of $2.2 million in tax reserves assumed in prior acquisitions. The Company also recognized $2.2 million of non-operating expense for the write-off of the related indemnification assets, which is included in the Other (income) expense, net line of the Condensed Consolidated Statements of Income.

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.

The Company’s effective tax rate differs from the U.S. federal statutory tax rate primarily due to state tax expense and the benefits associated with the federal domestic production activities deduction and an intercompany financing structure entered into in conjunction with the E.D. Smith Foods, Ltd. (“E.D. Smith”) acquisition in 2007.

The Internal Revenue Service (“IRS”) completed the examination of Flagstone Foods, Inc.’s 2013 tax year during the second quarter of 2016, with no proposed adjustments to the Company’s tax liability. The Canadian Revenue Agency (“CRA”) is currently examining the 2008 through 2013 tax years of E.D. Smith. The CRA examination is expected to be completed in 2016 or 2017. The Company has examinations in process with various state taxing authorities, which are expected to be complete in 2017.

Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $6.0 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. Less than $3.6 million of the $6.0 million would affect net income when settled.

Long-Term Debt

9 Months Ended

Sep. 30, 2016

Long-Term Debt

11. LONG-TERM DEBT


	September 30, 2016			December 31, 2015
	(In thousands)
Revolving Credit Facility	$	279,000		$	353,000
Term Loan A		289,875			295,500
Term Loan A-1		182,500			190,000
Term Loan A-2		1,012,188			—
2022 Notes		400,000			400,000
2024 Notes		775,000			—
Tax increment financing and other debt		4,312			6,002

Total outstanding debt		2,942,875			1,244,502
Deferred financing costs		(35,017	)		(7,868	)
Less current portion		(58,099	)		(14,893	)

Total long-term debt	$	2,849,759		$	1,221,741

On February 1, 2016, coincident with the closing of the acquisition of the Private Brands Business, the Company entered into the Amended and Restated Credit Agreement. The Amended and Restated Credit Agreement amended the Company’s prior credit agreement, dated as of May 6, 2014 (as amended from time to time prior to February 1, 2016, the “Prior Credit Agreement”).

The Amended and Restated Credit Agreement (1) amended the maturity dates of the Revolving Credit Facility, Term Loan A, and Term Loan A-1 so that they are coterminous and mature on February 1, 2021, (2) provided for the issuance of Term Loan A-2, (3) is now a secured facility until, among other conditions, the Company reaches a leverage ratio of 3.5 and has no other pari-passu secured debt outstanding, and (4) increased credit spreads. The proceeds from Term Loan A-2 were used to fund a portion of the purchase price of the Private Brands Business. The Amended and Restated Credit Agreement contains substantially the same covenants as the Prior Credit Agreement with adjustments to reflect the incurrence of Term Loan A-2.

In connection with the Amended and Restated Credit Agreement, $20.3 million in fees will be amortized ratably through February 1, 2021. Fees associated with Term Loan A, Term Loan A-1, and Term Loan A-2 (the “Term Loans”) are presented as a direct deduction from outstanding debt, while fees associated with the Revolving Credit Facility are presented as an asset. Beginning February 1, 2016, unamortized fees associated with the Prior Credit Agreement will be amortized ratably through February 1, 2021.

The Revolving Credit Facility and the Term Loans are known collectively as the “Amended and Restated Credit Agreement.” The Company’s average interest rate on debt outstanding under its Amended and Restated Credit Agreement for the three months ended September 30, 2016 was 2.47%.

Revolving Credit Facility — As of September 30, 2016, $571.3 million of the aggregate commitment of $900 million of the Revolving Credit Facility was available. Under the Amended and Restated Credit Agreement, the Revolving Credit Facility matures on February 1, 2021, as compared to a maturity date of May 6, 2019 under the Prior Credit Agreement. In addition, as of September 30, 2016, there were $49.7 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 at the end of the applicable interest period in arrears on any outstanding borrowings. The interest rates under the Amended and Restated Credit Agreement are based on the Company’s consolidated leverage ratio, and are determined by either (i) LIBOR, plus a margin ranging from 1.25% to 3.00% (inclusive of the facility fee), based on the Company’s consolidated leverage ratio, or (ii) a Base Rate (as defined in the Amended and Restated Credit Agreement), plus a margin ranging from 0.25% to 2.00% (inclusive of the facility fee), based on the Company’s consolidated leverage ratio.

The Amended and Restated Credit Agreement is fully and unconditionally, as well as jointly and severally, guaranteed by our 100% owned direct and indirect subsidiaries described as follows: During the first quarter of 2016, Protenergy Holdings, Inc. and Protenergy Natural Foods, Inc. were added as guarantors. Additionally, in connection with the acquisition of the Private Brands Business, TreeHouse Private Brands, Inc. (formerly Ralcorp Holdings, Inc.); American Italian Pasta Co.; Nutcracker Brands; Linette Quality Chocolates; Ralcorp Frozen Bakery Products, Inc.; Cottage Bakery, Inc.; and The Carriage House Companies, Inc. were added as guarantors during the first quarter of 2016. As a result, Bay Valley Foods, LLC; Sturm Foods, Inc.; S.T. Specialty Foods, Inc.; Associated Brands, Inc.; Cains Foods, Inc.; Cains Foods L.P.; Cains GP, LLC; and Flagstone Foods, Inc., together with the subsidiaries added in the first quarter as noted above, and certain other subsidiaries that may become guarantors in the future are collectively known as the “Guarantor Subsidiaries.” The Amended and Restated Credit Agreement contains various financial and restrictive covenants and requires that the Company maintain certain financial ratios, including a leverage and interest coverage ratio. The Amended and Restated Credit Agreement also contains cross-default provisions which could result in the acceleration of payments in the event TreeHouse or the Guarantor Subsidiaries (i) fails to make a payment when due in respect of any indebtedness or guarantee having an aggregate principal amount greater than $75 million or (ii) fails to observe or perform any other agreement or condition related to such indebtedness or guarantee as a result of which the holder(s) of such debt are permitted to accelerate the payment of such debt. The Amended and Restated Credit Agreement is secured by substantially all personal property of TreeHouse and its Guarantor Subsidiaries.

Term Loan A — On May 6, 2014, the Company entered into a $300 million term loan whose maturity date was amended in connection with the Amended and Restated Credit Agreement. The new maturity date is February 1, 2021, as compared to May 6, 2021 under the Prior Credit Agreement. The interest rates applicable to Term Loan A are based on the Company’s consolidated leverage ratio, and are determined by either (i) LIBOR, plus a margin ranging from 1.25% to 3.00%, or (ii) a Base Rate (as defined in the Amended and Restated Credit Agreement), plus a margin ranging from 0.25% to 2.00%. Payments are due on a quarterly basis. Term Loan A is subject to substantially the same covenants as the Revolving Credit Facility, and also has the same Guarantor Subsidiaries. As of September 30, 2016, $289.9 million was outstanding under Term Loan A.

Term Loan A-1 — On July 29, 2014, the Company entered into a $200 million term loan whose maturity date was amended in connection with the Amended and Restated Credit Agreement. The new maturity date is February 1, 2021, as compared to May 6, 2019 under the Prior Credit Agreement. The interest rates applicable to Term Loan A-1 are based on the Company’s consolidated leverage ratio, and are determined by either (i) LIBOR, plus a margin ranging from 1.25% to 3.00%, or (ii) a Base Rate (as defined in the Amended and Restated Credit Agreement), plus a margin ranging from 0.25% to 2.00%. Payments are due on a quarterly basis. Term Loan A-1 is subject to substantially the same covenants as the Revolving Credit Facility, and has the same Guarantor Subsidiaries. As of September 30, 2016, $182.5 million was outstanding under Term Loan A-1.

Term Loan A-2 — On February 1, 2016, the Company entered into a $1,025 million term loan pursuant to the Amended and Restated Credit Agreement. Term Loan A-2 matures on February 1, 2021. The interest rates applicable to Term Loan A-2 are based on the Company’s consolidated leverage ratio, and are determined by either (i) LIBOR, plus a margin ranging from 1.25% to 3.00%, or (ii) a Base Rate (as defined in the Amended and Restated Credit Agreement), plus a margin ranging from 0.25% to 2.00%. Payments are due on a quarterly basis starting June 30, 2016. Term Loan A-2 is subject to substantially the same covenants as the Revolving Credit Facility, and has the same Guarantor Subsidiaries. As of September 30, 2016, $1,012.2 million was outstanding under Term Loan A-2.

2022 Notes — On March 11, 2014, the Company completed its underwritten public offering of $400 million in aggregate principal amount of 4.875% notes due March 15, 2022 (the “2022 Notes”). The net proceeds of $394 million ($400 million less underwriting discount of $6 million, providing an effective interest rate of 4.99%) were used to extinguish the Company’s previously issued 7.75% notes due on March 1, 2018 (the “2018 Notes”). Interest is payable on March 15 and September 15 of each year. The 2022 Notes will mature on March 15, 2022.

The Company may redeem some or all of the 2022 Notes at any time prior to March 15, 2017 at a price equal to 100% of the principal amount of the 2022 Notes redeemed, plus an applicable “make-whole” premium. On or after March 15, 2017, the Company may redeem some or all of the 2022 Notes at redemption prices set forth in the Indenture. In addition, at any time prior to March 15, 2017, the Company may redeem up to 35% of the 2022 Notes at a redemption price of 104.875% of the principal amount of the 2022 Notes redeemed with the net cash proceeds of certain equity offerings.

Subject to certain limitations, in the event of a change in control of the Company, the Company will be required to make an offer to purchase the 2022 Notes at a purchase price equal to 101% of the principal amount of the 2022 Notes, plus accrued and unpaid interest up to the purchase date.

2024 Notes — On January 29, 2016, the Company completed an exempt offering under Rule 144A and Regulation S of the Securities Act of $775 million in aggregate principal amount of 6.0% notes due February 15, 2024. The net proceeds from the issuance of the 2024 Notes (approximately $760.7 million after deducting issuance costs, providing an effective interest rate of 6.23%) were used to fund a portion of the purchase price of the Private Brands Business. Interest is payable on February 15 and August 15 of each year, beginning August 15, 2016. The 2024 Notes will mature on February 15, 2024.

The Company may redeem some or all of the 2024 Notes at any time on or after February 15, 2019 at the applicable redemption prices described in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date. In addition, prior to February 15, 2019, the Company may redeem all or a portion of the 2024 Notes at a price equal to 100% of the principal amount plus the “make-whole” premium set forth in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date. The Company may also redeem up to 40% of the 2024 Notes prior to February 15, 2019 with the net cash proceeds received from certain equity offerings at the redemption price set forth in the Indenture. In the event of certain change of control events, as described in the Indenture, the Company may be required to purchase the 2024 Notes from the holders at a purchase price of 101% of the principal amount plus any accrued and unpaid interest.

The Company issued the 2022 Notes and 2024 Notes pursuant to a single base Indenture among the Company, the Guarantor Subsidiaries, and the Trustee. The Indenture provides, among other things, that the 2022 Notes and 2024 Notes will be senior unsecured obligations of the Company. The Company’s payment obligations under the 2022 Notes and 2024 Notes are fully and unconditionally, as well as jointly and severally, guaranteed on a senior unsecured basis by the Guarantor Subsidiaries, in addition to any future domestic subsidiaries that guarantee or become borrowers under its credit agreement, or guarantee certain other indebtedness incurred by the Company or its restricted subsidiaries. The Indenture was supplemented during the first quarter of 2016 to include the changes in Guarantor Subsidiaries noted above.

The Indenture governing the 2022 Notes and 2024 Notes contains customary event of default provisions (including, without limitation, defaults relating to the failure to pay at final maturity or the acceleration of certain other indebtedness). If an event of default occurs and is continuing, the trustee under the Indenture or holders of at least 25% in principal amount of such notes may declare the principal amount and accrued and unpaid interest, if any, on all such notes to be due and payable. The Indenture also contains restrictive covenants that, among other things, limit the ability of the Company and the Guarantor Subsidiaries to: (i) pay dividends or make other restricted payments, (ii) make certain investments, (iii) incur additional indebtedness or issue preferred stock, (iv) create liens, (v) pay dividends or make other payments (except for certain dividends and payments to the Company and certain subsidiaries of the Company), (vi) merge or consolidate with other entities or sell substantially all of its assets, (vii) enter into transactions with affiliates, and (viii) engage in certain sale and leaseback transactions. The foregoing limitations are subject to exceptions as set forth in the Indenture. In addition, if in the future, the 2022 Notes or 2024 Notes have an investment grade credit rating by both Moody’s Investors Services, Inc. and Standard & Poor’s Ratings Services, certain of these covenants will, thereafter, no longer apply to the 2022 Notes or 2024 Notes for so long as the 2022 Notes or 2024 Notes are rated investment grade by the two rating agencies.

Tax Increment Financing — On December 15, 2001, the Urban Redevelopment Authority of Pittsburgh (“URA”) issued $4.0 million of redevelopment bonds, pursuant to a “Tax Increment Financing Plan” to assist with certain aspects of the development and construction of the Company’s Pittsburgh, Pennsylvania facilities. The agreement was transferred to the Company as part of the acquisition of the soup and infant feeding business. The Company has agreed to make certain payments with respect to the principal amount of the URA’s redevelopment bonds through May 2019. As of September 30, 2016, $1.0 million remains outstanding that matures May 1, 2019. Interest accrues at an annual rate of 7.16%.

Interest Rate Swap Agreements — In June 2016, the Company entered into $500 million of long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base. Under the terms of the agreements, $500 million in variable-rate debt was swapped for a weighted average fixed interest rate base of approximately 0.86% for a period of 37 months, beginning on January 31, 2017 and ending on February 28, 2020. The borrowing cost on the swapped principal will range from 2.11% to 3.86% during the life of the swap agreement based on the credit spreads under the Amended and Restated Credit Agreement.

Stockholders' Equity

9 Months Ended

Sep. 30, 2016

Stockholders' Equity

12. STOCKHOLDERS’ EQUITY

Common stock — The Company has authorized 90 million shares of common stock with a par value of $0.01 per share. No dividends have been declared or paid.

On January 26, 2016, a total of 13,269,230 shares were issued pursuant to a public offering at $65.00 per share, resulting in gross proceeds to the Company of $862.5 million. Net cash from the offering, after considering issuance costs, was approximately $835.1 million, with approximately $0.1 million recorded to Common stock at par value and approximately $835.0 million recorded to Additional paid-in capital. The net proceeds from the offering were used to fund a portion of the purchase price of the Private Brands Business.

As of September 30, 2016, there were 56,729,138 shares of common stock issued and outstanding. There is no treasury stock issued or outstanding.

Preferred Stock — The Company has authorized 10 million shares of preferred stock with a par value of $0.01 per share. No preferred stock has been issued.

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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Earnings Per Share

9 Months Ended

Sep. 30, 2016

Earnings Per Share

13. EARNINGS PER SHARE

Basic earnings per share is computed by dividing net income by the number of weighted average common shares outstanding during the reporting period. The weighted average number of common shares used in the diluted earnings per share calculation is determined using the treasury stock method and includes the incremental effect related to the Company’s outstanding stock-based compensation awards.

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 per share:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)

Net income	$	37,174	$	28,441	$	49,476	$	77,655


Weighted average common shares outstanding		56,804		43,168		55,350		43,004
Assumed exercise/vesting of equity awards (1)		647		553		687		668

Weighted average diluted common shares outstanding		57,451		43,721		56,037		43,672


Net earnings per basic share	$	0.65	$	0.66	$	0.89	$	1.81
Net earnings per diluted share	$	0.65	$	0.65	$	0.88	$	1.78

(1)

Incremental shares from equity awards are computed using the treasury stock method. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 0.4 million and 0.7 million for the three and nine months ended September 30, 2016, respectively, and 0.7 million for the three and nine months ended September 30, 2015.

Stock-Based Compensation

9 Months Ended

Sep. 30, 2016

Stock-Based Compensation

14. STOCK-BASED COMPENSATION

The Board of Directors adopted, and the Company’s stockholders approved, the “TreeHouse Foods, Inc. Equity and Incentive Plan” (the “Plan”). The Plan is administered by our Compensation Committee, which consists entirely of independent directors. The Compensation Committee determines specific awards for our executive officers. For all other employees, if the committee designates, our Chief Executive Officer or such other officers will, from time to time, determine specific persons to whom awards under the Plan will be granted, and the terms and conditions of each award. The Compensation Committee or its designee, pursuant to the terms of the Plan, also will make all other necessary decisions and interpretations under the plan.

Under the Plan, the Compensation Committee may grant awards of various types of compensation, including stock options, restricted stock, restricted stock units, performance shares, performance units, other types of stock-based awards, and other cash-based compensation. The maximum number of shares available to be awarded under the Plan is approximately 12.3 million, of which approximately 2.1 million remain available as of September 30, 2016.

Income before income taxes for the three and nine month periods ended September 30, 2016 includes share-based compensation expense of $8.5 million and $22.8 million, respectively. Share-based compensation expense for the three and nine months ended September 30, 2015 was $5.0 million and $15.5 million, respectively. The tax benefit recognized related to the compensation cost of these share-based awards was approximately $3.1 million and $8.3 million for the three and nine months ended September 30, 2016, respectively, and $1.7 million and $5.4 million for the three and nine months ended September 30, 2015, respectively.

Stock Options —The following table summarizes stock option activity during the nine months ended September 30, 2016. Stock options generally have a three year vesting schedule, which vest one-third on each of the first three anniversaries of the grant date, and expire ten years from the grant date.


								Weighted
						Weighted		Average
						Average		Remaining		Aggregate
	Employee			Director		Exercise		Contractual		Intrinsic
	Options			Options		Price		Term (yrs)		Value
	(In thousands)									(In thousands)
Outstanding, at December 31, 2015		1,918			20	$	57.18		6.2	$	41,793
Granted		456			—	$	96.85
Forfeited		(86	)		—	$	79.09
Exercised		(148	)		—	$	51.28

Outstanding, at September 30, 2016		2,140			20	$	65.17		6.3	$	52,098

Vested/expected to vest, at September 30, 2016		2,077			20	$	64.36		6.2	$	51,906

Exercisable, at September 30, 2016		1,374			20	$	52.22		4.7	$	48,749


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In millions)				(In millions)
Compensation expense	$	2.0	$	1.7	$	5.5	$	4.9
Intrinsic value of stock options exercised	$	0.1	$	1.0	$	6.1	$	14.4
Tax benefit recognized from stock option exercises	$	0.1	$	0.4	$	2.2	$	5.5

Compensation costs related to unvested options totaled $15.0 million at September 30, 2016 and will be recognized over the remaining vesting period of the grants, which averages 2.3 years. The Company uses the Black-Scholes option pricing model to value its stock option awards. The assumptions used to calculate the fair value of stock options issued in 2016 include the following: weighted average expected volatility of 25.11%, expected term of six years, weighted average risk free rate of 1.16%, and no dividends. The weighted average grant date fair value of awards granted in 2016 was $26.01.

Restricted Stock Units — Employee restricted stock unit awards generally vest based on the passage of time. These awards generally vest one-third on each anniversary of the grant date. Director restricted stock units generally vest on the first anniversary of the grant date. Certain directors have deferred receipt of their awards until either their departure from the Board of Directors or a specified date. As of September 30, 2016, 89 thousand director restricted stock units have been earned and deferred.

The following table summarizes the restricted stock unit activity during the nine months ended September 30, 2016:


				Weighted					Weighted
	Employee			Average		Director			Average
	Restricted			Grant Date		Restricted			Grant Date
	Stock Units			Fair Value		Stock Units			Fair Value
	(In thousands)					(In thousands)
Outstanding, at December 31, 2015		312		$	76.36		111		$	52.60
Granted		393		$	91.44		15		$	98.78
Vested		(142	)	$	74.79		(22	)	$	58.56
Forfeited		(32	)	$	82.51		—		$	76.30

Outstanding, at September 30, 2016		531		$	87.59		104		$	57.78


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In millions)				(In millions)
Compensation expense	$	4.9	$	2.8	$	12.9	$	8.9
Fair value of vested restricted stock units	$	2.8	$	0.9	$	15.9	$	13.9
Tax benefit recognized from vested restricted stock units	$	1.0	$	0.3	$	5.7	$	4.8

Future compensation costs related to restricted stock units are approximately $35.7 million as of September 30, 2016 and will be recognized on a weighted average basis over the next 2.2 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 service and performance conditions. For each of the three performance periods, one-third of the units will accrue, multiplied by a predefined percentage between 0% and 200%, depending on the achievement of certain operating performance measures. Additionally, for the cumulative performance period, a number of units will accrue, equal to the number of units granted multiplied by a predefined percentage between 0% and 200%, depending on the achievement of certain operating performance measures, less any units previously accrued. Accrued units will be converted to stock or cash, at the discretion of the Compensation Committee, generally, on the third anniversary of the grant date. The Company intends to settle these awards in stock and has the shares available to do so. On June 27, 2016, based on achievement of operating performance measures, 85,249 performance units were converted into 110,926 shares of stock, an average conversion ratio of 1.30 shares for each performance unit. The following table summarizes the performance unit activity during the nine months ended September 30, 2016:


				Weighted
				Average
	Performance			Grant Date
	Units			Fair Value
	(In thousands)
Unvested, at December 31, 2015		271		$	74.13
Granted		100		$	98.28
Vested		(85	)	$	66.01
Forfeited		(16	)	$	79.90

Unvested, at September 30, 2016		270		$	85.15


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016			2015		2016		2015
	(In millions)					(In millions)

Compensation expense	$	1.6		$	0.5	$	4.4	$	1.7
Fair value of vested performance units	$	(1.8	)	$	0.6	$	9.6	$	5.1
Tax benefit recognized from performance units vested	$	—		$	0.2	$	4.1	$	1.9

Future compensation costs related to the performance units are estimated to be approximately $14.3 million as of September 30, 2016, and are expected to be recognized over the next 2.4 years. The grant date fair value of the awards is equal to the Company’s closing stock price on the date of grant.

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Loss

9 Months Ended

Sep. 30, 2016

15. ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss consists of the following components, all of which are net of tax, except for the foreign currency translation adjustment:


				Unrecognized			Accumulated
	Foreign			Pension and			Other
	Currency			Postretirement			Comprehensive
	Translation (1)			Benefits (2)			Loss
				(In thousands)
Balance at December 31, 2015	$	(100,512	)	$	(12,956	)	$	(113,468	)
Other comprehensive income		21,598			—			21,598
Reclassifications from accumulated other comprehensive loss		—			774			774

Other comprehensive income		21,598			774			22,372

Balance at September 30, 2016	$	(78,914)		$	(12,182)		$	(91,096)


				Unrecognized			Accumulated
	Foreign			Pension and			Other
	Currency			Postretirement			Comprehensive
	Translation (1)			Benefits (2)			Loss
				(In thousands)
Balance at December 31, 2014	$	(51,326	)	$	(13,005	)	$	(64,331	)
Other comprehensive loss		(40,533	)		—			(40,533	)
Reclassifications from accumulated other comprehensive loss		—			767			767

Other comprehensive (loss) income		(40,533	)		767			(39,766	)

Balance at September 30, 2015	$	(91,859)		$	(12,238)		$	(104,097)

(1)

The foreign currency translation adjustment is not net of tax, as it pertains to the Company’s permanent investments in its Canadian and Italian subsidiaries.

(2)

The unrecognized pension and postretirement benefits reclassification is presented net of tax of $475 thousand and $474 thousand for the nine months ended September 30, 2016 and 2015, respectively. The reclassification is included in the computation of net periodic pension and postretirement cost, which is recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

The Condensed Consolidated Statements of Income lines impacted by reclassifications out of Accumulated other comprehensive loss are outlined below:


									Affected line in
	Reclassifications from Accumulated								the Condensed Consolidated
	Other Comprehensive Loss								Statements of Income
	Three months ended September 30,				Nine months ended September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Amortization of defined benefit pension items:
Prior service costs	$	35	$	36	$	105	$	109	(a)
Unrecognized net loss		382		378		1,144		1,132	(a)

Total before tax		417		414		1,249		1,241
Income taxes		159		158		475		474	Income taxes

Net of tax	$	258	$	256	$	774	$	767

(a)

These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement cost, and are recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

The entire disclosure for comprehensive income, which includes, but is not limited to, 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=66004124&loc=d3e689-108580

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Employee Retirement and Postretirement Benefits

Employee Retirement and Postretirement Benefits

9 Months Ended

Sep. 30, 2016

16. EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS

Pension, Profit Sharing, and Postretirement Benefits — Certain employees and retirees participate in pension and other postretirement benefit plans. Employee benefit plan obligations and expenses included in the Condensed Consolidated Financial Statements are determined based on plan assumptions, employee demographic data, including years of service and compensation, benefits and claims paid, and employer contributions. In connection with the acquisition of the Private Brands Business, the Company acquired three pension plans and one postretirement benefit plan. The net unfunded liability associated with these plans, which is included in the Accounts payable and accrued expenses and Other long-term liabilities lines of the Condensed Consolidated Balance Sheets, was $76.1 million as of the acquisition date.

Components of net periodic pension expense are as follows:


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
	(In thousands)
Service cost	$	1,279		$	621		$	3,607		$	1,864
Interest cost		4,092			713			11,163			2,138
Expected return on plan assets		(4,468	)		(765	)		(12,162	)		(2,295	)
Amortization of unrecognized prior service cost		53			53			158			157
Amortization of unrecognized net loss		383			365			1,148			1,095

Net periodic pension cost	$	1,339		$	987		$	3,914		$	2,959

The Company contributed $3.1 million to the pension plans in the first nine months of 2016. The Company does not expect to make additional contributions to the plans in 2016.

Components of net periodic postretirement expense are as follows:


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
	(In thousands)						(In thousands)
Service cost	$	21		$	5		$	59		$	15
Interest cost		348			38			938			113
Amortization of unrecognized prior service cost		(18	)		(17	)		(53	)		(49	)
Amortization of unrecognized net loss		(1	)		13			(4	)		38

Net periodic postretirement cost	$	350		$	39		$	940		$	117

The Company expects to contribute approximately $0.2 million to the postretirement health plans during 2016.

Net periodic pension and postretirement costs are recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

Other Operating Expense, Net

9 Months Ended

Sep. 30, 2016

Other Operating Expense, Net

17. OTHER OPERATING EXPENSE, NET

The Company incurred other operating expense for the three and nine months ended September 30, 2016 and 2015, which consisted of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Restructuring	$	4,890	$	154	$	8,973	$	504
Other		395		—		1,311		—

Total other operating expense, net	$	5,285	$	154	$	10,284	$	504

Supplemental Cash Flow Information

9 Months Ended

Sep. 30, 2016

Supplemental Cash Flow Information

18. SUPPLEMENTAL CASH FLOW INFORMATION


	Nine Months Ended
	September 30,
	2016		2015
	(In thousands)
Interest paid	$	80,769	$	36,601
Income taxes paid	$	49,528	$	35,064
Accrued purchase of property and equipment	$	15,467	$	3,971
Accrued other intangible assets	$	4,385	$	1,569

Non-cash financing activities for the nine months ended September 30, 2016 and 2015 include $26.8 million and $19.0 million, respectively, related to the vesting of restricted stock, restricted stock units, and performance stock units.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2016

Commitments and Contingencies

19. COMMITMENTS AND CONTINGENCIES

Litigation, Investigations and Audits — The Company is party in the ordinary course of business to certain claims, litigation, audits, and investigations. 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, none of which are significant. In the Company’s opinion, the settlement of any such currently pending or threatened matter is not expected to have a material impact on its financial position, annual results of operations, or cash flows.

Derivative Instruments

9 Months Ended

Sep. 30, 2016

Derivative Instruments

20. DERIVATIVE INSTRUMENTS

The Company is exposed to certain risk relating to its ongoing business operations. The primary risks managed by derivative instruments include interest rate risk, foreign currency risk, and commodity price risk. Derivative contracts are entered into for periods consistent with the related underlying exposure and do not constitute positions independent of those exposures. The Company does not enter into derivative instruments for trading or speculative purposes.

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, with a bias toward fixed-rate debt.

In June 2016, the Company entered into $500 million of long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base. Under the terms of the agreements, $500 million in variable-rate debt was swapped for a weighted average fixed interest rate base of approximately 0.86% for a period of 37 months, beginning on January 31, 2017 and ending on February 28, 2020. These agreements do not qualify for hedge accounting and changes in their fair value are recorded in the Condensed Consolidated Statements of Income, with their fair value recorded on the Condensed Consolidated Balance Sheets.

Due to the Company’s foreign operations, we are exposed to foreign currency risk. The Company enters into foreign currency contracts to manage the risk associated with foreign currency cash flows. The Company’s objective in using foreign currency contracts is to establish a fixed foreign currency exchange rate for the net cash flow requirements for purchases that are denominated in U.S. dollars. These contracts do not qualify for hedge accounting and changes in their fair value are recorded in the Condensed Consolidated Statements of Income, with their fair value recorded on the Condensed Consolidated Balance Sheets. As of September 30, 2016, the Company had $37.5 million of U.S. dollar foreign currency contracts outstanding, expiring throughout 2016 and early 2017.

Certain commodities we use in the production and distribution of our 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 records their fair value on the Condensed Consolidated Balance Sheets, with changes in value being recorded in the Condensed Consolidated Statements of Income.

The Company’s derivative commodity contracts may include contracts for diesel, oil, plastics, natural gas, electricity, 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 and plastics are used to manage the Company’s risk associated with the underlying commodity cost of a significant component used in packaging materials. Contracts for natural gas and electricity are used to manage the Company’s risk associated with the utility costs of its manufacturing facilities, and commodity contracts that are derivatives that do not meet the normal purchases and normal sales scope exception are used to manage the price risk associated with raw material costs. As of September 30, 2016, the Company had outstanding contracts for the purchase of 14,612 megawatts of electricity, expiring throughout 2016; 4.0 million gallons of diesel, expiring throughout 2016; 0.6 million dekatherms of natural gas, expiring throughout 2016; 0.9 million bushels of corn, expiring throughout early 2017; 7.2 million pounds of plastics, expiring throughout 2016; and 0.3 million bushels of flour, expiring throughout 2016.

The following table identifies the derivative, its fair value, and location on the Condensed Consolidated Balance Sheets:


		Fair Value
	Balance Sheet Location	September 30, 2016		December 31, 2015
		(In thousands)
Asset Derivatives
Commodity contracts	Prepaid expenses and other current assets	$	563	$	—
Foreign currency contracts	Prepaid expenses and other current assets		1,120		1,356
Interest rate swap agreements	Prepaid expenses and other current assets		848		—

		$	2,531	$	1,356


Liability Derivatives
Commodity contracts	Accounts payable and accrued expenses	$	1,093	$	3,778

		$	1,093	$	3,778

We recorded the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Income:


		Three Months Ended						Nine Months Ended
	Location of (Loss) Gain	September 30,						September 30,
	Recognized in Income	2016			2015			2016			2015
		(In thousands)						(In thousands)
Mark-to-market unrealized gain (loss):
Commodity contracts	Other (income) expense, net	$	2,305		$	(834	)	$	3,248		$	207
Foreign currency contracts	Other (income) expense, net		2,083			(1,183	)		(236	)		171
Interest rate swap agreements	Other (income) expense, net		2,442			—			848			—

Total unrealized gain (loss)			6,830			(2,017	)		3,860			378
Realized (loss) gain
Commodity contracts	Manufacturing related to cost of sales and transportation related to selling and distribution		119			(1,508	)		(896	)		(3,268	)
Foreign currency contracts	Cost of sales		(1,321	)		681			(3,256	)		1,142

Total realized loss			(1,202	)		(827	)		(4,152	)		(2,126	)

Total (loss) gain		$	5,628		$	(2,844	)	$	(292	)	$	(1,748	)

The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Fair Value

9 Months Ended

Sep. 30, 2016

Fair Value

21. FAIR VALUE

The following table presents the carrying value and fair value of our financial instruments as of September 30, 2016 and December 31, 2015:


	September 30, 2016						December 31, 2015
	Carrying Value			Fair Value			Carrying Value			Fair Value			Level
	(In thousands)						(In thousands)
Not recorded at fair value (liability):
Revolving Credit Facility	$	(279,000	)	$	(274,485	)	$	(353,000	)	$	(352,932	)		2
Term Loan A	$	(289,875	)	$	(290,329	)	$	(295,500	)	$	(294,327	)		2
Term Loan A-1	$	(182,500	)	$	(182,731	)	$	(190,000	)	$	(190,200	)		2
Term Loan A-2	$	(1,012,188	)	$	(1,013,471	)	$	—		$	—			2
2022 Notes	$	(400,000	)	$	(416,500	)	$	(400,000	)	$	(383,000	)		2
2024 Notes	$	(775,000	)	$	(832,156	)	$	—		$	—			2

Recorded on a recurring basis at fair value (liability) asset:
Commodity contracts	$	(530	)	$	(530	)	$	(3,778	)	$	(3,778	)		2
Foreign currency contracts	$	1,120		$	1,120		$	1,356		$	1,356			2
Interest rate swap agreements	$	848		$	848		$	—		$	—			2
Investments	$	10,117		$	10,117		$	8,388		$	8,388			1

Cash and cash equivalents and accounts receivable are financial assets with carrying values that approximate fair value. Accounts payable are financial liabilities with carrying values that approximate fair value.

The fair value of the Revolving Credit Facility, Term Loan A, Term Loan A-1, Term Loan A-2, 2022 Notes, 2024 Notes, commodity contracts, foreign currency contracts, and interest rate swap agreements 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 Revolving Credit Facility, Term Loan A, Term Loan A-1, and Term Loan A-2 were estimated using present value techniques and market based interest rates and credit spreads. The fair values of the Company’s 2022 Notes and 2024 Notes were estimated based on quoted market prices for similar instruments, where the inputs are considered Level 2, due to their infrequent trading volume. The fair values of the commodity contracts, foreign currency contracts, and interest rate swap agreements are based on an analysis comparing the contract rates to the market rates at the balance sheet date. The commodity contracts, foreign currency contracts, and interest rate swap agreements are recorded at fair value on the Condensed Consolidated Balance Sheets.

The fair value of the investments was determined using Level 1 inputs. Level 1 inputs are quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement dates. The investments are recorded at fair value on the Condensed Consolidated Balance Sheets.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Segment and Geographic Information and Major Customers

Segment and Geographic Information and Major Customers

9 Months Ended

Sep. 30, 2016

22. SEGMENT AND GEOGRAPHIC INFORMATION AND MAJOR CUSTOMERS

The Company manages operations on a company-wide basis, thereby making determinations as to the allocation of resources in total rather than on a segment-level basis. The Company has designated reportable segments based on how management views its business. The Company does not segregate assets between segments for internal reporting. Therefore, asset-related information has not been presented. The reportable segments, as presented below, are consistent with the manner in which the Company reports its results to the Chief Operating Decision Maker.

The Company evaluates the performance of its segments based on net sales dollars and direct operating income (gross profit less freight out, sales commissions, and direct selling and marketing expenses). The amounts in the following tables are obtained from reports used by senior management and do not include income taxes. Other expenses not allocated include unallocated selling and distribution expenses, unallocated costs of sales, and unallocated corporate expenses. The accounting policies of the Company’s segments are the same as those described in the summary of significant accounting policies set forth in Note 1 to the Consolidated Financial Statements contained in our Annual Report on Form 10-K for the year ended December 31, 2015.


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
	(In thousands)						(In thousands)
Net sales to external customers:
North American Retail Grocery	$	1,305,872		$	597,775		$	3,599,506		$	1,768,938
Food Away From Home		157,371			94,601			394,704			280,726
Industrial and Export		123,511			106,262			414,047			291,327
Unallocated		96			—			(9,845	)		—

Total	$	1,586,850		$	798,638		$	4,398,412		$	2,340,991

Direct operating income:
North American Retail Grocery	$	159,124		$	83,864		$	442,757		$	242,220
Food Away From Home		16,469			12,892			51,434			39,454
Industrial and Export		16,431			16,108			50,324			51,727

Total		192,024			112,864			544,515			333,401
Unallocated selling and distribution expenses		(7,219	)		(1,431	)		(29,917	)		(6,552	)
Unallocated costs of sales (1)		(1,509	)		2,377			(20,827	)		2,174
Unallocated corporate expense and other		(105,706	)		(51,582	)		(345,661	)		(165,578	)

Operating income		77,590			62,228			148,110			163,445
Other expense		(24,982	)		(21,953	)		(78,107	)		(49,582	)

Income before income taxes	$	52,608		$	40,275		$	70,003		$	113,863

(1)

Includes charges related to restructurings and other costs managed at corporate.

Geographic Information — The Company had revenues from customers outside of the United States of approximately 8.9% and 11.8% of total consolidated net sales in the nine months ended September 30, 2016 and 2015, respectively, with 7.1% and 10.7% of total consolidated net sales going to Canada, respectively. The Company held 10.8% and 8.3% of its property, plant, and equipment outside of the United States as of September 30, 2016 and 2015, respectively.

Major Customers — Walmart Stores, Inc. and affiliates accounted for approximately 18.2% and 20.8% of consolidated net sales in the nine months ended September 30, 2016 and 2015, respectively. No other customer accounted for more than 10% of our consolidated net sales.

Product Information — The following table presents the Company’s net sales by major products for the three and nine months ended September 30, 2016 and 2015. In 2016, as a result of the acquisition of the Private Brands Business, the Company made the following changes to its product categories: (1) Snacks was renamed Snack nuts and now includes the bars, fruit snacks, and cereal snack mixes from the Private Brands Business, (2) Dry dinners was renamed Pasta and dry dinners and now includes the dry pasta from the Private Brands Business, (3) Mexican and other sauces was renamed Sauces and now includes the sauces from the Private Brands Business, (4) Cookies and crackers was added to include the crackers, cookies, pretzels, pita chips, and candy from the Private Brands Business, and (5) Retail bakery was added to include the in-store bakery products, refrigerated dough, frozen griddle products (pancakes, waffles, and French toast), frozen bread products (breads, rolls, and biscuits), dessert products (frozen cookies and frozen cookie dough), and dry bakery mixes from the Private Brands Business. These changes did not require prior period adjustments.


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Products:
Snack nuts	$	355,901	$	172,581	$	967,296	$	484,461
Retail bakery		167,036		—		438,899		—
Cookies and crackers		157,196		—		420,435		—
Cereals		144,154		37,253		395,331		114,540
Pasta and dry dinners		144,959		31,077		380,507		94,012
Beverages		118,487		101,622		343,892		305,292
Salad dressings		94,082		85,757		291,671		270,101
Sauces		84,977		52,908		248,660		170,134
Pickles		81,194		85,544		248,122		243,013
Soup and infant feeding		92,478		94,807		238,619		253,129
Beverage enhancers		73,627		80,028		226,673		244,557
Jams		29,765		13,365		79,631		37,587
Aseptic products		25,215		26,600		76,580		80,570
Other products		17,779		17,096		42,096		43,595

Total net sales	$	1,586,850	$	798,638	$	4,398,412	$	2,340,991

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Guarantor and Non-Guarantor Financial Information

Guarantor and Non-Guarantor Financial Information

9 Months Ended

Sep. 30, 2016

23. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION

The Company’s 2022 Notes and 2024 Notes are guaranteed fully and unconditionally, as well as jointly and severally, by its Guarantor Subsidiaries. As described in Note 11, Protenergy Holdings, Inc. and Protenergy Natural Foods, Inc. were added as Guarantor Subsidiaries in the first quarter of 2016. Additionally, in connection with the acquisition of the Private Brands Business, TreeHouse Private Brands, Inc. (formerly Ralcorp Holdings, Inc.); American Italian Pasta Co.; Nutcracker Brands; Linette Quality Chocolates; Ralcorp Frozen Bakery Products, Inc.; Cottage Bakery, Inc.; and The Carriage House Companies, Inc. were added as guarantors during the first quarter of 2016. In the fourth quarter of 2015, Associated Brands, Inc.; Cains Foods, Inc.; Cains Foods L.P.; Cains GP, LLC; and Flagstone Foods, Inc. (formerly known as Snacks Holding Corporation) were added as Guarantor Subsidiaries. There are no significant restrictions on the ability of the parent company or any guarantor to obtain funds from its subsidiaries by dividend or loan. The following condensed supplemental consolidating financial information presents the results of operations, financial position and cash flows of the parent company, its Guarantor Subsidiaries, its non-guarantor subsidiaries and the eliminations necessary to arrive at the information for the Company on a consolidated basis as of September 30, 2016 and 2015, and for the three and nine months ended September 30, 2016 and 2015. The equity method has been used with respect to investments in subsidiaries. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. As a result of the addition of the guarantors noted above, the following condensed supplemental consolidating financial information has been recast for prior periods as if the new guarantor structure existed for all periods presented, as of the acquisition dates of the respective guarantors.

Condensed Supplemental Consolidating Balance Sheet

September 30, 2016

(In thousands)


	Parent		Guarantor			Non-Guarantor
	Company		Subsidiaries			Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	10		$	47,217		$	—		$	47,227
Investments		—		—			10,117			—			10,117
Accounts receivable, net		—		328,103			56,798			—			384,901
Inventories, net		—		923,607			117,371			—			1,040,978
Assets held for sale		—		2,674			—			—			2,674
Prepaid expenses and other current assets		34,725		22,941			18,300			—			75,966

Total current assets		34,725		1,277,335			249,803			—			1,561,863
Property, plant, and equipment, net		28,010		1,189,389			147,273			—			1,364,672
Goodwill		—		2,644,106			130,658			—			2,774,764
Investment in subsidiaries		5,285,565		518,906			—			(5,804,471	)		—
Intercompany accounts receivable (payable), net		329,823		(313,490	)		(16,333	)		—			—
Deferred income taxes		20,187		—			—			(20,187	)		—
Intangible and other assets, net		53,148		1,053,752			115,033			—			1,221,933

Total assets	$	5,751,458	$	6,369,998		$	626,434		$	(5,824,658	)	$	6,923,232


Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses	$	51,870	$	488,394		$	66,529		$	—		$	606,793
Current portion of long-term debt		54,834		3,132			133			—			58,099

Total current liabilities		106,704		491,526			66,662			—			664,892
Long-term debt		2,848,712		779			268			—			2,849,759
Deferred income taxes		—		401,522			34,744			(20,187	)		416,079
Other long-term liabilities		8,797		190,606			5,854			—			205,257
Stockholders’ equity		2,787,245		5,285,565			518,906			(5,804,471	)		2,787,245

Total liabilities and stockholders’ equity	$	5,751,458	$	6,369,998		$	626,434		$	(5,824,658	)	$	6,923,232

Condensed Supplemental Consolidating Balance Sheet

December 31, 2015

(In thousands)


	Parent Company		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	10,384	$	91		$	24,444		$	—		$	34,919
Investments		—		—			8,388			—			8,388
Accounts receivable, net		17		182,524			20,657			—			203,198
Inventories, net		—		510,255			73,860			—			584,115
Prepaid expenses and other current assets		17,625		6,608			8,968			(16,618	)		16,583

Total current assets		28,026		699,478			136,317			(16,618	)		847,203
Property, plant, and equipment, net		26,294		470,639			44,595			—			541,528
Goodwill		—		1,526,004			123,790			—			1,649,794
Investment in subsidiaries		2,411,532		338,849			—			(2,750,381	)		—
Intercompany accounts receivable (payable), net		582,267		(553,408	)		(28,859	)		—			—
Deferred income taxes		18,092		—			—			(18,092	)		—
Intangible and other assets, net		46,041		504,127			114,103			—			664,271

Total assets	$	3,112,252	$	2,985,689		$	389,946		$	(2,785,091	)	$	3,702,796


Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses	$	16,526	$	239,316		$	21,356		$	(16,618	)	$	260,580
Current portion of long-term debt		11,621		3,116			156			—			14,893

Total current liabilities		28,147		242,432			21,512			(16,618	)		275,473
Long-term debt		1,219,011		2,398			332			—			1,221,741
Deferred income taxes		—		272,910			24,290			(18,092	)		279,108
Other long-term liabilities		10,235		56,417			4,963			—			71,615
Stockholders’ equity		1,854,859		2,411,532			338,849			(2,750,381	)		1,854,859

Total liabilities and stockholders’ equity	$	3,112,252	$	2,985,689		$	389,946		$	(2,785,091	)	$	3,702,796

Condensed Supplemental Consolidating Statement of Income

Three Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	1,501,774		$	167,014		$	(81,938	)	$	1,586,850
Cost of sales		—			1,240,261			142,994			(81,938	)		1,301,317

Gross profit		—			261,513			24,020			—			285,533
Selling, general, and administrative expense		23,512			134,373			16,135			—			174,020
Amortization expense		2,319			23,962			2,357			—			28,638
Other operating expense, net		—			4,735			550			—			5,285

Operating (loss) income		(25,831	)		98,443			4,978			—			77,590
Interest expense		30,928			(103	)		1,143			(1,219	)		30,749
Interest income		(5	)		(1,005	)		(317	)		1,219			(108	)
Other expense (income), net		(1	)		(435	)		(5,223	)		—			(5,659	)

(Loss) income before income taxes		(56,753	)		99,986			9,375			—			52,608
Income taxes (benefit)		(22,143	)		35,669			1,908			—			15,434
Equity in net income (loss) of subsidiaries		71,784			7,467			—			(79,251	)		—

Net income (loss)	$	37,174		$	71,784		$	7,467		$	(79,251	)	$	37,174

Condensed Supplemental Consolidating Statement of Income Three Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	755,336		$	96,991		$	(53,689	)	$	798,638
Cost of sales		—			610,871			82,759			(53,689	)		639,941

Gross profit		—			144,465			14,232			—			158,697
Selling, general, and administrative expense		15,418			58,435			7,569			—			81,422
Amortization expense		2,070			10,468			2,355			—			14,893
Other operating expense, net		—			154			—			—			154

Operating (loss) income		(17,488	)		75,408			4,308			—			62,228
Interest expense		10,376			(231	)		2,175			(1,406	)		10,914
Interest income		(16	)		(1,406	)		(249	)		1,406			(265	)
Other expense (income), net		(5	)		9,054			2,255			—			11,304

(Loss) income before income taxes		(27,843	)		67,991			127			—			40,275
Income taxes (benefit)		(10,576	)		23,110			(700	)		—			11,834
Equity in net income (loss) of subsidiaries		45,708			827			—			(46,535	)		—

Net income (loss)	$	28,441		$	45,708		$	827		$	(46,535	)	$	28,441

Condensed Supplemental Consolidating Statement of Income

Nine Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	4,160,967		$	459,841		$	(222,396	)	$	4,398,412
Cost of sales		—			3,448,050			396,856			(222,396	)		3,622,510

Gross profit		—			712,917			62,985			—			775,902
Selling, general, and administrative expense		100,128			394,029			42,399			—			536,556
Amortization expense		6,778			67,192			6,982			—			80,952
Other operating expense, net		—			8,830			1,454			—			10,284

Operating (loss) income		(106,906	)		242,866			12,150			—			148,110
Interest expense		87,357			188			3,995			(3,585	)		87,955
Interest income		(2,233	)		(3,928	)		(993	)		3,585			(3,569	)
Other expense (income), net		1			(2,501	)		(3,779	)		—			(6,279	)

(Loss) income before income taxes		(192,031	)		249,107			12,927			—			70,003
Income taxes (benefit)		(73,404	)		93,814			117			—			20,527
Equity in net income (loss) of subsidiaries		168,103			12,810			—			(180,913	)		—

Net income (loss)	$	49,476		$	168,103		$	12,810		$	(180,913	)	$	49,476

Condensed Supplemental Consolidating Statement of Income Nine Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,203,154		$	309,061		$	(171,224	)	$	2,340,991
Cost of sales		—			1,779,531			270,179			(171,224	)		1,878,486

Gross profit		—			423,623			38,882			—			462,505
Selling, general, and administrative expense		48,459			176,363			27,962			—			252,784
Amortization expense		5,941			32,260			7,571			—			45,772
Other operating expense, net		—			504			—			—			504

Operating (loss) income		(54,400	)		214,496			3,349			—			163,445
Interest expense		32,806			151			5,343			(4,322	)		33,978
Interest income		(1,447	)		(4,322	)		(781	)		4,322			(2,228	)
Other expense (income), net		(7	)		14,845			2,994			—			17,832

(Loss) income before income taxes		(85,752	)		203,822			(4,207	)		—			113,863
Income taxes (benefit)		(32,689	)		72,423			(3,526	)		—			36,208
Equity in net income (loss) of subsidiaries		130,718			(681	)		—			(130,037	)		—

Net income (loss)	$	77,655		$	130,718		$	(681	)	$	(130,037	)	$	77,655

Condensed Supplemental Consolidating Statement of Comprehensive Income

Three Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	37,174		$	71,784		$	7,467		$	(79,251	)	$	37,174
Other comprehensive income:
Foreign currency translation adjustments		—			—			(7,285	)		—			(7,285	)
Pension and postretirement reclassification adjustment, net of tax		—			258			—			—			258

Other comprehensive income		—			258			(7,285	)		—			(7,027	)
Equity in other comprehensive income (loss) of subsidiaries		(7,027	)		(7,285	)		—			14,312			—

Comprehensive income (loss)	$	30,147		$	64,757		$	182		$	(64,939	)	$	30,147

Condensed Supplemental Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	28,441		$	45,708		$	827		$	(46,535	)	$	28,441
Other comprehensive income:
Foreign currency translation adjustments		—			—			(20,216	)		—			(20,216	)
Pension and postretirement reclassification adjustment, net of tax		—			256			—			—			256

Other comprehensive income		—			256			(20,216	)		—			(19,960	)
Equity in other comprehensive income (loss) of subsidiaries		(19,960	)		(20,215	)		—			40,175			—

Comprehensive income (loss)	$	8,481		$	25,749		$	(19,389	)	$	(6,360	)	$	8,481

Condensed Supplemental Consolidating Statement of Comprehensive Income

Nine Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	49,476		$	168,103		$	12,810		$	(180,913	)	$	49,476
Other comprehensive (loss) income:
Foreign currency translation adjustments		—			—			21,598			—			21,598
Pension and postretirement reclassification adjustment, net of tax		—			774			—			—			774

Other comprehensive (loss) income		—			774			21,598			—			22,372
Equity in other comprehensive (loss) income of subsidiaries		22,372			21,598			—			(43,970	)		—

Comprehensive income (loss)	$	71,848		$	190,475		$	34,408		$	(224,883	)	$	71,848

Condensed Supplemental Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	77,655		$	130,718		$	(681	)	$	(130,037	)	$	77,655
Other comprehensive (loss) income:
Foreign currency translation adjustments		—			—			(40,533	)		—			(40,533	)
Pension and postretirement reclassification adjustment, net of tax		—			767			—			—			767

Other comprehensive (loss) income		—			767			(40,533	)		—			(39,766	)
Equity in other comprehensive (loss) income of subsidiaries		(39,766	)		(40,533	)		—			80,299			—

Comprehensive income (loss)	$	37,889		$	90,952		$	(41,214	)	$	(49,738	)	$	37,889

Condensed Supplemental Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non- Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	90,485		$	395,130		$	(10,761	)	$	(180,139	)	$	294,715
Cash flows from investing activities:
Additions to property, plant, and equipment		(2,780	)		(119,983	)		(9,179	)		—			(131,942	)
Additions to intangible assets		(8,221	)		(2,683	)		—			—			(10,904	)
Intercompany transfer		32,444			(78,421	)		—			45,977			—
Acquisitions, less cash acquired		(2,687,722	)		337			43,021			—			(2,644,364	)
Proceeds from sale of fixed assets		—			1,474			—			—			1,474
Purchase of investments		—			—			(795	)		—			(795	)
Increase in restricted cash		—			(605	)		—			—			(605	)
Other		—			—			4			—			4

Net cash (used in) provided by investing activities		(2,666,279	)		(199,881	)		33,051			45,977			(2,787,132	)
Cash flows from financing activities:
Net borrowing (repayment) of debt		1,700,063			(2,589	)		(38	)		—			1,697,436
Payment of deferred financing costs		(34,328	)		—			—			—			(34,328	)
Intercompany transfer		61,921			(192,741	)		(3,342	)		134,162			—
Net proceeds from issuance of common stock		835,131			—			—			—			835,131
Net payments related to stock-based award activities		(1,053	)		—			—			—			(1,053	)
Excess tax benefits from stock-based compensation		3,676			—			—			—			3,676

Net cash provided by (used in) financing activities		2,565,410			(195,330	)		(3,380	)		134,162			2,500,862
Effect of exchange rate changes on cash and cash equivalents		—			—			3,863			—			3,863

(Decrease) increase in cash and cash equivalents		(10,384	)		(81	)		22,773			—			12,308
Cash and cash equivalents, beginning of period		10,384			91			24,444			—			34,919

Cash and cash equivalents, end of period	$	—		$	10		$	47,217		$	—		$	47,227

Condensed Supplemental Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2015

(In thousands)


	Parent			Guarantor			Non- Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	82,140		$	218,218		$	(1,900	)	$	(129,268	)	$	169,190
Cash flows from investing activities:
Additions to property, plant, and equipment		(286	)		(51,981	)		(4,921	)		—			(57,188	)
Additions to intangible assets		(8,605	)		(932	)		(126	)		—			(9,663	)
Intercompany transfer		(42,985	)		(78,928	)		2			121,911			—
Proceeds from sale of fixed assets		—			174			104			—			278
Purchase of investments		—			—			(572	)		—			(572	)

Net cash (used in) provided by investing activities		(51,876	)		(131,667	)		(5,513	)		121,911			(67,145	)
Cash flows from financing activities:
Net repayment of debt		(133,250	)		(2,579	)		(93	)		—			(135,922	)
Intercompany transfer		78,055			(84,213	)		(1,199	)		7,357			—
Net receipts related to stock-based award activities		1,221			—			—			—			1,221
Excess tax benefits from stock-based compensation		5,004			—			—			—			5,004

Net cash (used in) provided by financing activities		(48,970	)		(86,792	)		(1,292	)		7,357			(129,697	)
Effect of exchange rate changes on cash and cash equivalents		—			—			(1,446	)		—			(1,446	)

(Decrease) increase in cash and cash equivalents		(18,706	)		(241	)		(10,151	)		—			(29,098	)
Cash and cash equivalents, beginning of period		18,706			1,690			31,585			—			51,981

Cash and cash equivalents, end of period	$	—		$	1,449		$	21,434		$	—		$	22,883

Subsequent Events

9 Months Ended

Sep. 30, 2016

Subsequent Events

24. SUBSEQUENT EVENTS

On November 3, 2016, the Company announced its intention to close a facility in Delta, British Columbia and to reduce its manufacturing footprint in Battle Creek, Michigan. The decision follows an analysis of the Company’s plant network to align operations with the current and future needs of its customers and eliminate excess manufacturing capacity. Both the Battle Creek and Delta facilities were part of the Company’s acquisition of the Private Brands Business in February 2016.

The Delta facility produces frozen griddle products, primarily for the North American Retail Grocery segment. Production is expected to cease in early 2018. The Company operates two facilities in Delta, and this announcement only affects the frozen griddle facility.

The Battle Creek facility produces ready-to-eat cereal, primarily for the North American Retail Grocery segment. The facility downsizing will take place over a 15 month period beginning in January 2017.

Total costs to close the Delta facility and downsize Battle Creek are expected to be approximately $14.7 million, of which approximately $6.8 million is expected to be in cash. Components of the charges include non-cash asset write-offs of approximately $7.9 million, employee-related costs of approximately $4.6 million, and other closure costs of approximately $2.2 million. The Company expects approximately $4.0 million of the charges to be incurred in the fourth quarter of 2016.

Restructuring (Tables)

9 Months Ended

Sep. 30, 2016

Schedule of Facility Closures

The key information regarding the Company’s announced facility closures is outlined in the table below.

Facility Location

Date of Closure
Announcement

End of
Production

Full Facility
Closure

Primary Products
Produced

Primary Segment(s)

Affected

Total
Costs to
Close

Total
Cash
Costs to
Close

(In millions)

City of Industry, California

November 18,
2015

First quarter

of 2016

Third quarter

of 2016

Liquid non-dairy creamer and refrigerated salad dressings

Food Away From Home

$

6.9

$

3.8

Ayer, Massachusetts

April 5, 2016

First quarter

of 2017

Third quarter

of 2017

Spoonable dressings

North American Retail Grocery, Food Away From Home

$

8.5

$

5.5

Azusa, California

May 24, 2016

Second quarter

of 2017

Second quarter

of 2017

Bars and snack products

North American Retail Grocery

$

15.2

$

13.5

Ripon, Wisconsin

May 24, 2016

Fourth quarter

of 2016

Fourth quarter

of 2016

Sugar wafer cookies

North American Retail Grocery

$

2.0

$

1.2

Aggregate Expenses Incurred Associated with Facility Closure

Below is a summary of the plant closing costs:


	Three Months Ended September 30, 2016	Nine Months Ended September 30, 2016	Cumulative Costs To Date	Total Expected Costs
	(In thousands)
Asset-related	$ 1,652	$ 3,158	$ 6,178	$ 8,585
Employee-related	2,183	4,146	5,308	8,948
Other closure costs	2,055	3,120	3,149	14,974

Total	$ 5,890	$ 10,424	$ 14,635	$ 32,507

Reconciliation of Liabilities

The table below presents a reconciliation of the liabilities as of September 30, 2016:


	Severance			Multiemployer Pension Plan Withdrawal		Total Liabilities
	(In thousands)
Balance as of December 31, 2015	$	395		$	767	$	1,162
Expense		3,809			—		3,809
Payments		(1,035	)		—		(1,035	)

Balance as of September 30, 2016	$	3,169		$	767	$	3,936

Acquisitions (Tables) - Private brands business of ConAgra Foods

9 Months Ended

Sep. 30, 2016

Preliminary Allocation to Net Tangible and Intangible Assets Acquired and Liabilities Assumed

We have made a preliminary allocation to net tangible and intangible assets acquired and liabilities assumed as follows:


	(In thousands)
Cash	$	43,358
Receivables		161,190
Inventory		444,860
Property, plant, and equipment		808,856
Customer relationships		510,900
Trade names		33,000
Software		19,576
Formulas		23,200
Other assets		53,545
Goodwill		1,118,102

Assets acquired		3,216,587
Deferred taxes		(135,697	)
Assumed current liabilities		(243,287	)
Assumed long-term liabilities		(149,881	)

Total purchase price	$	2,687,722

Business Acquisition Pro Forma Information

The following unaudited pro forma information shows the results of operations for the Company as if its acquisition of the Private Brands Business had been completed as of January 1, 2015. Adjustments have been made for the pro forma effects of depreciation and amortization of tangible and intangible assets recognized as part of the business combination, the issuance of common stock, interest expense related to the financing of the business combination, and related income taxes. Excluded from the 2016 pro forma results are $35.2 million of costs incurred by the Company in connection with the acquisition. The 2015 pro forma results include $1.3 billion in asset impairment charges incurred by the seller. The pro forma results may not necessarily reflect actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations.


	Three Months Ended September 30,		Nine Months Ended September 30,
	2015		2016		2015

	(In thousands, except per share data)
Pro forma net sales	$	1,657,997	$	4,722,375	$	5,007,031

Pro forma net income (loss)	$	25,898	$	71,191	$	(718,415	)

Pro forma basic earnings (loss) per common share	$	0.46	$	1.26	$	(12.77	)

Pro forma diluted earnings (loss) per common share	$	0.45	$	1.24	$	(12.77	)

Investments (Tables)

9 Months Ended

Sep. 30, 2016

Investments


	September 30, 2016		December 31, 2015
	(In thousands)
U.S. equity	$	7,353	$	5,283
Non-U.S. equity		1,721		1,574
Fixed income		1,043		1,531

Total investments	$	10,117	$	8,388

Inventories (Tables)

9 Months Ended

Sep. 30, 2016

Inventories


	September 30, 2016			December 31, 2015
	(In thousands)
Raw materials and supplies	$	438,535		$	274,007
Finished goods		622,790			331,535
LIFO reserve		(20,347	)		(21,427	)

Total inventories	$	1,040,978		$	584,115

Property, Plant, and Equipment (Tables)

9 Months Ended

Sep. 30, 2016

Property, Plant, and Equipment


	September 30, 2016			December 31, 2015
	(In thousands)
Land	$	70,878		$	25,954
Buildings and improvements		459,564			226,134
Machinery and equipment		1,275,754			681,711
Construction in progress		96,655			24,493

Total		1,902,851			958,292
Less accumulated depreciation		(538,179	)		(416,764	)

Property, plant, and equipment, net	$	1,364,672		$	541,528

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2016

Changes in Carrying Amount of Goodwill

Changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are as follows:


	North American Retail Grocery			Food Away From Home			Industrial and Export		Total
	(In thousands)
Balance at December 31, 2015	$	1,423,441		$	92,267		$	134,086	$	1,649,794
Acquisitions		1,050,383			73,541			—		1,123,924
Purchase price adjustments		(5,441	)		(381	)		—		(5,822	)
Foreign currency exchange adjustments		6,257			611			—		6,868

Balance at September 30, 2016	$	2,474,640		$	166,038		$	134,086	$	2,774,764

Carrying Amounts of Indefinite Lives Intangible Assets Other Than Goodwill

The carrying amounts of our intangible assets with indefinite lives, other than goodwill, as of September 30, 2016 and December 31, 2015 are as follows:


	September 30, 2016		December 31, 2015
	(In thousands)
Trademarks	$	26,296	$	25,229

Total indefinite lived intangibles	$	26,296	$	25,229

Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives

The gross carrying amounts and accumulated amortization of intangible assets, with finite lives, as of September 30, 2016 and December 31, 2015 are as follows:


	September 30, 2016							December 31, 2015
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
	(In thousands)							(In thousands)
Intangible assets with finite lives:
Customer-related	$	1,287,320	$	(272,759	)	$	1,014,561	$	769,419	$	(208,962	)	$	560,457
Contractual agreements		2,972		(2,887	)		85		2,964		(2,831	)		133
Trademarks		65,336		(14,889	)		50,447		32,240		(11,091	)		21,149
Formulas/recipes		33,754		(11,525	)		22,229		10,471		(7,824	)		2,647
Computer software		111,094		(53,158	)		57,936		78,039		(40,999	)		37,040

Total finite lived intangibles	$	1,500,476	$	(355,218	)	$	1,145,258	$	893,133	$	(271,707	)	$	621,426

Estimated Amortization Expense on Intangible Assets

Estimated amortization expense on intangible assets for 2016 and the next four years is as follows:


	(In thousands)
2016	$	109,918
2017	$	112,818
2018	$	106,314
2019	$	104,562
2020	$	102,660

Accounts Payable and Accrued Expenses (Tables)

9 Months Ended

Sep. 30, 2016

Accounts Payable and Accrued Expenses


	September 30, 2016		December 31, 2015
	(In thousands)
Accounts payable	$	473,009	$	202,065
Payroll and benefits		68,853		27,467
Interest		7,448		6,241
Taxes		22,694		1,499
Health insurance, workers’ compensation, and other insurance costs		16,993		9,331
Marketing expenses		11,965		7,435
Other accrued liabilities		5,831		6,542

Total	$	606,793	$	260,580

Long-Term Debt (Tables)

9 Months Ended

Sep. 30, 2016

Long-Term Debt


	September 30, 2016			December 31, 2015
	(In thousands)
Revolving Credit Facility	$	279,000		$	353,000
Term Loan A		289,875			295,500
Term Loan A-1		182,500			190,000
Term Loan A-2		1,012,188			—
2022 Notes		400,000			400,000
2024 Notes		775,000			—
Tax increment financing and other debt		4,312			6,002

Total outstanding debt		2,942,875			1,244,502
Deferred financing costs		(35,017	)		(7,868	)
Less current portion		(58,099	)		(14,893	)

Total long-term debt	$	2,849,759		$	1,221,741

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2016

Summary 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 per share:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)

Net income	$	37,174	$	28,441	$	49,476	$	77,655


Weighted average common shares outstanding		56,804		43,168		55,350		43,004
Assumed exercise/vesting of equity awards (1)		647		553		687		668

Weighted average diluted common shares outstanding		57,451		43,721		56,037		43,672


Net earnings per basic share	$	0.65	$	0.66	$	0.89	$	1.81
Net earnings per diluted share	$	0.65	$	0.65	$	0.88	$	1.78

(1)

Incremental shares from equity awards are computed using the treasury stock method. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 0.4 million and 0.7 million for the three and nine months ended September 30, 2016, respectively, and 0.7 million for the three and nine months ended September 30, 2015.

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2016

Summary of Stock Option Activity

The following table summarizes stock option activity during the nine months ended September 30, 2016. Stock options generally have a three year vesting schedule, which vest one-third on each of the first three anniversaries of the grant date, and expire ten years from the grant date.


								Weighted
						Weighted		Average
						Average		Remaining		Aggregate
	Employee			Director		Exercise		Contractual		Intrinsic
	Options			Options		Price		Term (yrs)		Value
	(In thousands)									(In thousands)
Outstanding, at December 31, 2015		1,918			20	$	57.18		6.2	$	41,793
Granted		456			—	$	96.85
Forfeited		(86	)		—	$	79.09
Exercised		(148	)		—	$	51.28

Outstanding, at September 30, 2016		2,140			20	$	65.17		6.3	$	52,098

Vested/expected to vest, at September 30, 2016		2,077			20	$	64.36		6.2	$	51,906

Exercisable, at September 30, 2016		1,374			20	$	52.22		4.7	$	48,749

Highlight of Stock Options Activity


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In millions)				(In millions)
Compensation expense	$	2.0	$	1.7	$	5.5	$	4.9
Intrinsic value of stock options exercised	$	0.1	$	1.0	$	6.1	$	14.4
Tax benefit recognized from stock option exercises	$	0.1	$	0.4	$	2.2	$	5.5

Summary of Restricted Stock Unit Activity

The following table summarizes the restricted stock unit activity during the nine months ended September 30, 2016:


				Weighted					Weighted
	Employee			Average		Director			Average
	Restricted			Grant Date		Restricted			Grant Date
	Stock Units			Fair Value		Stock Units			Fair Value
	(In thousands)					(In thousands)
Outstanding, at December 31, 2015		312		$	76.36		111		$	52.60
Granted		393		$	91.44		15		$	98.78
Vested		(142	)	$	74.79		(22	)	$	58.56
Forfeited		(32	)	$	82.51		—		$	76.30

Outstanding, at September 30, 2016		531		$	87.59		104		$	57.78

Highlights of Restricted Stock Unit Activity


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In millions)				(In millions)
Compensation expense	$	4.9	$	2.8	$	12.9	$	8.9
Fair value of vested restricted stock units	$	2.8	$	0.9	$	15.9	$	13.9
Tax benefit recognized from vested restricted stock units	$	1.0	$	0.3	$	5.7	$	4.8

Summary of Performance Unit Activity

The following table summarizes the performance unit activity during the nine months ended September 30, 2016:


				Weighted
				Average
	Performance			Grant Date
	Units			Fair Value
	(In thousands)
Unvested, at December 31, 2015		271		$	74.13
Granted		100		$	98.28
Vested		(85	)	$	66.01
Forfeited		(16	)	$	79.90

Unvested, at September 30, 2016		270		$	85.15

Highlight of Performance Unit Activity


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016			2015		2016		2015
	(In millions)					(In millions)

Compensation expense	$	1.6		$	0.5	$	4.4	$	1.7
Fair value of vested performance units	$	(1.8	)	$	0.6	$	9.6	$	5.1
Tax benefit recognized from performance units vested	$	—		$	0.2	$	4.1	$	1.9

Accumulated Other Comprehensive Loss (Tables)

9 Months Ended

Sep. 30, 2016

Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment

Accumulated other comprehensive loss consists of the following components, all of which are net of tax, except for the foreign currency translation adjustment:


				Unrecognized			Accumulated
	Foreign			Pension and			Other
	Currency			Postretirement			Comprehensive
	Translation (1)			Benefits (2)			Loss
				(In thousands)
Balance at December 31, 2015	$	(100,512	)	$	(12,956	)	$	(113,468	)
Other comprehensive income		21,598			—			21,598
Reclassifications from accumulated other comprehensive loss		—			774			774

Other comprehensive income		21,598			774			22,372

Balance at September 30, 2016	$	(78,914)		$	(12,182)		$	(91,096)


				Unrecognized			Accumulated
	Foreign			Pension and			Other
	Currency			Postretirement			Comprehensive
	Translation (1)			Benefits (2)			Loss
				(In thousands)
Balance at December 31, 2014	$	(51,326	)	$	(13,005	)	$	(64,331	)
Other comprehensive loss		(40,533	)		—			(40,533	)
Reclassifications from accumulated other comprehensive loss		—			767			767

Other comprehensive (loss) income		(40,533	)		767			(39,766	)

Balance at September 30, 2015	$	(91,859)		$	(12,238)		$	(104,097)

(1)

The foreign currency translation adjustment is not net of tax, as it pertains to the Company’s permanent investments in its Canadian and Italian subsidiaries.

(2)

The unrecognized pension and postretirement benefits reclassification is presented net of tax of $475 thousand and $474 thousand for the nine months ended September 30, 2016 and 2015, respectively. The reclassification is included in the computation of net periodic pension and postretirement cost, which is recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

Reclassifications from Accumulated Other Comprehensive Income

The Condensed Consolidated Statements of Income lines impacted by reclassifications out of Accumulated other comprehensive loss are outlined below:


									Affected line in
	Reclassifications from Accumulated								the Condensed Consolidated
	Other Comprehensive Loss								Statements of Income
	Three months ended September 30,				Nine months ended September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Amortization of defined benefit pension items:
Prior service costs	$	35	$	36	$	105	$	109	(a)
Unrecognized net loss		382		378		1,144		1,132	(a)

Total before tax		417		414		1,249		1,241
Income taxes		159		158		475		474	Income taxes

Net of tax	$	258	$	256	$	774	$	767

(a)

These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement cost, and are recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

Employee Retirement and Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2016

Pension Benefits

Components of Net Periodic Costs

Components of net periodic pension expense are as follows:


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
	(In thousands)
Service cost	$	1,279		$	621		$	3,607		$	1,864
Interest cost		4,092			713			11,163			2,138
Expected return on plan assets		(4,468	)		(765	)		(12,162	)		(2,295	)
Amortization of unrecognized prior service cost		53			53			158			157
Amortization of unrecognized net loss		383			365			1,148			1,095

Net periodic pension cost	$	1,339		$	987		$	3,914		$	2,959

Postretirement Benefits

Components of Net Periodic Costs

Components of net periodic postretirement expense are as follows:


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
	(In thousands)						(In thousands)
Service cost	$	21		$	5		$	59		$	15
Interest cost		348			38			938			113
Amortization of unrecognized prior service cost		(18	)		(17	)		(53	)		(49	)
Amortization of unrecognized net loss		(1	)		13			(4	)		38

Net periodic postretirement cost	$	350		$	39		$	940		$	117

Other Operating Expense, Net (Tables)

9 Months Ended

Sep. 30, 2016

Other Operating Expense, Net

The Company incurred other operating expense for the three and nine months ended September 30, 2016 and 2015, which consisted of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Restructuring	$	4,890	$	154	$	8,973	$	504
Other		395		—		1,311		—

Total other operating expense, net	$	5,285	$	154	$	10,284	$	504

Supplemental Cash Flow Information (Tables)

9 Months Ended

Sep. 30, 2016

Supplemental Cash Flow Information


	Nine Months Ended
	September 30,
	2016		2015
	(In thousands)
Interest paid	$	80,769	$	36,601
Income taxes paid	$	49,528	$	35,064
Accrued purchase of property and equipment	$	15,467	$	3,971
Accrued other intangible assets	$	4,385	$	1,569

Derivative Instruments (Tables)

9 Months Ended

Sep. 30, 2016

Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheet

The following table identifies the derivative, its fair value, and location on the Condensed Consolidated Balance Sheets:


		Fair Value
	Balance Sheet Location	September 30, 2016		December 31, 2015
		(In thousands)
Asset Derivatives
Commodity contracts	Prepaid expenses and other current assets	$	563	$	—
Foreign currency contracts	Prepaid expenses and other current assets		1,120		1,356
Interest rate swap agreements	Prepaid expenses and other current assets		848		—

		$	2,531	$	1,356


Liability Derivatives
Commodity contracts	Accounts payable and accrued expenses	$	1,093	$	3,778

		$	1,093	$	3,778

Gains and Losses on Derivative Contracts

We recorded the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Income:


		Three Months Ended						Nine Months Ended
	Location of (Loss) Gain	September 30,						September 30,
	Recognized in Income	2016			2015			2016			2015
		(In thousands)						(In thousands)
Mark-to-market unrealized gain (loss):
Commodity contracts	Other (income) expense, net	$	2,305		$	(834	)	$	3,248		$	207
Foreign currency contracts	Other (income) expense, net		2,083			(1,183	)		(236	)		171
Interest rate swap agreements	Other (income) expense, net		2,442			—			848			—

Total unrealized gain (loss)			6,830			(2,017	)		3,860			378
Realized (loss) gain
Commodity contracts	Manufacturing related to cost of sales and transportation related to selling and distribution		119			(1,508	)		(896	)		(3,268	)
Foreign currency contracts	Cost of sales		(1,321	)		681			(3,256	)		1,142

Total realized loss			(1,202	)		(827	)		(4,152	)		(2,126	)

Total (loss) gain		$	5,628		$	(2,844	)	$	(292	)	$	(1,748	)

Fair Value (Tables)

9 Months Ended

Sep. 30, 2016

Carrying Value and Fair Value of Financial Instruments

The following table presents the carrying value and fair value of our financial instruments as of September 30, 2016 and December 31, 2015:


	September 30, 2016						December 31, 2015
	Carrying Value			Fair Value			Carrying Value			Fair Value			Level
	(In thousands)						(In thousands)
Not recorded at fair value (liability):
Revolving Credit Facility	$	(279,000	)	$	(274,485	)	$	(353,000	)	$	(352,932	)		2
Term Loan A	$	(289,875	)	$	(290,329	)	$	(295,500	)	$	(294,327	)		2
Term Loan A-1	$	(182,500	)	$	(182,731	)	$	(190,000	)	$	(190,200	)		2
Term Loan A-2	$	(1,012,188	)	$	(1,013,471	)	$	—		$	—			2
2022 Notes	$	(400,000	)	$	(416,500	)	$	(400,000	)	$	(383,000	)		2
2024 Notes	$	(775,000	)	$	(832,156	)	$	—		$	—			2

Recorded on a recurring basis at fair value (liability) asset:
Commodity contracts	$	(530	)	$	(530	)	$	(3,778	)	$	(3,778	)		2
Foreign currency contracts	$	1,120		$	1,120		$	1,356		$	1,356			2
Interest rate swap agreements	$	848		$	848		$	—		$	—			2
Investments	$	10,117		$	10,117		$	8,388		$	8,388			1

Segment and Geographic Information and Major Customers (Tables)

9 Months Ended

Sep. 30, 2016

Financial Information Relating to Reportable Segments

The accounting policies of the Company’s segments are the same as those described in the summary of significant accounting policies set forth in Note 1 to the Consolidated Financial Statements contained in our Annual Report on Form 10-K for the year ended December 31, 2015.


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
	(In thousands)						(In thousands)
Net sales to external customers:
North American Retail Grocery	$	1,305,872		$	597,775		$	3,599,506		$	1,768,938
Food Away From Home		157,371			94,601			394,704			280,726
Industrial and Export		123,511			106,262			414,047			291,327
Unallocated		96			—			(9,845	)		—

Total	$	1,586,850		$	798,638		$	4,398,412		$	2,340,991

Direct operating income:
North American Retail Grocery	$	159,124		$	83,864		$	442,757		$	242,220
Food Away From Home		16,469			12,892			51,434			39,454
Industrial and Export		16,431			16,108			50,324			51,727

Total		192,024			112,864			544,515			333,401
Unallocated selling and distribution expenses		(7,219	)		(1,431	)		(29,917	)		(6,552	)
Unallocated costs of sales (1)		(1,509	)		2,377			(20,827	)		2,174
Unallocated corporate expense and other		(105,706	)		(51,582	)		(345,661	)		(165,578	)

Operating income		77,590			62,228			148,110			163,445
Other expense		(24,982	)		(21,953	)		(78,107	)		(49,582	)

Income before income taxes	$	52,608		$	40,275		$	70,003		$	113,863

(1)

Includes charges related to restructurings and other costs managed at corporate.

Net Sales by Major Products

The following table presents the Company’s net sales by major products for the three and nine months ended September 30, 2016 and 2015. In 2016, as a result of the acquisition of the Private Brands Business, the Company made the following changes to its product categories: (1) Snacks was renamed Snack nuts and now includes the bars, fruit snacks, and cereal snack mixes from the Private Brands Business, (2) Dry dinners was renamed Pasta and dry dinners and now includes the dry pasta from the Private Brands Business, (3) Mexican and other sauces was renamed Sauces and now includes the sauces from the Private Brands Business, (4) Cookies and crackers was added to include the crackers, cookies, pretzels, pita chips, and candy from the Private Brands Business, and (5) Retail bakery was added to include the in-store bakery products, refrigerated dough, frozen griddle products (pancakes, waffles, and French toast), frozen bread products (breads, rolls, and biscuits), dessert products (frozen cookies and frozen cookie dough), and dry bakery mixes from the Private Brands Business. These changes did not require prior period adjustments.


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Products:
Snack nuts	$	355,901	$	172,581	$	967,296	$	484,461
Retail bakery		167,036		—		438,899		—
Cookies and crackers		157,196		—		420,435		—
Cereals		144,154		37,253		395,331		114,540
Pasta and dry dinners		144,959		31,077		380,507		94,012
Beverages		118,487		101,622		343,892		305,292
Salad dressings		94,082		85,757		291,671		270,101
Sauces		84,977		52,908		248,660		170,134
Pickles		81,194		85,544		248,122		243,013
Soup and infant feeding		92,478		94,807		238,619		253,129
Beverage enhancers		73,627		80,028		226,673		244,557
Jams		29,765		13,365		79,631		37,587
Aseptic products		25,215		26,600		76,580		80,570
Other products		17,779		17,096		42,096		43,595

Total net sales	$	1,586,850	$	798,638	$	4,398,412	$	2,340,991

Guarantor and Non-Guarantor Financial Information (Tables)

9 Months Ended

Sep. 30, 2016

Condensed Supplemental Consolidating Balance Sheet

Condensed Supplemental Consolidating Balance Sheet

September 30, 2016

(In thousands)


	Parent		Guarantor			Non-Guarantor
	Company		Subsidiaries			Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	10		$	47,217		$	—		$	47,227
Investments		—		—			10,117			—			10,117
Accounts receivable, net		—		328,103			56,798			—			384,901
Inventories, net		—		923,607			117,371			—			1,040,978
Assets held for sale		—		2,674			—			—			2,674
Prepaid expenses and other current assets		34,725		22,941			18,300			—			75,966

Total current assets		34,725		1,277,335			249,803			—			1,561,863
Property, plant, and equipment, net		28,010		1,189,389			147,273			—			1,364,672
Goodwill		—		2,644,106			130,658			—			2,774,764
Investment in subsidiaries		5,285,565		518,906			—			(5,804,471	)		—
Intercompany accounts receivable (payable), net		329,823		(313,490	)		(16,333	)		—			—
Deferred income taxes		20,187		—			—			(20,187	)		—
Intangible and other assets, net		53,148		1,053,752			115,033			—			1,221,933

Total assets	$	5,751,458	$	6,369,998		$	626,434		$	(5,824,658	)	$	6,923,232


Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses	$	51,870	$	488,394		$	66,529		$	—		$	606,793
Current portion of long-term debt		54,834		3,132			133			—			58,099

Total current liabilities		106,704		491,526			66,662			—			664,892
Long-term debt		2,848,712		779			268			—			2,849,759
Deferred income taxes		—		401,522			34,744			(20,187	)		416,079
Other long-term liabilities		8,797		190,606			5,854			—			205,257
Stockholders’ equity		2,787,245		5,285,565			518,906			(5,804,471	)		2,787,245

Total liabilities and stockholders’ equity	$	5,751,458	$	6,369,998		$	626,434		$	(5,824,658	)	$	6,923,232

Condensed Supplemental Consolidating Balance Sheet

December 31, 2015

(In thousands)


	Parent Company		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	10,384	$	91		$	24,444		$	—		$	34,919
Investments		—		—			8,388			—			8,388
Accounts receivable, net		17		182,524			20,657			—			203,198
Inventories, net		—		510,255			73,860			—			584,115
Prepaid expenses and other current assets		17,625		6,608			8,968			(16,618	)		16,583

Total current assets		28,026		699,478			136,317			(16,618	)		847,203
Property, plant, and equipment, net		26,294		470,639			44,595			—			541,528
Goodwill		—		1,526,004			123,790			—			1,649,794
Investment in subsidiaries		2,411,532		338,849			—			(2,750,381	)		—
Intercompany accounts receivable (payable), net		582,267		(553,408	)		(28,859	)		—			—
Deferred income taxes		18,092		—			—			(18,092	)		—
Intangible and other assets, net		46,041		504,127			114,103			—			664,271

Total assets	$	3,112,252	$	2,985,689		$	389,946		$	(2,785,091	)	$	3,702,796


Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses	$	16,526	$	239,316		$	21,356		$	(16,618	)	$	260,580
Current portion of long-term debt		11,621		3,116			156			—			14,893

Total current liabilities		28,147		242,432			21,512			(16,618	)		275,473
Long-term debt		1,219,011		2,398			332			—			1,221,741
Deferred income taxes		—		272,910			24,290			(18,092	)		279,108
Other long-term liabilities		10,235		56,417			4,963			—			71,615
Stockholders’ equity		1,854,859		2,411,532			338,849			(2,750,381	)		1,854,859

Total liabilities and stockholders’ equity	$	3,112,252	$	2,985,689		$	389,946		$	(2,785,091	)	$	3,702,796

Condensed Supplemental Consolidating Statement of Income

Condensed Supplemental Consolidating Statement of Income

Three Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	1,501,774		$	167,014		$	(81,938	)	$	1,586,850
Cost of sales		—			1,240,261			142,994			(81,938	)		1,301,317

Gross profit		—			261,513			24,020			—			285,533
Selling, general, and administrative expense		23,512			134,373			16,135			—			174,020
Amortization expense		2,319			23,962			2,357			—			28,638
Other operating expense, net		—			4,735			550			—			5,285

Operating (loss) income		(25,831	)		98,443			4,978			—			77,590
Interest expense		30,928			(103	)		1,143			(1,219	)		30,749
Interest income		(5	)		(1,005	)		(317	)		1,219			(108	)
Other expense (income), net		(1	)		(435	)		(5,223	)		—			(5,659	)

(Loss) income before income taxes		(56,753	)		99,986			9,375			—			52,608
Income taxes (benefit)		(22,143	)		35,669			1,908			—			15,434
Equity in net income (loss) of subsidiaries		71,784			7,467			—			(79,251	)		—

Net income (loss)	$	37,174		$	71,784		$	7,467		$	(79,251	)	$	37,174

Condensed Supplemental Consolidating Statement of Income Three Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	755,336		$	96,991		$	(53,689	)	$	798,638
Cost of sales		—			610,871			82,759			(53,689	)		639,941

Gross profit		—			144,465			14,232			—			158,697
Selling, general, and administrative expense		15,418			58,435			7,569			—			81,422
Amortization expense		2,070			10,468			2,355			—			14,893
Other operating expense, net		—			154			—			—			154

Operating (loss) income		(17,488	)		75,408			4,308			—			62,228
Interest expense		10,376			(231	)		2,175			(1,406	)		10,914
Interest income		(16	)		(1,406	)		(249	)		1,406			(265	)
Other expense (income), net		(5	)		9,054			2,255			—			11,304

(Loss) income before income taxes		(27,843	)		67,991			127			—			40,275
Income taxes (benefit)		(10,576	)		23,110			(700	)		—			11,834
Equity in net income (loss) of subsidiaries		45,708			827			—			(46,535	)		—

Net income (loss)	$	28,441		$	45,708		$	827		$	(46,535	)	$	28,441

Condensed Supplemental Consolidating Statement of Income

Nine Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	4,160,967		$	459,841		$	(222,396	)	$	4,398,412
Cost of sales		—			3,448,050			396,856			(222,396	)		3,622,510

Gross profit		—			712,917			62,985			—			775,902
Selling, general, and administrative expense		100,128			394,029			42,399			—			536,556
Amortization expense		6,778			67,192			6,982			—			80,952
Other operating expense, net		—			8,830			1,454			—			10,284

Operating (loss) income		(106,906	)		242,866			12,150			—			148,110
Interest expense		87,357			188			3,995			(3,585	)		87,955
Interest income		(2,233	)		(3,928	)		(993	)		3,585			(3,569	)
Other expense (income), net		1			(2,501	)		(3,779	)		—			(6,279	)

(Loss) income before income taxes		(192,031	)		249,107			12,927			—			70,003
Income taxes (benefit)		(73,404	)		93,814			117			—			20,527
Equity in net income (loss) of subsidiaries		168,103			12,810			—			(180,913	)		—

Net income (loss)	$	49,476		$	168,103		$	12,810		$	(180,913	)	$	49,476

Condensed Supplemental Consolidating Statement of Income Nine Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,203,154		$	309,061		$	(171,224	)	$	2,340,991
Cost of sales		—			1,779,531			270,179			(171,224	)		1,878,486

Gross profit		—			423,623			38,882			—			462,505
Selling, general, and administrative expense		48,459			176,363			27,962			—			252,784
Amortization expense		5,941			32,260			7,571			—			45,772
Other operating expense, net		—			504			—			—			504

Operating (loss) income		(54,400	)		214,496			3,349			—			163,445
Interest expense		32,806			151			5,343			(4,322	)		33,978
Interest income		(1,447	)		(4,322	)		(781	)		4,322			(2,228	)
Other expense (income), net		(7	)		14,845			2,994			—			17,832

(Loss) income before income taxes		(85,752	)		203,822			(4,207	)		—			113,863
Income taxes (benefit)		(32,689	)		72,423			(3,526	)		—			36,208
Equity in net income (loss) of subsidiaries		130,718			(681	)		—			(130,037	)		—

Net income (loss)	$	77,655		$	130,718		$	(681	)	$	(130,037	)	$	77,655

Condensed Supplemental Consolidating Statement of Comprehensive Income

Condensed Supplemental Consolidating Statement of Comprehensive Income

Three Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	37,174		$	71,784		$	7,467		$	(79,251	)	$	37,174
Other comprehensive income:
Foreign currency translation adjustments		—			—			(7,285	)		—			(7,285	)
Pension and postretirement reclassification adjustment, net of tax		—			258			—			—			258

Other comprehensive income		—			258			(7,285	)		—			(7,027	)
Equity in other comprehensive income (loss) of subsidiaries		(7,027	)		(7,285	)		—			14,312			—

Comprehensive income (loss)	$	30,147		$	64,757		$	182		$	(64,939	)	$	30,147

Condensed Supplemental Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	28,441		$	45,708		$	827		$	(46,535	)	$	28,441
Other comprehensive income:
Foreign currency translation adjustments		—			—			(20,216	)		—			(20,216	)
Pension and postretirement reclassification adjustment, net of tax		—			256			—			—			256

Other comprehensive income		—			256			(20,216	)		—			(19,960	)
Equity in other comprehensive income (loss) of subsidiaries		(19,960	)		(20,215	)		—			40,175			—

Comprehensive income (loss)	$	8,481		$	25,749		$	(19,389	)	$	(6,360	)	$	8,481

Condensed Supplemental Consolidating Statement of Comprehensive Income

Nine Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	49,476		$	168,103		$	12,810		$	(180,913	)	$	49,476
Other comprehensive (loss) income:
Foreign currency translation adjustments		—			—			21,598			—			21,598
Pension and postretirement reclassification adjustment, net of tax		—			774			—			—			774

Other comprehensive (loss) income		—			774			21,598			—			22,372
Equity in other comprehensive (loss) income of subsidiaries		22,372			21,598			—			(43,970	)		—

Comprehensive income (loss)	$	71,848		$	190,475		$	34,408		$	(224,883	)	$	71,848

Condensed Supplemental Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2015 (In thousands)
	Parent			Guarantor			Non-Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	77,655		$	130,718		$	(681	)	$	(130,037	)	$	77,655
Other comprehensive (loss) income:
Foreign currency translation adjustments		—			—			(40,533	)		—			(40,533	)
Pension and postretirement reclassification adjustment, net of tax		—			767			—			—			767

Other comprehensive (loss) income		—			767			(40,533	)		—			(39,766	)
Equity in other comprehensive (loss) income of subsidiaries		(39,766	)		(40,533	)		—			80,299			—

Comprehensive income (loss)	$	37,889		$	90,952		$	(41,214	)	$	(49,738	)	$	37,889

Condensed Supplemental Consolidating Statement of Cash Flows

Condensed Supplemental Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2016

(In thousands)


	Parent			Guarantor			Non- Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	90,485		$	395,130		$	(10,761	)	$	(180,139	)	$	294,715
Cash flows from investing activities:
Additions to property, plant, and equipment		(2,780	)		(119,983	)		(9,179	)		—			(131,942	)
Additions to intangible assets		(8,221	)		(2,683	)		—			—			(10,904	)
Intercompany transfer		32,444			(78,421	)		—			45,977			—
Acquisitions, less cash acquired		(2,687,722	)		337			43,021			—			(2,644,364	)
Proceeds from sale of fixed assets		—			1,474			—			—			1,474
Purchase of investments		—			—			(795	)		—			(795	)
Increase in restricted cash		—			(605	)		—			—			(605	)
Other		—			—			4			—			4

Net cash (used in) provided by investing activities		(2,666,279	)		(199,881	)		33,051			45,977			(2,787,132	)
Cash flows from financing activities:
Net borrowing (repayment) of debt		1,700,063			(2,589	)		(38	)		—			1,697,436
Payment of deferred financing costs		(34,328	)		—			—			—			(34,328	)
Intercompany transfer		61,921			(192,741	)		(3,342	)		134,162			—
Net proceeds from issuance of common stock		835,131			—			—			—			835,131
Net payments related to stock-based award activities		(1,053	)		—			—			—			(1,053	)
Excess tax benefits from stock-based compensation		3,676			—			—			—			3,676

Net cash provided by (used in) financing activities		2,565,410			(195,330	)		(3,380	)		134,162			2,500,862
Effect of exchange rate changes on cash and cash equivalents		—			—			3,863			—			3,863

(Decrease) increase in cash and cash equivalents		(10,384	)		(81	)		22,773			—			12,308
Cash and cash equivalents, beginning of period		10,384			91			24,444			—			34,919

Cash and cash equivalents, end of period	$	—		$	10		$	47,217		$	—		$	47,227

Condensed Supplemental Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2015

(In thousands)


	Parent			Guarantor			Non- Guarantor
	Company			Subsidiaries			Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	82,140		$	218,218		$	(1,900	)	$	(129,268	)	$	169,190
Cash flows from investing activities:
Additions to property, plant, and equipment		(286	)		(51,981	)		(4,921	)		—			(57,188	)
Additions to intangible assets		(8,605	)		(932	)		(126	)		—			(9,663	)
Intercompany transfer		(42,985	)		(78,928	)		2			121,911			—
Proceeds from sale of fixed assets		—			174			104			—			278
Purchase of investments		—			—			(572	)		—			(572	)

Net cash (used in) provided by investing activities		(51,876	)		(131,667	)		(5,513	)		121,911			(67,145	)
Cash flows from financing activities:
Net repayment of debt		(133,250	)		(2,579	)		(93	)		—			(135,922	)
Intercompany transfer		78,055			(84,213	)		(1,199	)		7,357			—
Net receipts related to stock-based award activities		1,221			—			—			—			1,221
Excess tax benefits from stock-based compensation		5,004			—			—			—			5,004

Net cash (used in) provided by financing activities		(48,970	)		(86,792	)		(1,292	)		7,357			(129,697	)
Effect of exchange rate changes on cash and cash equivalents		—			—			(1,446	)		—			(1,446	)

(Decrease) increase in cash and cash equivalents		(18,706	)		(241	)		(10,151	)		—			(29,098	)
Cash and cash equivalents, beginning of period		18,706			1,690			31,585			—			51,981

Cash and cash equivalents, end of period	$	—		$	1,449		$	21,434		$	—		$	22,883

Schedule of Facility Closures (Detail) $ in Thousands	9 Months Ended
Schedule of Facility Closures (Detail) $ in Thousands	Sep. 30, 2016 USD ($)
Restructuring Cost and Reserve [Line Items]
Total Costs to Close	$ 32,507
Restructuring Plan, One
Restructuring Cost and Reserve [Line Items]
Facility Location	City of Industry, California
Date of Closure Announcement	Nov. 18, 2015
End of Production	First quarter of 2016
Full Facility Closure	Third quarter of 2016
Primary Products Produced	Liquid non-dairy creamer and refrigerated salad dressings
Primary Segment(s) Affected	Food Away From Home
Total Costs to Close	$ 6,900
Restructuring Plan, Two
Restructuring Cost and Reserve [Line Items]
Facility Location	Ayer, Massachusetts
Date of Closure Announcement	Apr. 05, 2016
End of Production	First quarter of 2017
Full Facility Closure	Third quarter of 2017
Primary Products Produced	Spoonable dressings
Primary Segment(s) Affected	North American Retail Grocery, Food Away From Home
Total Costs to Close	$ 8,500
Restructuring Plan, Three
Restructuring Cost and Reserve [Line Items]
Facility Location	Azusa, California
Date of Closure Announcement	May 24, 2016
End of Production	Second quarter of 2017
Full Facility Closure	Second quarter of 2017
Primary Products Produced	Bars and snack products
Primary Segment(s) Affected	North American Retail Grocery
Total Costs to Close	$ 15,200
Restructuring Plan, Four
Restructuring Cost and Reserve [Line Items]
Facility Location	Ripon, Wisconsin
Date of Closure Announcement	May 24, 2016
End of Production	Fourth quarter of 2016
Full Facility Closure	Fourth quarter of 2016
Primary Products Produced	Sugar wafer cookies
Primary Segment(s) Affected	North American Retail Grocery
Total Costs to Close	$ 2,000
Expected payment in cash \| Restructuring Plan, One
Restructuring Cost and Reserve [Line Items]
Total Costs to Close	3,800
Expected payment in cash \| Restructuring Plan, Two
Restructuring Cost and Reserve [Line Items]
Total Costs to Close	5,500
Expected payment in cash \| Restructuring Plan, Three
Restructuring Cost and Reserve [Line Items]
Total Costs to Close	13,500
Expected payment in cash \| Restructuring Plan, Four
Restructuring Cost and Reserve [Line Items]
Total Costs to Close	$ 1,200

Restructuring - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2016 USD ($)
City of Industry, California
Restructuring Cost and Reserve [Line Items]
Plant closure, (reduction)increase in expected costs	$ (5.0)
Ripon, Wisconsin
Restructuring Cost and Reserve [Line Items]
Plant closure, (reduction)increase in expected costs	(0.1)
Ayer, Massachusetts Facility
Restructuring Cost and Reserve [Line Items]
Plant closure, (reduction)increase in expected costs	2.0
Azusa, California
Restructuring Cost and Reserve [Line Items]
Plant closure, (reduction)increase in expected costs	$ 0.3

Aggregate Expenses Incurred Associated with Facility Closure (Detail) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016 USD ($)	Sep. 30, 2016 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 5,890	$ 10,424
Cumulative costs to date	14,635	14,635
Total expected costs	32,507	32,507
Asset Related Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	1,652	3,158
Cumulative costs to date	6,178	6,178
Total expected costs	8,585	8,585
Employee Related Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2,183	4,146
Cumulative costs to date	5,308	5,308
Total expected costs	8,948	8,948
Other closure costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2,055	3,120
Cumulative costs to date	3,149	3,149
Total expected costs	$ 14,974	$ 14,974

Reconciliation of Liabilities (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Restructuring Cost and Reserve [Line Items]
Expense	$ 5,890	$ 10,424
Severance
Restructuring Cost and Reserve [Line Items]
Balance as of December 31, 2015		395
Payments		(1,035)
Balance as of September 30, 2016	3,169	3,169
Severance \| Member Units
Restructuring Cost and Reserve [Line Items]
Expense		3,809
Multi-employer Pension Plan Withdrawal
Restructuring Cost and Reserve [Line Items]
Balance as of December 31, 2015		767
Balance as of September 30, 2016	767	767
Employee Related Costs
Restructuring Cost and Reserve [Line Items]
Balance as of December 31, 2015		1,162
Expense	2,183	4,146
Payments		(1,035)
Balance as of September 30, 2016	$ 3,936	3,936
Employee Related Costs \| Member Units
Restructuring Cost and Reserve [Line Items]
Expense		$ 3,809

Acquisitions - Additional Information (Detail) - USD ($)				3 Months Ended		8 Months Ended	9 Months Ended
	Jul. 25, 2016	Feb. 01, 2016	Jan. 26, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Business Acquisition [Line Items]
Business acquisition, cost of acquired entity, purchase price, net of cash							$ 2,644,364,000
Net proceeds from issuance of stock							835,131,000
Proceeds from issuance of 2024 Notes							775,000,000
Proceeds from issuance of term loans A-2							1,025,000,000
Goodwill				$ 2,774,764,000		$ 2,774,764,000	2,774,764,000		$ 1,649,794,000
Cost of sales				1,301,317,000	$ 639,941,000		3,622,510,000	$ 1,878,486,000
Purchase price adjustments							(5,822,000)
North American Retail Grocery
Business Acquisition [Line Items]
Goodwill				2,474,640,000		2,474,640,000	2,474,640,000		1,423,441,000
Purchase price adjustments							(5,441,000)
Food Away From Home
Business Acquisition [Line Items]
Goodwill				$ 166,038,000		166,038,000	166,038,000		$ 92,267,000
Purchase price adjustments							(381,000)
Private brands business of ConAgra Foods
Business Acquisition [Line Items]
Business acquisition, cost of acquired entity, purchase price, net of cash		$ 2,644,400,000
Net proceeds from issuance of stock		835,100,000	$ 835,100,000
Proceeds from issuance of 2024 Notes		760,700,000
Proceeds from issuance of term loans A-2		1,025,000,000
Revolving credit facility - maximum borrowing capacity		900,000,000
Net sales						2,074,600,000
Income before income taxes						55,600,000
Integration costs						$ 7,500,000
Indemnification assets		23,400,000
Goodwill		1,118,102,000
Business acquisition related costs		35,200,000
Purchase price adjustments							(5,800,000)
Payment on purchase price adjustment	$ 4,200,000
Asset impairment charges								$ 1,300,000,000
Private brands business of ConAgra Foods \| Fair Value Adjustment to Inventory
Business Acquisition [Line Items]
Cost of sales		8,400,000					$ 200,000
Private brands business of ConAgra Foods \| North American Retail Grocery
Business Acquisition [Line Items]
Goodwill		1,044,900,000
Private brands business of ConAgra Foods \| Food Away From Home
Business Acquisition [Line Items]
Goodwill		73,200,000
Private brands business of ConAgra Foods \| Customer relationships
Business Acquisition [Line Items]
Intangible asset		510,900,000
Private brands business of ConAgra Foods \| Customer relationships \| North American Retail Grocery
Business Acquisition [Line Items]
Intangible asset		$ 496,100,000
Finite-lived intangible assets, useful life		13 years
Private brands business of ConAgra Foods \| Customer relationships \| Food Away From Home
Business Acquisition [Line Items]
Intangible asset		$ 14,800,000
Finite-lived intangible assets, useful life		10 years
Private brands business of ConAgra Foods \| Trade names
Business Acquisition [Line Items]
Intangible asset		$ 33,000,000
Finite-lived intangible assets, useful life		10 years
Private brands business of ConAgra Foods \| Formulas/recipes
Business Acquisition [Line Items]
Intangible asset		$ 23,200,000
Finite-lived intangible assets, useful life		5 years
Private brands business of ConAgra Foods \| Computer software
Business Acquisition [Line Items]
Intangible asset		$ 19,576,000
Private brands business of ConAgra Foods \| Computer software \| Minimum
Business Acquisition [Line Items]
Finite-lived intangible assets, useful life		1 year
Private brands business of ConAgra Foods \| Computer software \| Maximum
Business Acquisition [Line Items]
Finite-lived intangible assets, useful life		5 years

Purchase Price Allocation to Net Tangible and Intangible Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Feb. 01, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Goodwill	$ 2,774,764		$ 1,649,794
Private brands business of ConAgra Foods
Business Acquisition [Line Items]
Cash		$ 43,358
Receivables		161,190
Inventory		444,860
Property, plant, and equipment		808,856
Other assets		53,545
Goodwill		1,118,102
Assets acquired		3,216,587
Deferred taxes		(135,697)
Assumed current liabilities		(243,287)
Assumed long-term liabilities		(149,881)
Total purchase price		2,687,722
Private brands business of ConAgra Foods \| Customer relationships
Business Acquisition [Line Items]
Intangible asset		510,900
Private brands business of ConAgra Foods \| Trade names
Business Acquisition [Line Items]
Intangible asset		33,000
Private brands business of ConAgra Foods \| Computer software
Business Acquisition [Line Items]
Intangible asset		19,576
Private brands business of ConAgra Foods \| Formulas/recipes
Business Acquisition [Line Items]
Intangible asset		$ 23,200

Business Acquisition Pro Forma Information (Detail) - Private brands business of ConAgra Foods - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Pro forma net sales	$ 1,657,997	$ 4,722,375	$ 5,007,031
Pro forma net income (loss)	$ 25,898	$ 71,191	$ (718,415)
Pro forma basic earnings (loss) per common share	$ 0.46	$ 1.26	$ (12.77)
Pro forma diluted earnings (loss) per common share	$ 0.45	$ 1.24	$ (12.77)

Investments (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Investment [Line Items]
Total investments	$ 10,117	$ 8,388
Equity \| United States
Investment [Line Items]
Total investments	7,353	5,283
Equity \| Non-U.S.
Investment [Line Items]
Total investments	1,721	1,574
Fixed Income
Investment [Line Items]
Total investments	$ 1,043	$ 1,531

Investments - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015	Dec. 31, 2014
Investment [Line Items]
Cash and cash equivalents	$ 47,227	$ 47,227	$ 22,883	$ 34,919	$ 51,981
Net unrealized investment gains (losses)		480	$ (421)
Realized gains on investments	100	200
Interest expense
Investment [Line Items]
Net unrealized investment gains (losses)		400
Interest income
Investment [Line Items]
Net unrealized investment gains (losses)	400	900
Foreign Jurisdictions
Investment [Line Items]
Cash and cash equivalents	47,200	47,200		$ 24,400
Prepaid expenses and other current assets
Investment [Line Items]
Restricted Cash and Cash Equivalents	$ 2,900	$ 2,900

Inventories (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Inventory [Line Items]
Raw materials and supplies	$ 438,535	$ 274,007
Finished goods	622,790	331,535
LIFO reserve	(20,347)	(21,427)
Total inventories	$ 1,040,978	$ 584,115

Inventories - Additional Information (Detail) - USD ($) $ in Millions	Sep. 30, 2016	Dec. 31, 2015
Inventory [Line Items]
LIFO inventory	$ 105.3	$ 88.1
Inventory accounted for under the weighted average cost method	$ 114.5	$ 128.9

Property, Plant, and Equipment (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Land	$ 70,878	$ 25,954
Buildings and improvements	459,564	226,134
Machinery and equipment	1,275,754	681,711
Construction in progress	96,655	24,493
Total	1,902,851	958,292
Less accumulated depreciation	(538,179)	(416,764)
Property, plant, and equipment, net	$ 1,364,672	$ 541,528

Property, Plant, and Equipment - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 46,700	$ 15,300	$ 127,181	$ 46,160

Changes in Carrying Amount of Goodwill (Detail) $ in Thousands	9 Months Ended
	Sep. 30, 2016 USD ($)
Goodwill [Line Items]
Beginning Balance	$ 1,649,794
Acquisitions	1,123,924
Purchase price adjustments	(5,822)
Foreign currency exchange adjustments	6,868
Ending Balance	2,774,764
North American Retail Grocery
Goodwill [Line Items]
Beginning Balance	1,423,441
Acquisitions	1,050,383
Purchase price adjustments	(5,441)
Foreign currency exchange adjustments	6,257
Ending Balance	2,474,640
Food Away From Home
Goodwill [Line Items]
Beginning Balance	92,267
Acquisitions	73,541
Purchase price adjustments	(381)
Foreign currency exchange adjustments	611
Ending Balance	166,038
Industrial and Export
Goodwill [Line Items]
Beginning Balance	134,086
Ending Balance	$ 134,086

Goodwill and Intangible Assets - Additional Information (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill impairment loss	$ 0		$ 0
Total intangible assets, excluding goodwill	1,171,554,000		1,171,554,000		$ 646,655,000
Amortization expense on intangible assets	$ 28,638,000	$ 14,893,000	$ 80,952,000	$ 45,772,000

Carrying Amounts of Intangible Assets with Indefinite Lives Other Than Goodwill (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Indefinite-lived Intangible Assets [Line Items]
Indefinite lived intangibles	$ 26,296	$ 25,229
Trademarks
Indefinite-lived Intangible Assets [Line Items]
Indefinite lived intangibles	$ 26,296	$ 25,229

Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 1,500,476	$ 893,133
Accumulated Amortization	(355,218)	(271,707)
Net Carrying Amount	1,145,258	621,426
Customer-related Intangible Assets
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,287,320	769,419
Accumulated Amortization	(272,759)	(208,962)
Net Carrying Amount	1,014,561	560,457
Contractual agreements
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	2,972	2,964
Accumulated Amortization	(2,887)	(2,831)
Net Carrying Amount	85	133
Trademarks
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	65,336	32,240
Accumulated Amortization	(14,889)	(11,091)
Net Carrying Amount	50,447	21,149
Formulas/recipes
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	33,754	10,471
Accumulated Amortization	(11,525)	(7,824)
Net Carrying Amount	22,229	2,647
Computer software
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	111,094	78,039
Accumulated Amortization	(53,158)	(40,999)
Net Carrying Amount	$ 57,936	$ 37,040

Estimated Amortization Expense on Intangible Assets (Detail) $ in Thousands	Sep. 30, 2016 USD ($)
Finite-Lived Intangible Assets [Line Items]
2016	$ 109,918
2017	112,818
2018	106,314
2019	104,562
2020	$ 102,660

Accounts Payable and Accrued Expenses (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Accounts Payable and Accrued Liabilities [Line Items]
Accounts payable	$ 473,009	$ 202,065
Payroll and benefits	68,853	27,467
Interest	7,448	6,241
Taxes	22,694	1,499
Health insurance, workers' compensation, and other insurance costs	16,993	9,331
Marketing expenses	11,965	7,435
Other accrued liabilities	5,831	6,542
Total	$ 606,793	$ 260,580

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Taxes [Line Items]
Effective income tax rate	29.30%	29.40%	29.30%	31.80%
Reversal of tax reserves assumed in prior acquisitions	$ 2.2
Decrease in total amount of unrecognized tax benefits within the next 12 months	6.0		$ 6.0
Unrecognized tax benefits that would affect net income	3.6		$ 3.6
Other (income) expense, net
Income Taxes [Line Items]
Indemnification assets write-off	$ 2.2

Long-Term Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Tax increment financing and other debt	$ 4,312	$ 6,002
Total outstanding debt	2,942,875	1,244,502
Deferred financing costs	(35,017)	(7,868)
Less current portion	(58,099)	(14,893)
Total long-term debt	2,849,759	1,221,741
Revolving Credit Facility
Debt Instrument [Line Items]
Revolving credit facility	279,000	353,000
Term Loan A
Debt Instrument [Line Items]
Term Loan	289,875	295,500
Term Loan A-1
Debt Instrument [Line Items]
Term Loan	182,500	190,000
Term Loan A 2
Debt Instrument [Line Items]
Term Loan	1,012,188
2022 Notes
Debt Instrument [Line Items]
Senior notes	400,000	$ 400,000
2024 Notes
Debt Instrument [Line Items]
Senior notes	$ 775,000

Long-Term Debt - Additional Information (Detail) - USD ($) $ in Millions		3 Months Ended
	Feb. 01, 2016	Sep. 30, 2016
Debt Instrument [Line Items]
Fees related to amended and restated credit agreement		$ 20.3
Average interest rate on debt outstanding		2.47%
Term Loan A 2
Debt Instrument [Line Items]
Debt instrument, leverage ratio	350.00%
Term loan maturity date	Feb. 01, 2021
Revolving Credit Facility
Debt Instrument [Line Items]
Revolving credit facility maturity date	Feb. 01, 2021
Term Loan A
Debt Instrument [Line Items]
Term loan maturity date	Feb. 01, 2021
Term Loan A-1
Debt Instrument [Line Items]
Term loan maturity date	Feb. 01, 2021

Long-Term Debt - Additional Information - Revolving Credit Facility (Detail) - USD ($)		3 Months Ended	9 Months Ended
	Feb. 01, 2016	Mar. 31, 2016	Sep. 30, 2016
Direct And Indirect Guarantor Subsidiaries
Debt Instrument [Line Items]
Ownership percentage of direct and indirect guarantor subsidiary		100.00%
Revolving Credit Facility
Debt Instrument [Line Items]
Revolving credit facility available			$ 571,300,000
Revolving credit facility - maximum borrowing capacity	$ 900,000,000
Letters of credit facility issued but undrawn			$ 49,700,000
Revolving credit availability reduced by undrawn letters of credit			There were $49.7 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.
Minimum payment default amount that triggers a Cross default provision	$ 75,000,000
Revolving Credit Facility \| Prior Credit Agreement
Debt Instrument [Line Items]
Term loan maturity date	May 06, 2019
Revolving Credit Facility \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Description of interest rate options			The interest rates under the Amended and Restated Credit Agreement are based on the Company's consolidated leverage ratio
Revolving Credit Facility \| London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.25%
Revolving Credit Facility \| London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	3.00%
Revolving Credit Facility \| Base Rate Margin
Debt Instrument [Line Items]
Description of interest rate options			The interest rates under the Credit Agreement are based on the Company's consolidated leverage ratio
Revolving Credit Facility \| Base Rate Margin \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.25%
Revolving Credit Facility \| Base Rate Margin \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.00%

Long-Term Debt - Additional Information - Term Loan A (Detail) - Term Loan A - USD ($) $ in Thousands			9 Months Ended
	Feb. 01, 2016	May 06, 2014	Sep. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Term loan maturity date	Feb. 01, 2021
Term loan - issuance amount		$ 300,000
Frequency of payments			Quarterly
Term loans			$ 289,875	$ 295,500
Prior Credit Agreement
Debt Instrument [Line Items]
Term loan maturity date		May 06, 2021
London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Description of interest rate options			The interest rates applicable to Term Loan A are based on the Company's consolidated leverage ratio
London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		1.25%
London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		3.00%
Base Rate Margin
Debt Instrument [Line Items]
Description of interest rate options			The interest rates applicable to Term Loan A are based on the Company's consolidated leverage ratio
Base Rate Margin \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		0.25%
Base Rate Margin \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		2.00%

Long-Term Debt - Additional Information - Term Loan A-1 (Detail) - Term Loan A-1 - USD ($) $ in Thousands			9 Months Ended
	Feb. 01, 2016	Jul. 29, 2014	Sep. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Term loan maturity date	Feb. 01, 2021
Term loan - issuance amount		$ 200,000
Term loans			$ 182,500	$ 190,000
Payment frequency			Quarterly
London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Description of interest rate options			The interest rates applicable to Term Loan A-1 are based on the Company's consolidated leverage ratio
London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		1.25%
London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		3.00%
Base Rate Margin
Debt Instrument [Line Items]
Description of interest rate options			The interest rates applicable to Term Loan A-1 are based on the Company's consolidated leverage ratio
Base Rate Margin \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		0.25%
Base Rate Margin \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		2.00%
Prior Credit Agreement
Debt Instrument [Line Items]
Term loan maturity date		May 06, 2019

Long-Term Debt - Additional Information - Term Loan A-2 (Detail) - Term Loan A 2 - USD ($) $ in Thousands		9 Months Ended
	Feb. 01, 2016	Sep. 30, 2016
Debt Instrument [Line Items]
Term loan maturity date	Feb. 01, 2021
Term loan - issuance amount	$ 1,025,000
Term loans		$ 1,012,188
Payment frequency		Quarterly
Payment start date	Jun. 30, 2016
London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Description of interest rate options		The interest rates applicable to Term Loan A-2 are based on the Company's consolidated leverage ratio
London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.25%
London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	3.00%
Base Rate Margin
Debt Instrument [Line Items]
Description of interest rate options		The interest rates applicable to Term Loan A-2 are based on the Company's consolidated leverage ratio
Base Rate Margin \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.25%
Base Rate Margin \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.00%

Long-Term Debt - Additional Information - 2022 Notes (Detail) - USD ($) $ in Millions		3 Months Ended	9 Months Ended
	Mar. 11, 2014	Mar. 31, 2014	Sep. 30, 2016
2022 Notes
Debt Instrument [Line Items]
Gross proceeds from issuance of debt	$ 400
Underwriting discount	6
Net proceeds from issuance of debt	$ 394
Stated debt interest rate	4.875%
Effective interest rate on senior notes	4.99%
Term loan maturity date	Mar. 15, 2022
Redemption prices, plus accrued and unpaid interest, Percentage			101.00%
Senior notes, early redemption description			In the event of a change in control of the Company, the Company will be required to make an offer to purchase the 2022 Notes at a purchase price equal to 101% of the principal amount of the 2022 Notes, plus accrued and unpaid interest up to the purchase date.
2018 Notes
Debt Instrument [Line Items]
Stated debt interest rate	7.75%	7.75%
Term loan maturity date		Mar. 01, 2018
Debt Instrument, Redemption, Period One \| 2022 Notes
Debt Instrument [Line Items]
Redemption prices, plus accrued and unpaid interest, Percentage			100.00%
Senior notes, early redemption end date			Mar. 15, 2017
Senior notes, early redemption description			The Company may redeem some or all of the 2022 Notes at any time prior to March 15, 2017 at a price equal to 100% of the principal amount of the 2022 Notes redeemed, plus an applicable "make-whole" premium.
Debt Instrument, Redemption, Period Two \| 2022 Notes
Debt Instrument [Line Items]
Redemption prices, plus accrued and unpaid interest, Percentage			104.875%
Senior notes, early redemption end date			Mar. 15, 2017
Senior notes, early redemption description			In addition, at any time prior to March 15, 2017, the Company may redeem up to 35% of the 2022 Notes at a redemption price of 104.875% of the principal amount of the 2022 Notes redeemed with the net cash proceeds of certain equity offerings.
Senior notes, redemption rate of principal amount			35.00%
Debt Instrument, Redemption, Period Three \| 2022 Notes
Debt Instrument [Line Items]
Senior notes, early redemption description			On or after March 15, 2017, the Company may redeem some or all of the 2022 Notes at redemption prices set forth in the Indenture.
Senior notes, early redemption start date			Mar. 15, 2017

Long-Term Debt - Additional Information - 2024 Notes (Detail) - USD ($) $ in Millions		9 Months Ended
	Jan. 29, 2016	Sep. 30, 2016
2024 Notes
Debt Instrument [Line Items]
Aggregate principal amount	$ 775.0
Stated debt interest rate	6.00%
Term loan maturity date	Feb. 15, 2024
Net proceeds from the issuance of the 2024 Notes	$ 760.7
Effective interest rate on senior notes	6.23%
Interest payment dates of 2024 Notes		February 15 and August 15 of each year, beginning August 15, 2016
Senior notes, redemption rate of principal amount		101.00%
2024 Notes \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Senior notes, early redemption description		The Company may redeem some or all of the 2024 Notes at any time on or after February 15, 2019 at the applicable redemption prices described in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date
Senior notes, early redemption start date		Feb. 15, 2019
2024 Notes \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Senior notes, early redemption description		In addition, prior to February 15, 2019, the Company may redeem all or a portion of the 2024 Notes at a price equal to 100% of the principal amount plus the "make-whole" premium set forth in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date.
Senior notes, redemption rate of principal amount		100.00%
Senior notes, early redemption end date		Feb. 15, 2019
2024 Notes \| Debt Instrument, Redemption, Period Three
Debt Instrument [Line Items]
Senior notes, early redemption description		The Company may also redeem up to 40% of the 2024 Notes prior to February 15, 2019 with the net cash proceeds received from certain equity offerings at the redemption price set forth in the Indenture.
Senior notes, early redemption end date		Feb. 15, 2019
Senior notes, redemption rate of principal amount		40.00%
2022 Notes and 2024 Notes
Debt Instrument [Line Items]
Indenture accreted amount due and payable percentage		25.00%

Long-Term Debt - Additional Information - Tax Increment Financing (Detail) - Tax Increment Financing - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2016	Dec. 15, 2001
Debt Instrument [Line Items]
Tax Increment Financing - issuance amount		$ 4.0
Maturity Date	May 01, 2019
Tax increment financing	$ 1.0
Stated debt interest rate	7.16%
Discussion on use of funds	On December 15, 2001, the Urban Redevelopment Authority of Pittsburgh ("URA") issued $4.0 million of redevelopment bonds, pursuant to a "Tax Increment Financing Plan" to assist with certain aspects of the development and construction of the Company's Pittsburgh, Pennsylvania facilities. The agreement was transferred to the Company as part of the acquisition of the soup and infant feeding business.

Identification of the lender and information about a contractual promise to repay a short-term or long-term obligation, which includes borrowings under lines of credit, notes payable, commercial paper, bonds payable, debentures, and other contractual obligations for payment. This may include rationale for entering into the arrangement, significant terms of the arrangement, which may include amount, repayment terms, priority, collateral required, debt covenants, borrowing capacity, call features, participation rights, conversion provisions, sinking-fund requirements, voting rights, basis for conversion if convertible and remarketing provisions. The description may be provided for individual debt instruments, rational groupings of debt instruments, or by debt in total.

Schedule of Weighted Average Number of Diluted Shares Outstanding [Line Items]

Long-Term Debt - Additional Information - Interest Rate Swap Agreements (Detail) - Interest rate swap	1 Months Ended
	Jun. 30, 2016 USD ($)
Debt Instrument [Line Items]
Derivative notional amount	$ 500,000,000
Weighted average fixed interest rate	0.86%
Derivative contract, term	37 months
Derivative contract, date entered	Jan. 31, 2017
Derivative contract, date matures	Feb. 28, 2020
Minimum
Debt Instrument [Line Items]
Borrowing cost percentage on swapped principal	2.11%
Maximum
Debt Instrument [Line Items]
Borrowing cost percentage on swapped principal	3.86%

Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands			9 Months Ended
	Feb. 01, 2016	Jan. 26, 2016	Sep. 30, 2016	Dec. 31, 2015
Stockholders Equity Note [Line Items]
Common stock, shares authorized			90,000,000	90,000,000
Common stock, par value			$ 0.01	$ 0.01
Proceeds from issuance of stock			$ 835,131
Net proceeds recorded in additional paid-in capital			$ 2,067,569	$ 1,207,167
Common stock, shares issued			56,729,000	43,126,000
Common stock, shares outstanding			56,729,000	43,126,000
Preferred stock, shares authorized			10,000,000	10,000,000
Preferred stock, par value			$ 0.01	$ 0.01
Private brands business of ConAgra Foods
Stockholders Equity Note [Line Items]
Shares issuable, in relation to the acquisition, shares		13,269,230
Shares issuable, in relation to the acquisition, price per share		$ 65.00
Shares issuable, in relation to the acquisition, value		$ 862,500
Proceeds from issuance of stock	$ 835,100	835,100
Net proceeds recorded in additional paid-in capital		835,000
Net proceeds recorded in common stock at par value		$ 100

Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2016

Sep. 30, 2015

Sep. 30, 2016

Sep. 30, 2015

Weighted average common shares outstanding

$ 37,174

$ 28,441

$ 49,476

$ 77,655

56,804

43,168

55,350

43,004

Assumed exercise/vesting of equity awards

^[1]

647

553

687

668

Weighted average diluted common shares outstanding

57,451

43,721

56,037

43,672

Net earnings per basic share

$ 0.65

$ 0.66

$ 0.89

$ 1.81

Net earnings per diluted share

$ 0.65

$ 0.88

$ 1.78

[1]

Incremental shares from equity awards are computed using the treasury stock method. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 0.4 million and 0.7 million for the three and nine months ended September 30, 2016, respectively, and 0.7 million for the three and nine months ended September 30, 2015.

Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share (Parenthetical) (Detail) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Schedule of Weighted Average Number of Diluted Shares Outstanding [Line Items]
Equity awards, excluded from computation of diluted earnings	0.4	0.7	0.7	0.7

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended		9 Months Ended
	Jun. 27, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 8,500	$ 5,000	$ 22,784	$ 15,503
Tax benefit recognized related to the compensation cost of share-based awards		3,100	$ 1,700	$ 8,300	$ 5,400
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting period				3 years
Share based compensation arrangement, award expiration period				10 years
Compensation costs, unrecognized		$ 15,000		$ 15,000
Compensation costs, recognition weighted average remaining period (in years)				2 years 3 months 18 days
Weighted average expected volatility				25.11%
Weighted average risk-free interest rate				1.16%
Expected term				6 years
Expected dividends				1.16%
Weighted average grant date fair				$ 26.01
Employee Stock Option \| Year One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting percentage				33.33%
Employee Stock Option \| Year Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting percentage				33.33%
Employee Stock Option \| Year Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting percentage				33.33%
Employee Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock units, vested				142,000
Employee Restricted Stock Units \| Year One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting percentage				33.33%
Employee Restricted Stock Units \| Year Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting percentage				33.33%
Employee Restricted Stock Units \| Year Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting percentage				33.33%
Director Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of restricted stock units, earned and deferred		89,000		89,000
Stock units, vested				22,000
Employee Restricted Stock Units and Director Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation costs, unrecognized		$ 35,700		$ 35,700
Compensation costs, recognition weighted average remaining period (in years)				2 years 2 months 12 days
Performance Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement, award vesting period				3 years
Compensation costs, unrecognized		$ 14,300		$ 14,300
Compensation costs, recognition weighted average remaining period (in years)				2 years 4 months 24 days
Performance units converted into shares of common stock	85,249
Stock units, vested	110,926			85,000
Conversion ratio of awards vesting	130.00%
Performance Units \| Each of the three performance periods \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Predefined percentage for calculation of performance unit awards				0.00%
Performance Units \| Each of the three performance periods \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Predefined percentage for calculation of performance unit awards				200.00%
Performance Units \| Cumulative performance period \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Predefined percentage for calculation of performance unit awards				0.00%
Performance Units \| Cumulative performance period \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Predefined percentage for calculation of performance unit awards				200.00%
TreeHouse Foods, Inc. Equity and Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares available to be awarded		12,300,000		12,300,000
Shares available		2,100,000		2,100,000

Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Employee And Director Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Beginning Balance	$ 57.18
Granted	96.85
Forfeited	79.09
Exercised	51.28
Outstanding, Ending Balance	65.17	$ 57.18
Vested/expected to vest, at September 30, 2016	64.36
Exercisable, at September 30, 2016	$ 52.22
Outstanding, Ending Balance	6 years 3 months 18 days	6 years 2 months 12 days
Vested/expected to vest, at September 30, 2016	6 years 2 months 12 days
Exercisable, at September 30, 2016	4 years 8 months 12 days
Outstanding, Ending Balance	$ 52,098	$ 41,793
Vested/expected to vest, at September 30, 2016	51,906
Exercisable, at September 30, 2016	$ 48,749
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Beginning Balance	1,918
Granted	456
Forfeited	(86)
Exercised	(148)
Outstanding, Ending Balance	2,140	1,918
Vested/expected to vest, at September 30, 2016	2,077
Exercisable, at September 30, 2016	1,374
Director Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Beginning Balance	20
Outstanding, Ending Balance	20	20
Vested/expected to vest, at September 30, 2016	20
Exercisable, at September 30, 2016	20

Summary of Employee and Director Stock Option Highlights (Detail) - Employee And Director Stock Option - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 2.0	$ 1.7	$ 5.5	$ 4.9
Intrinsic value of stock options exercised	0.1	1.0	6.1	14.4
Tax benefit recognized from stock option exercises	$ 0.1	$ 0.4	$ 2.2	$ 5.5

Summary of Restricted Stock and Restricted Stock Unit Activity (Detail) shares in Thousands	9 Months Ended
	Sep. 30, 2016 $ / shares shares
Employee Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning Balance \| shares	312
Granted \| shares	393
Vested \| shares	(142)
Forfeited \| shares	(32)
Ending Balance \| shares	531
Beginning Balance	$ 76.36
Granted	91.44
Vested	74.79
Forfeited	82.51
Ending Balance	$ 87.59
Director Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning Balance \| shares	111
Granted \| shares	15
Vested \| shares	(22)
Ending Balance \| shares	104
Beginning Balance	$ 52.60
Granted	98.78
Vested	58.56
Forfeited	76.30
Ending Balance	$ 57.78

Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Detail) - Employee Restricted Stock Units and Director Restricted Stock Units - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 4.9	$ 2.8	$ 12.9	$ 8.9
Fair value of vested restricted stock units	2.8	0.9	15.9	13.9
Tax benefit recognized from vested restricted stock units	$ 1.0	$ 0.3	$ 5.7	$ 4.8

Summary of Performance Unit Activity (Detail) - Performance Units - $ / shares		9 Months Ended
	Jun. 27, 2016	Sep. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning Balance		271,000
Granted		100,000
Vested	(110,926)	(85,000)
Forfeited		(16,000)
Ending Balance		270,000
Beginning Balance		$ 74.13
Granted		98.28
Vested		66.01
Forfeited		79.90
Ending Balance		$ 85.15

Summary of Performance Unit Highlights (Detail) - Performance Units - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 1.6	$ 0.5	$ 4.4	$ 1.7
Fair value of vested performance units	$ (1.8)	0.6	9.6	5.1
Tax benefit recognized from performance units vested		$ 0.2	$ 4.1	$ 1.9

Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Detail) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2016

Sep. 30, 2015

Sep. 30, 2016

Sep. 30, 2015

Accumulated Other Comprehensive Income (Loss) [Line Items]

Other comprehensive income (loss)

$ 1,854,859

21,598

$ (40,533)

Reclassifications from accumulated other comprehensive loss

$ 258

$ 256

774

767

(7,027)

(19,960)

22,372

(39,766)

Foreign Currency Translation

2,787,245

Accumulated Other Comprehensive Income (Loss) [Line Items]

Other comprehensive income (loss)

^[1]

(100,512)

(51,326)

^[1]

21,598

(40,533)

^[1]

21,598

(40,533)

Unrecognized Pension and Postretirement Benefits

^[1]

(78,914)

(91,859)

(78,914)

(91,859)

Accumulated Other Comprehensive Income (Loss) [Line Items]

Reclassifications from accumulated other comprehensive loss

^[2]

(12,956)

(13,005)

^[2]

774

767

^[2]

774

767

Accumulated Other Comprehensive Loss

^[2]

(12,182)

(12,238)

(12,182)

(12,238)

Accumulated Other Comprehensive Income (Loss) [Line Items]

(113,468)

(64,331)

Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]

$ (91,096)

$ (104,097)

$ (91,096)

$ (104,097)

[1]

The foreign currency translation adjustment is not net of tax, as it pertains to the Company's permanent investments in its Canadian and Italian subsidiaries.

[2]

The unrecognized pension and postretirement benefits reclassification is presented net of tax of $475 thousand and $474 thousand for the nine months ended September 30, 2016 and 2015, respectively. The reclassification is included in the computation of net periodic pension and postretirement cost, which is recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Parenthetical) (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Pension and postretirement reclassification adjustment, tax	$ 159	$ 158	$ 475	$ 474

Reclassifications from Accumulated Other Comprehensive Loss (Detail) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2016

Sep. 30, 2015

Sep. 30, 2016

Sep. 30, 2015

Reclassifications from accumulated other comprehensive loss, Net of tax

$ 258

$ 256

$ 774

$ 767

Prior service costs

Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]

Reclassifications from accumulated other comprehensive loss, before tax

^[1]

35

36

105

109

Unrecognized net loss

Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]

Reclassifications from accumulated other comprehensive loss, before tax

^[1]

382

378

1,144

1,132

Unrecognized Pension and Postretirement Benefits

Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]

Reclassifications from accumulated other comprehensive loss, before tax

417

414

1,249

1,241

Income taxes

$ 159

$ 158

475

474

Reclassifications from accumulated other comprehensive loss, Net of tax

^[2]

$ 774

$ 767

[1]

These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement cost, and are recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

[2]

The unrecognized pension and postretirement benefits reclassification is presented net of tax of $475 thousand and $474 thousand for the nine months ended September 30, 2016 and 2015, respectively. The reclassification is included in the computation of net periodic pension and postretirement cost, which is recorded in the Cost of sales and General and administrative lines of the Condensed Consolidated Statements of Income.

Employee Retirement and Postretirement Benefits - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2016 USD ($)	Feb. 01, 2016 USD ($) plan
Private brands business of ConAgra Foods
Defined Benefit Plan Disclosure [Line Items]
Number of pension plans acquired \| plan		3
Number of postretirement benefit plan acquired \| plan		1
Net unfunded liability associated with pension and postretirement benefit plans		$ (76,100,000)
Postretirement Benefits
Defined Benefit Plan Disclosure [Line Items]
Expected contribution for benefit plans in the remaining current fiscal year	$ 200,000
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Contribution to pension plans	3,100,000
Expected contribution for benefit plans in the remaining current fiscal year	$ 0

Components of Net Periodic Costs (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Pension Benefits
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract]
Service cost	$ 1,279	$ 621	$ 3,607	$ 1,864
Interest cost	4,092	713	11,163	2,138
Expected return on plan assets	(4,468)	(765)	(12,162)	(2,295)
Amortization of unrecognized prior service cost	53	53	158	157
Amortization of unrecognized net loss	383	365	1,148	1,095
Net periodic pension cost	1,339	987	3,914	2,959
Postretirement Benefits
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract]
Service cost	21	5	59	15
Interest cost	348	38	938	113
Amortization of unrecognized prior service cost	(18)	(17)	(53)	(49)
Amortization of unrecognized net loss	(1)	13	(4)	38
Net periodic pension cost	$ 350	$ 39	$ 940	$ 117

Other Operating Expense (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Other Operating Expense (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Other Operating Income Expense Net [Line Items]
Restructuring	$ 4,890	$ 154	$ 8,973	$ 504
Other	395		1,311
Total other operating expense, net	$ 5,285	$ 154	$ 10,284	$ 504

Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Schedule of Cash Flow, Supplemental [Line Items]
Interest paid	$ 80,769	$ 36,601
Income taxes paid	49,528	35,064
Accrued purchase of property and equipment	15,467	3,971
Accrued other intangible assets	$ 4,385	$ 1,569

Supplemental Cash Flow Information - Additional Information (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Schedule of Cash Flow, Supplemental [Line Items]
Restricted stock, restricted stock units and performance units, vesting shares	$ 26.8	$ 19.0

Derivative Instruments - Additional Information (Detail)	1 Months Ended	9 Months Ended
	Jun. 30, 2016 USD ($)	Sep. 30, 2016 USD ($) gal MW lb DTH bu
Interest rate swap
Derivative [Line Items]
Derivative notional amount \| $	$ 500,000,000
Weighted average fixed interest rate	0.86%
Derivative contract, term	37 months
Derivative contract, date entered	Jan. 31, 2017
Derivative contract, date matures	Feb. 28, 2020
Foreign Currency Contract
Derivative [Line Items]
Derivative notional amount \| $		$ 37,500,000
Derivative, expiration period		Throughout 2016 and early 2017
Electricity Contract
Derivative [Line Items]
Derivative, expiration period		Throughout 2016
Notional amount outstanding \| MW		14,612
Diesel Contract
Derivative [Line Items]
Derivative, expiration period		Throughout 2016
Notional amount outstanding \| gal		4,000,000
Natural Gas Contract
Derivative [Line Items]
Derivative, expiration period		Throughout 2016
Notional amount outstanding \| DTH		600,000
Corn Contract
Derivative [Line Items]
Derivative, expiration period		Throughout early 2017
Notional amount outstanding \| bu		900,000
Plastics Contracts
Derivative [Line Items]
Derivative, expiration period		Throughout 2016
Notional amount outstanding \| lb		7,200,000
Flour Contract
Derivative [Line Items]
Derivative, expiration period		Throughout 2016
Notional amount outstanding \| bu		300,000

Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Derivatives, Fair Value [Line Items]
Asset derivative, fair value	$ 2,531	$ 1,356
Liability derivative, fair value	1,093	3,778
Commodity contracts \| Prepaid expenses and other current assets
Derivatives, Fair Value [Line Items]
Asset derivative, fair value	563
Commodity contracts \| Accounts payable and accrued expenses
Derivatives, Fair Value [Line Items]
Liability derivative, fair value	1,093	3,778
Foreign Currency Contract \| Prepaid expenses and other current assets
Derivatives, Fair Value [Line Items]
Asset derivative, fair value	1,120	$ 1,356
Interest rate swap \| Prepaid expenses and other current assets
Derivatives, Fair Value [Line Items]
Asset derivative, fair value	$ 848

Gains and Losses on Derivative Contracts (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Derivative Instruments, Gain (Loss) [Line Items]
Mark to market unrealized gain (loss), commodity	$ 6,830	$ (2,017)	$ 3,860	$ 378
Realized (loss) gain	(1,202)	(827)	(4,152)	(2,126)
Total (loss) gain	5,628	(2,844)	(292)	(1,748)
Commodity contracts \| Other (income) expense, net
Derivative Instruments, Gain (Loss) [Line Items]
Mark to market unrealized gain (loss), commodity	2,305	(834)	3,248	207
Commodity contracts \| Selling and distribution
Derivative Instruments, Gain (Loss) [Line Items]
Realized (loss) gain	119	(1,508)	(896)	(3,268)
Foreign Currency Contract \| Other (income) expense, net
Derivative Instruments, Gain (Loss) [Line Items]
Mark to market unrealized gain (loss), Derivative	2,083	(1,183)	(236)	171
Foreign Currency Contract \| Cost of sales
Derivative Instruments, Gain (Loss) [Line Items]
Realized (loss) gain	(1,321)	$ 681	(3,256)	$ 1,142
Interest rate swap \| Other (income) expense, net
Derivative Instruments, Gain (Loss) [Line Items]
Mark to market unrealized gain (loss), Derivative	$ 2,442		$ 848

Carrying Value and Fair Value of Financial Instruments (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability	$ (1,093)	$ (3,778)
Carrying Value \| Fair Value, Inputs, Level 2 \| Revolving Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Revolving Credit Facility	(279,000)	(353,000)
Carrying Value \| Fair Value, Inputs, Level 2 \| Term Loan A
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Term Loan	(289,875)	(295,500)
Carrying Value \| Fair Value, Inputs, Level 2 \| Term Loan A-1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Term Loan	(182,500)	(190,000)
Carrying Value \| Fair Value, Inputs, Level 2 \| Term Loan A 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Term Loan	(1,012,188)
Carrying Value \| Fair Value, Inputs, Level 2 \| 2022 Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes	(400,000)	(400,000)
Carrying Value \| Fair Value, Inputs, Level 2 \| 2024 Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes	(775,000)
Carrying Value \| Fair Value, Measurements, Recurring \| Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Investments	10,117	8,388
Carrying Value \| Fair Value, Measurements, Recurring \| Commodity contracts \| Fair Value, Inputs, Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability	(530)	(3,778)
Carrying Value \| Fair Value, Measurements, Recurring \| Foreign Currency Contract \| Fair Value, Inputs, Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative assets (liability)	1,120	1,356
Carrying Value \| Fair Value, Measurements, Recurring \| Interest rate swap \| Fair Value, Inputs, Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability	848
Fair Value \| Fair Value, Inputs, Level 2 \| Revolving Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Revolving Credit Facility	(274,485)	(352,932)
Fair Value \| Fair Value, Inputs, Level 2 \| Term Loan A
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Term Loan	(290,329)	(294,327)
Fair Value \| Fair Value, Inputs, Level 2 \| Term Loan A-1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Term Loan	(182,731)	(190,200)
Fair Value \| Fair Value, Inputs, Level 2 \| Term Loan A 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Term Loan	(1,013,471)
Fair Value \| Fair Value, Inputs, Level 2 \| 2022 Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes	(416,500)	(383,000)
Fair Value \| Fair Value, Inputs, Level 2 \| 2024 Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes	(832,156)
Fair Value \| Fair Value, Measurements, Recurring \| Fair Value, Inputs, Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Investments	10,117	8,388
Fair Value \| Fair Value, Measurements, Recurring \| Commodity contracts \| Fair Value, Inputs, Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability	(530)	(3,778)
Fair Value \| Fair Value, Measurements, Recurring \| Foreign Currency Contract \| Fair Value, Inputs, Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative assets (liability)	1,120	$ 1,356
Fair Value \| Fair Value, Measurements, Recurring \| Interest rate swap \| Fair Value, Inputs, Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability	$ 848

Financial Information Relating to Reportable Segments (Detail) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2016

Sep. 30, 2015

Sep. 30, 2016

Sep. 30, 2015

$ 1,586,850

$ 798,638

$ 4,398,412

$ 2,340,991

selling and distribution expenses

192,024

112,864

544,515

333,401

(102,141)

(44,887)

(291,976)

(133,482)

Costs of sales

(1,301,317)

(639,941)

(3,622,510)

(1,878,486)

Operating (loss) income

77,590

62,228

148,110

163,445

Other expense

(24,982)

(21,953)

(78,107)

(49,582)

Income (loss) before income taxes

52,608

40,275

70,003

113,863

North American Retail Grocery

1,305,872

597,775

3,599,506

1,768,938

159,124

83,864

442,757

242,220

Food Away From Home

157,371

94,601

394,704

280,726

16,469

12,892

51,434

39,454

Industrial and Export

123,511

106,262

414,047

291,327

Unallocated Amount to Segment

16,431

16,108

50,324

51,727

selling and distribution expenses

96

(9,845)

(7,219)

(1,431)

(29,917)

(6,552)

Costs of sales

^[1]

(1,509)

2,377

(20,827)

2,174

Unallocated corporate expense and other

$ (105,706)

$ (51,582)

$ (345,661)

$ (165,578)

[1]	Includes charges related to restructurings and other costs managed at corporate.

Segment and Geographic Information and Major Customers - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Sales Revenue, Net \| Customer Concentration Risk \| Walmart Stores, Inc. and affiliates
Segment Reporting Information [Line Items]
Concentration risk, percentage	18.20%	20.80%
Outside of the United States \| Sales Revenue, Net \| Customer Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk, percentage	8.90%	11.80%
Outside of the United States \| Property, Plant and Equipment \| Geographic Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk, percentage	10.80%	8.30%
Canada \| Sales Revenue, Net \| Geographic Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk, percentage	7.10%	10.70%

Net Sale by Major Products (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segment Reporting Information [Line Items]
Net sales	$ 1,586,850	$ 798,638	$ 4,398,412	$ 2,340,991
Snack Nuts
Segment Reporting Information [Line Items]
Net sales	355,901	172,581	967,296	484,461
Retail Bakery
Segment Reporting Information [Line Items]
Net sales	167,036		438,899
Cookies and Crackers
Segment Reporting Information [Line Items]
Net sales	157,196		420,435
Cereals
Segment Reporting Information [Line Items]
Net sales	144,154	37,253	395,331	114,540
Pasta and Dry Dinners
Segment Reporting Information [Line Items]
Net sales	144,959	31,077	380,507	94,012
Beverages
Segment Reporting Information [Line Items]
Net sales	118,487	101,622	343,892	305,292
Salad Dressings
Segment Reporting Information [Line Items]
Net sales	94,082	85,757	291,671	270,101
Sauces
Segment Reporting Information [Line Items]
Net sales	84,977	52,908	248,660	170,134
Pickles
Segment Reporting Information [Line Items]
Net sales	81,194	85,544	248,122	243,013
Soup and infant feeding
Segment Reporting Information [Line Items]
Net sales	92,478	94,807	238,619	253,129
Beverage Enhancers
Segment Reporting Information [Line Items]
Net sales	73,627	80,028	226,673	244,557
Jams
Segment Reporting Information [Line Items]
Net sales	29,765	13,365	79,631	37,587
Aseptic products
Segment Reporting Information [Line Items]
Net sales	25,215	26,600	76,580	80,570
Other products
Segment Reporting Information [Line Items]
Net sales	$ 17,779	$ 17,096	$ 42,096	$ 43,595

Condensed Supplemental Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 47,227	$ 34,919	$ 22,883	$ 51,981
Investments	10,117	8,388
Accounts receivable, net	384,901	203,198
Inventories, net	1,040,978	584,115
Assets held for sale	2,674
Prepaid expenses and other current assets	75,966	16,583
Total current assets	1,561,863	847,203
Property, plant, and equipment, net	1,364,672	541,528
Goodwill	2,774,764	1,649,794
Intangible and other assets, net	1,221,933	664,271
Total assets	6,923,232	3,702,796
Current liabilities:
Accounts payable and accrued expenses	606,793	260,580
Current portion of long-term debt	58,099	14,893
Total current liabilities	664,892	275,473
Long-term debt	2,849,759	1,221,741
Deferred income taxes	416,079	279,108
Other long-term liabilities	205,257	71,615
Stockholders' equity	2,787,245	1,854,859
Total liabilities and stockholders' equity	6,923,232	3,702,796
Eliminations
Current assets:
Prepaid expenses and other current assets		(16,618)
Total current assets		(16,618)
Investment in subsidiaries	(5,804,471)	(2,750,381)
Deferred income taxes	(20,187)	(18,092)
Total assets	(5,824,658)	(2,785,091)
Current liabilities:
Accounts payable and accrued expenses		(16,618)
Total current liabilities		(16,618)
Deferred income taxes	(20,187)	(18,092)
Stockholders' equity	(5,804,471)	(2,750,381)
Total liabilities and stockholders' equity	(5,824,658)	(2,785,091)
Parent Company
Current assets:
Cash and cash equivalents		10,384		18,706
Accounts receivable, net		17
Prepaid expenses and other current assets	34,725	17,625
Total current assets	34,725	28,026
Property, plant, and equipment, net	28,010	26,294
Investment in subsidiaries	5,285,565	2,411,532
Intercompany accounts receivable (payable), net	329,823	582,267
Deferred income taxes	20,187	18,092
Intangible and other assets, net	53,148	46,041
Total assets	5,751,458	3,112,252
Current liabilities:
Accounts payable and accrued expenses	51,870	16,526
Current portion of long-term debt	54,834	11,621
Total current liabilities	106,704	28,147
Long-term debt	2,848,712	1,219,011
Other long-term liabilities	8,797	10,235
Stockholders' equity	2,787,245	1,854,859
Total liabilities and stockholders' equity	5,751,458	3,112,252
Guarantor Subsidiaries
Current assets:
Cash and cash equivalents	10	91	1,449	1,690
Accounts receivable, net	328,103	182,524
Inventories, net	923,607	510,255
Assets held for sale	2,674
Prepaid expenses and other current assets	22,941	6,608
Total current assets	1,277,335	699,478
Property, plant, and equipment, net	1,189,389	470,639
Goodwill	2,644,106	1,526,004
Investment in subsidiaries	518,906	338,849
Intercompany accounts receivable (payable), net	(313,490)	(553,408)
Intangible and other assets, net	1,053,752	504,127
Total assets	6,369,998	2,985,689
Current liabilities:
Accounts payable and accrued expenses	488,394	239,316
Current portion of long-term debt	3,132	3,116
Total current liabilities	491,526	242,432
Long-term debt	779	2,398
Deferred income taxes	401,522	272,910
Other long-term liabilities	190,606	56,417
Stockholders' equity	5,285,565	2,411,532
Total liabilities and stockholders' equity	6,369,998	2,985,689
Non-Guarantor Subsidiaries
Current assets:
Cash and cash equivalents	47,217	24,444	$ 21,434	$ 31,585
Investments	10,117	8,388
Accounts receivable, net	56,798	20,657
Inventories, net	117,371	73,860
Prepaid expenses and other current assets	18,300	8,968
Total current assets	249,803	136,317
Property, plant, and equipment, net	147,273	44,595
Goodwill	130,658	123,790
Intercompany accounts receivable (payable), net	(16,333)	(28,859)
Intangible and other assets, net	115,033	114,103
Total assets	626,434	389,946
Current liabilities:
Accounts payable and accrued expenses	66,529	21,356
Current portion of long-term debt	133	156
Total current liabilities	66,662	21,512
Long-term debt	268	332
Deferred income taxes	34,744	24,290
Other long-term liabilities	5,854	4,963
Stockholders' equity	518,906	338,849
Total liabilities and stockholders' equity	$ 626,434	$ 389,946

Condensed Supplemental Consolidating Statement of Income (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Condensed Financial Statements, Captions [Line Items]
Net sales	$ 1,586,850	$ 798,638	$ 4,398,412	$ 2,340,991
Cost of sales	1,301,317	639,941	3,622,510	1,878,486
Gross profit	285,533	158,697	775,902	462,505
Selling, general and administrative expense	174,020	81,422	536,556	252,784
Amortization expense	28,638	14,893	80,952	45,772
Other operating expense, net	5,285	154	10,284	504
Operating (loss) income	77,590	62,228	148,110	163,445
Interest expense	30,749	10,914	87,955	33,978
Interest income	(108)	(265)	(3,569)	(2,228)
Other expense (income), net	5,659	11,304	6,279	(17,832)
Income (loss) before income taxes	52,608	40,275	70,003	113,863
Income taxes (benefit)	15,434	11,834	20,527	36,208
Net income (loss)	37,174	28,441	49,476	77,655
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net sales	(81,938)	(53,689)	(222,396)	(171,224)
Cost of sales	(81,938)	(53,689)	(222,396)	(171,224)
Interest expense	(1,219)	(1,406)	(3,585)	(4,322)
Interest income	1,219	1,406	3,585	4,322
Equity in net income (loss) of subsidiaries	(79,251)	(46,535)	(180,913)	(130,037)
Net income (loss)	(79,251)	(46,535)	(180,913)	(130,037)
Parent Company
Condensed Financial Statements, Captions [Line Items]
Selling, general and administrative expense	23,512	15,418	100,128	48,459
Amortization expense	2,319	2,070	6,778	5,941
Operating (loss) income	(25,831)	(17,488)	(106,906)	(54,400)
Interest expense	30,928	10,376	87,357	32,806
Interest income	(5)	(16)	(2,233)	(1,447)
Other expense (income), net	1	(5)	(1)	7
Income (loss) before income taxes	(56,753)	(27,843)	(192,031)	(85,752)
Income taxes (benefit)	(22,143)	(10,576)	(73,404)	(32,689)
Equity in net income (loss) of subsidiaries	71,784	45,708	168,103	130,718
Net income (loss)	37,174	28,441	49,476	77,655
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net sales	1,501,774	755,336	4,160,967	2,203,154
Cost of sales	1,240,261	610,871	3,448,050	1,779,531
Gross profit	261,513	144,465	712,917	423,623
Selling, general and administrative expense	134,373	58,435	394,029	176,363
Amortization expense	23,962	10,468	67,192	32,260
Other operating expense, net	4,735	154	8,830	504
Operating (loss) income	98,443	75,408	242,866	214,496
Interest expense	(103)	(231)	188	151
Interest income	(1,005)	(1,406)	(3,928)	(4,322)
Other expense (income), net	435	9,054	2,501	(14,845)
Income (loss) before income taxes	99,986	67,991	249,107	203,822
Income taxes (benefit)	35,669	23,110	93,814	72,423
Equity in net income (loss) of subsidiaries	7,467	827	12,810	(681)
Net income (loss)	71,784	45,708	168,103	130,718
Non-Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net sales	167,014	96,991	459,841	309,061
Cost of sales	142,994	82,759	396,856	270,179
Gross profit	24,020	14,232	62,985	38,882
Selling, general and administrative expense	16,135	7,569	42,399	27,962
Amortization expense	2,357	2,355	6,982	7,571
Other operating expense, net	550		1,454
Operating (loss) income	4,978	4,308	12,150	3,349
Interest expense	1,143	2,175	3,995	5,343
Interest income	(317)	(249)	(993)	(781)
Other expense (income), net	5,223	2,255	3,779	(2,994)
Income (loss) before income taxes	9,375	127	12,927	(4,207)
Income taxes (benefit)	1,908	(700)	117	(3,526)
Net income (loss)	$ 7,467	$ 827	$ 12,810	$ (681)

Condensed Supplemental Consolidating Statement of Comprehensive Income (Detail) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2016

Sep. 30, 2015

Sep. 30, 2016

Sep. 30, 2015

Condensed Financial Statements, Captions [Line Items]

$ 37,174

$ 28,441

$ 49,476

$ 77,655

Foreign currency translation adjustments

(7,285)

(20,216)

21,598

(40,533)

Pension and postretirement reclassification adjustment, net of tax

^[1]

258

256

774

767

(7,027)

(19,960)

22,372

(39,766)

Condensed Financial Statements, Captions [Line Items]

30,147

8,481

71,848

37,889

Eliminations

(79,251)

(46,535)

(180,913)

(130,037)

Equity in other comprehensive (loss) income of subsidiaries

14,312

40,175

(43,970)

80,299

Condensed Financial Statements, Captions [Line Items]

(64,939)

(6,360)

(224,883)

(49,738)

Parent Company

37,174

28,441

49,476

77,655

Equity in other comprehensive (loss) income of subsidiaries

(7,027)

(19,960)

22,372

(39,766)

Condensed Financial Statements, Captions [Line Items]

30,147

8,481

71,848

37,889

Guarantor Subsidiaries

71,784

45,708

168,103

130,718

Pension and postretirement reclassification adjustment, net of tax

258

256

774

767

Equity in other comprehensive (loss) income of subsidiaries

258

256

774

767

(7,285)

(20,215)

21,598

(40,533)

Non-Guarantor Subsidiaries

64,757

25,749

190,475

90,952

Condensed Financial Statements, Captions [Line Items]

7,467

827

12,810

(681)

Foreign currency translation adjustments

(7,285)

(20,216)

21,598

(40,533)

(7,285)

(20,216)

21,598

(40,533)