TREEHOUSE FOODS, INC., 10-Q filed on 5/3/2018
Quarterly Report
v3.8.0.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2018
Apr. 30, 2018
Document And Entity Information [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2018  
Document Fiscal Year Focus 2018  
Document Fiscal Period Focus Q1  
Trading Symbol THS  
Entity Registrant Name TREEHOUSE FOODS, INC.  
Entity Central Index Key 0001320695  
Current Fiscal Year End Date --12-31  
Entity Filer Category Large Accelerated Filer  
Entity Common Stock, Shares Outstanding   56,325,844
v3.8.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Current assets:    
Cash and cash equivalents $ 128.5 $ 132.8
Investments 13.7 14.1
Receivables, net (Note 3) 345.2 329.8
Inventories 940.6 918.3
Prepaid expenses and other current assets 104.9 89.7
Total current assets 1,532.9 1,484.7
Property, plant, and equipment, net 1,279.2 1,294.4
Goodwill 2,178.7 2,182.0
Intangible assets, net 752.8 773.0
Other assets, net 41.9 45.2
Total assets 5,785.5 5,779.3
Current liabilities:    
Accounts payable and accrued expenses 648.7 589.7
Current portion of long-term debt 10.1 10.1
Total current liabilities 658.8 599.8
Long-term debt 2,533.2 2,535.7
Deferred income taxes 175.8 178.4
Other long-term liabilities 197.9 202.1
Total liabilities 3,565.7 3,516.0
Commitments and contingencies (Note 17)
Stockholders’ equity:    
Preferred stock, par value $0.01 per share, 10.0 shares authorized, none issued 0.0 0.0
Common stock, par value $0.01 per share, 90.0 shares authorized, 56.4 and 56.6 shares issued and outstanding, respectively 0.6 0.6
Treasury stock (45.8) (28.7)
Additional paid-in capital 2,124.2 2,107.0
Retained earnings 213.3 245.9
Accumulated other comprehensive loss (72.5) (61.5)
Total stockholders’ equity 2,219.8 2,263.3
Total liabilities and stockholders’ equity $ 5,785.5 $ 5,779.3
v3.8.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Mar. 31, 2018
Dec. 31, 2017
Statement Of Financial Position [Abstract]    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, shares issued 0 0
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 90,000,000 90,000,000
Common stock, shares issued 56,400,000 56,600,000
Common stock, shares outstanding 56,400,000 56,600,000
v3.8.0.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Income Statement [Abstract]    
Net sales $ 1,481.2 $ 1,536.2
Cost of sales 1,249.3 1,249.8
Gross profit 231.9 286.4
Operating expenses:    
Selling and distribution 108.4 104.6
General and administrative 81.1 79.1
Amortization expense 22.2 28.6
Other operating expense, net 28.9 6.8
Total operating expenses 240.6 219.1
Operating (loss) income (8.7) 67.3
Other expense:    
Interest expense 28.5 29.7
Interest income (2.0) (2.8)
Loss on foreign currency exchange 2.5 0.1
Other expense, net 6.2 0.6
Total other expense 35.2 27.6
(Loss) income before income taxes (43.9) 39.7
Income taxes (9.8) 11.5
Net (loss) income $ (34.1) $ 28.2
Net (loss) earnings per common share:    
Basic $ (0.60) $ 0.50
Diluted $ (0.60) $ 0.49
Weighted average common shares:    
Basic 56.5 56.9
Diluted 56.5 57.6
v3.8.0.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Statement Of Income And Comprehensive Income [Abstract]    
Net (loss) income $ (34.1) $ 28.2
Other comprehensive income:    
Foreign currency translation adjustments [1] (10.1) 3.6
Pension and postretirement reclassification adjustment [2] 0.2 0.3
Adoption of ASU 2018-02 reclassification to retained earnings (1.1)  
Other comprehensive (loss) income (11.0) 3.9
Comprehensive (loss) income $ (45.1) $ 32.1
[1] The tax impact for the three months ended March 31, 2018 was insignificant.
[2] Net of tax of $0.2 million for the three months ended March 31, 2017.
v3.8.0.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical)
$ in Millions
3 Months Ended
Mar. 31, 2017
USD ($)
Statement Of Income And Comprehensive Income [Abstract]  
Pension and postretirement reclassification adjustment, tax $ 0.2
v3.8.0.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Cash flows from operating activities:    
Net (loss) income $ (34.1) $ 28.2
Adjustments to reconcile net (loss) income to net cash provided by operating activities:    
Depreciation and amortization 67.0 72.4
Stock-based compensation 16.3 7.5
Other 13.4 (15.0)
Changes in operating assets and liabilities, net of effect of acquisitions:    
Receivables (16.5) 45.0
Inventories (24.9) (10.6)
Prepaid expenses and other assets (10.5) 3.3
Accounts payable, accrued expenses, and other liabilities 47.1 (52.3)
Net cash provided by operating activities 57.8 78.5
Cash flows from investing activities:    
Additions to property, plant, and equipment (38.5) (34.7)
Additions to intangible assets (2.9) (8.7)
Proceeds from sale of fixed assets   0.2
Other (0.3) (0.3)
Net cash used in investing activities (41.7) (43.5)
Cash flows from financing activities:    
Borrowings under Revolving Credit Facility 5.9 115.0
Payments under Revolving Credit Facility (5.9) (137.0)
Payments on capitalized lease obligations and other debt (0.3) (1.4)
Payments on Term Loans (3.5) (12.7)
Repurchases of common stock (17.1)  
Receipts related to stock-based award activities 1.9 6.7
Payments related to stock-based award activities (1.1) (0.9)
Net cash used in financing activities (20.1) (30.3)
Effect of exchange rate changes on cash and cash equivalents (0.3) 0.4
Net (decrease) increase in cash and cash equivalents (4.3) 5.1
Cash and cash equivalents, beginning of period 132.8 62.1
Cash and cash equivalents, end of period 128.5 67.2
Supplemental cash flow disclosures    
Interest paid 44.3 43.7
Income taxes paid 2.4 6.2
Non-cash investing activities:    
Accrued purchase of property and equipment 21.0 12.3
Accrued other intangible assets $ 4.8 $ 5.7
v3.8.0.1
Basis of Presentation
3 Months Ended
Mar. 31, 2018
Accounting Policies [Abstract]  
Basis of Presentation

1. BASIS OF PRESENTATION

The unaudited Condensed Consolidated Financial Statements included herein have been prepared by TreeHouse Foods, Inc. and its consolidated subsidiaries (the “Company,” “TreeHouse,” “we,” “us,” or “our”), pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to quarterly reporting on Form 10-Q. In our opinion, these statements include all adjustments necessary for a fair presentation of the results of all interim periods reported herein. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted as permitted by such rules and regulations. The Condensed Consolidated Financial Statements and related notes should be read in conjunction with the Consolidated Financial Statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. Results of operations for interim periods are not necessarily indicative of annual results.

The preparation of our Condensed Consolidated Financial Statements in conformity with GAAP requires us to use our judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the 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, 2017.

v3.8.0.1
Restructuring and Margin Improvement Activities
3 Months Ended
Mar. 31, 2018
Restructuring And Related Activities [Abstract]  
Restructuring and Margin Improvement Activities

2. RESTRUCTURING AND MARGIN IMPROVEMENT ACTIVITIES

 

The Company’s restructuring and margin improvement activities are part of an enterprise-wide transformation to improve long-term profitability of the Company. These activities are aggregated into three categories: (1) Structure to Win – a selling, general, and administrative reduction initiative; (2) TreeHouse 2020 – a long-term growth and margin improvement strategy; and (3) Pre-2020 other restructuring and plant closing costs. For additional detail on each activity, see subsequent sections of this note. Total costs associated with these categories are outlined below:

 

 

 

Three Months Ended March 31, 2018

 

 

Three Months Ended March 31, 2017

 

 

(In millions)

 

Structure to Win

 

$

8.4

 

 

$

 

TreeHouse 2020

 

 

27.7

 

 

 

 

Other Restructuring and Plant Closing Costs

 

 

2.5

 

 

 

11.0

 

Total

 

$

38.6

 

 

$

11.0

 

 

Expenses associated with these programs are recorded in the Cost of sales and Other operating expense, net lines in the Condensed Consolidated Statements of Operations.  The Company does not allocate restructuring and margin improvement activities costs to reportable segments when evaluating the performance of its segments.  As a result, restructuring and margin improvement activities costs by reportable segment has not been presented. See Note 20 for more information. 

 

Below is a summary of costs by line item:

 

 

 

Three Months Ended March 31, 2018

 

 

Three Months Ended March 31, 2017

 

 

(In millions)

 

Cost of sales

 

$

9.7

 

 

$

4.2

 

Other operating expenses, net

 

 

28.9

 

 

 

6.8

 

Total

 

$

38.6

 

 

$

11.0

 

 


Structure to Win

In the first quarter of 2018, the Company announced an Operating expenses improvement program (“Structure to Win”) designed to align our organization structure with strategic priorities.  The program is intended to support operational effectiveness, cost reduction, and position the Company for growth with a focus on a lean customer focused go-to-market team, centralized supply chain, and streamlined back office.  We expect to spend $30.1 million in 2018 primarily on employee-related costs and consulting services.  

All of the costs associated with Structure to Win are recorded in the Other operating expense, net line of the Condensed Consolidated Statements of Operations.  Below is a summary of costs by type associated with this program:

 

 

Three Months Ended

 

 

Cumulative Costs

 

 

Total Expected

 

 

 

March 31, 2018

 

 

To Date

 

 

Costs

 

 

 

(In millions)

 

Employee-related

 

$

5.5

 

 

$

5.5

 

 

$

16.0

 

Other costs

 

 

2.9

 

 

 

2.9

 

 

 

14.1

 

Total

 

$

8.4

 

 

$

8.4

 

 

$

30.1

 

 

For the three months ended March 31, 2018, employee-related costs primarily consisted of severance and other costs primarily consisted of consulting services. These costs were recorded in the Other operating expense, net line.  There were no costs related to this program during the three months ended March 31, 2017.

 

TreeHouse 2020

 

In the third quarter of 2017, the Company announced TreeHouse 2020, a program intended to accelerate long-term growth through optimization of our manufacturing network, transformation of our mixing centers and warehouse footprint, and leveraging of systems and processes to drive performance.  The Company’s workstreams related to these activities and selling, general, and administrative reductions continue to deliver value by increasing our capacity utilization, expanding operating margins, and streamlining our plant structure to optimize our supply chain.  TreeHouse 2020 is expected to produce significant savings to achieve our operating margin expansion targets creating reinvestment opportunities to drive future growth.

 

This program began in 2017 and will be executed in multiple phases through 2020.  The key elements of Phase 1 include the closure of the Company’s Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility, which are successfully tracking toward their closure dates noted in the table below.  Key elements of Phase 2, which was announced in the first quarter of 2018, include the closure of the Company’s Visalia, CA and Battle Creek, MI facilities.  

 

The key information regarding the Company’s announced facility closures related to TreeHouse 2020 is outlined in the table below:

 

Facility Location

 

Date of Closure

Announcement

 

Full Facility

Closure

 

Primary Products

Produced

 

Primary Segment(s)

Affected

 

Total

Costs to

Close

 

 

Total Cash

Costs to

Close

 

Dothan, Alabama

 

August 3, 2017

 

Partial closure Q2 2018

 

Trail mix and snack nuts

 

Snacks

 

$

5.7

 

 

$

3.0

 

Brooklyn Park, Minnesota

 

August 3, 2017

 

Completed in Q4 2017

 

Dry dinners

 

Baked Goods

 

 

19.5

 

 

 

12.2

 

Plymouth, Indiana

 

August 3, 2017

 

Completed in Q4 2017

 

Pickles

 

Condiments

 

 

19.3

 

 

 

14.5

 

Battle Creek, Michigan

 

January 31, 2018

 

Mid-2019

 

Ready-to-eat cereal

 

Meals

 

 

18.2

 

 

 

11.8

 

Visalia, California

 

February 15, 2018

 

Q1 2019

 

Pretzels

 

Baked Goods

 

 

23.6

 

 

 

11.0

 

 

 

 

 

 

 

 

 

 

 

$

86.3

 

 

$

52.5

 

 

           

 

Below is a summary of costs by type associated with TreeHouse 2020:

 

 

 

Three Months Ended

 

 

Cumulative Costs

 

 

Total Expected

 

 

 

March 31, 2018

 

 

To Date

 

 

Costs

 

 

 

(In millions)

 

Asset-related

 

$

5.3

 

 

$

43.6

 

 

$

73.0

 

Employee-related

 

 

8.4

 

 

 

17.5

 

 

 

84.0

 

Other costs

 

 

14.0

 

 

 

24.3

 

 

 

183.0

 

Total

 

$

27.7

 

 

$

85.4

 

 

$

340.0

 

 

For the three months ended March 31, 2018, asset-related costs primarily consisted of accelerated depreciation; employee-related costs primarily consisted of severance; and other costs primarily consisted of third-party costs.  Asset-related costs were recorded in the Cost of sales line while employee-related and other costs were primarily recorded in the Other operating expense, net line of the Condensed Consolidated Statement of Operations. Total expected cost increased primarily due to the closure of the Visalia and Battle Creek plants announced in the first quarter of 2018.  There were no costs related to the TreeHouse 2020 program during the three months ended March 31, 2017.

 

Other Restructuring and 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 Operations, 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. 

 

Pre-TreeHouse 2020 facility closures and downsizing:

 

Facility Location

 

Date of Closure

Announcement

 

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

 

Completed in Q3 2016

 

Liquid non-dairy creamer and refrigerated salad dressings

 

Beverages, Condiments

 

$

6.8

 

 

$

3.6

 

Ayer, Massachusetts

 

April 5, 2016

 

Completed in Q3 2017

 

Mayonnaise

 

Condiments

 

 

5.6

 

 

 

4.0

 

Azusa, California

 

May 24, 2016

 

Completed in Q3 2017

 

Bars and fruit snacks

 

Snacks

 

 

21.2

 

 

 

17.0

 

Ripon, Wisconsin

 

May 24, 2016

 

Completed in Q4 2016

 

Sugar wafer cookies

 

Baked Goods

 

 

0.8

 

 

 

1.0

 

Delta, British Columbia

 

November 3, 2016

 

Completed in Q1 2018

 

Frozen griddle products

 

Baked Goods

 

 

3.7

 

 

 

2.7

 

Battle Creek, Michigan

 

November 3, 2016

 

(1)

 

Ready-to-eat cereal

 

Meals

 

 

10.4

 

 

 

2.2

 

 

 

 

 

 

 

 

 

 

 

$

48.5

 

 

$

30.5

 

 

 

(1)

The downsizing of this facility began in January 2017 and is expected to last approximately 15 months. On January 31, 2018, the Company announced the full closure of this facility. The costs associated with the full closure are included in the TreeHouse 2020 section of this footnote.

Below is a summary of the plant closing costs by type of cost:

 

 

 

Three Months Ended

 

 

Three Months Ended

 

 

Cumulative Costs

 

 

Total Expected

 

 

 

March 31, 2018

 

 

March 31, 2017

 

 

To Date

 

 

Costs

 

 

 

(In millions)

 

Asset-related

 

$

0.9

 

 

$

4.4

 

 

$

18.0

 

 

$

18.0

 

Employee-related

 

 

 

 

 

2.5

 

 

 

10.5

 

 

 

11.2

 

Other closure costs

 

 

(0.1

)

 

 

2.5

 

 

 

18.4

 

 

 

19.3

 

Total

 

$

0.8

 

 

$

9.4

 

 

$

46.9

 

 

$

48.5

 

 

For the three months ended March 31, 2018, asset-related costs primarily consisted of inventory dispositions and were recorded in the Cost of sales line of the Condensed Consolidated Statement of Operations. Employee-related and other closure costs were recorded in the Other operating expense, net line.

 

Other cost reduction activities not related to our plant closings above totaled $1.7 million for the three months ended March 31, 2018 and were primarily the result of a Private Brands plant closure initiated prior to TreeHouse’s acquisition.  Other cost reduction activities were $1.6 million for the three months ended March 31, 2017.   

 

Liabilities recorded as of March 31, 2018 associated with total exit cost reserves relate to severance, the partial withdrawal from a multiemployer pension plan, and lease termination costs. The severance and lease termination liabilities were included in the Accounts payable and accrued expenses line of the Condensed Consolidated Balance Sheets, while the multiemployer pension plan withdrawal liability was 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 March 31, 2018:

 

 

 

 

Severance

 

 

Multiemployer Pension

Plan Withdrawal

 

 

Other Costs

 

 

Total Liabilities

 

 

 

(In millions)

 

Balance as of December 31, 2017

 

$

6.1

 

 

$

0.8

 

 

$

2.7

 

 

$

9.6

 

Expense

 

 

6.7

 

 

 

 

 

 

 

 

 

6.7

 

Payments

 

 

(3.7

)

 

 

 

 

 

(2.0

)

 

 

(5.7

)

Adjustments

 

 

 

 

 

 

 

 

(0.7

)

 

 

(0.7

)

Balance as of March 31, 2018

 

$

9.1

 

 

$

0.8

 

 

$

 

 

$

9.9

 

 

v3.8.0.1
Revenue Recognition
3 Months Ended
Mar. 31, 2018
Revenue From Contract With Customer [Abstract]  
Revenue Recognition

3. REVENUE RECOGNITION

On January 1, 2018, we adopted ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”) using the modified retrospective method. See Note 21 for additional information.  As a result of the adoption of Topic 606, we have updated our accounting policy for revenue recognition as follows:

 

Nature of products

 

We manufacture and sell the following:

 

private label products to retailers, such as supermarkets, mass merchandisers, and specialty retailers, for resale under the retailers’ own or controlled labels;

 

private label and branded products to the foodservice industry, including foodservice distributors and national restaurant operators;

 

branded products under our own proprietary brands, primarily on a regional basis to retailers;

 

branded products under co-pack agreements to other major branded companies for their distributions; and

 

products to our industrial customer base for repackaging in portion control packages and for use as ingredients by other food manufacturers.

 

Disaggregation of revenue

 

In the following tables, segment revenue is disaggregated by segment and product category groups.

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Products:

 

 

 

 

 

 

 

 

    Retail bakery

 

$

177.1

 

 

$

182.6

 

    Baked products

 

 

168.9

 

 

 

158.5

 

        Total Baked Goods

 

 

346.0

 

 

 

341.1

 

    Beverages

 

 

171.4

 

 

 

183.1

 

    Beverage enhancers

 

 

77.7

 

 

 

84.9

 

        Total Beverages

 

 

249.1

 

 

 

268.0

 

    Dressings and sauces

 

 

246.2

 

 

 

237.3

 

    Pickles

 

 

69.0

 

 

 

72.8

 

        Total Condiments

 

 

315.2

 

 

 

310.1

 

    Pasta and dry dinners

 

 

142.0

 

 

 

133.6

 

    Cereals and other meals (1)

 

 

135.0

 

 

 

190.4

 

        Total Meals

 

 

277.0

 

 

 

324.0

 

    Snack nuts

 

 

202.4

 

 

 

186.5

 

    Trail mix and bars

 

 

91.5

 

 

 

104.1

 

        Total Snacks

 

 

293.9

 

 

 

290.6

 

Unallocated net sales

 

 

 

 

 

2.4

 

Total net sales

 

$

1,481.2

 

 

$

1,536.2

 

 

(1)

On May 22, 2017, the Company sold the soup and infant feeding business (“SIF”). Included within this category, was $42.6 million of SIF related sales for the three months ended March 31, 2017.

 

When Performance Obligations Are Satisfied

 

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition.  A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied.  The Company’s performance obligations are food and beverage products.

 

Revenue recognition is completed on a point in time basis when product control is transferred to the customer.  In general, control transfers to the customer when the product is shipped or delivered to the customer based upon applicable shipping terms, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time.  

 

Customer contracts generally do not include more than one performance obligation.  When a contract does contain more than one performance obligation, we allocate the contract’s transaction price to each performance obligation based on its relative standalone selling price.  The standalone selling price for each distinct good is generally determined by directly observable data.  

 

The performance obligations in our contracts are satisfied within one year. As such, we have not disclosed the transaction price allocated to remaining performance obligations as of March 31, 2018.

 

Significant Payment Terms

 

Our customer contracts identify the product, quantity, price, payment and final delivery terms.  Payment terms usually include early pay discounts.  We grant payment terms consistent with industry standards. Although some payment terms may be more extended, no terms beyond one year are granted at contract inception.  As a result, we do not adjust the promised amount of consideration for the effects of a significant financing component because the period between our transfer of a promised good or service to a customer and the customer’s payment for that good or service will be one year or less.  

 

Taxes

 

Taxes collected by the Company, which are assessed by a governmental authority that are both imposed on and concurrent with specific revenue-producing transactions, are normally excluded from revenue.

 

 

Shipping

 

All shipping and handling costs associated with outbound freight are accounted for as fulfillment costs and are in included in the cost of sales; this includes shipping and handling costs after control over a product has transferred to a customer.

 

Variable Consideration

 

In addition to fixed contract consideration, most contracts include some form of variable consideration.  The most common forms of variable consideration include discounts, rebates and sales returns and allowances.  Variable consideration is treated as a reduction in revenue when product revenue is recognized.  Depending on the specific type of variable consideration, we use either the expected value or most likely amount method to determine the variable consideration.  We believe there will not be significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers.  The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience, and any recent changes in the market.  Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration.  

 

Warranties & Returns

 

TreeHouse provides all customers with a standard or assurance type warranty.  Either stated or implied, the Company provides assurance the related products will comply with all agreed-upon specifications and other warranties provided under the law.   No services beyond an assurance warranty are provided to customers.

 

The Company does not grant a general right of return.  However, customers may return defective or non-conforming products.  Customer remedies may include either a cash refund or an exchange of the product.  As a result, the right of return and related refund liability is estimated and recorded as a reduction in revenue.  This return estimate is reviewed and updated each period and is based on historical sales and return experience.

 

Contract balances

 

Contract asset and liability balances as of March 31, 2018 are immaterial.  The Company does not have significant deferred revenue or unbilled receivable balances because of transactions with customers.

 

Contract Costs

 

We have identified certain incremental costs to obtain a contract, primarily sales commissions, requiring capitalization under the new standard.  The Company continues to expense these costs as incurred because the amortization period for the costs would have been one year or less.  The Company does not incur significant fulfillment costs requiring capitalization.

 

Impact of Adoption

 

The following tables summarize the impact of our adoption of Topic 606 on a modified retrospective basis on select Condensed Consolidated Balance Sheet items.  There were no material impacts to the Condensed Consolidated Statement of Operations or the

Condensed Consolidated Statement of Cash Flows.  Upon adoption, the Company reclassified certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities.

 

Condensed Consolidated Balance Sheets (in millions)

 

 

 

 

 

 

 

 

 

 

 

 

As of the Period Ended March 31, 2018

 

 

 

Unadjusted

 

Adoption of ASC 606

 

Effect of Change Higher / (Lower)

 

Receivables, net

 

$

294.2

 

$

345.2

 

$

51.0

 

Accounts payable and accrued expenses

 

$

597.7

 

$

648.7

 

$

51.0

 

 

v3.8.0.1
Receivables Sales Agreement
3 Months Ended
Mar. 31, 2018
Receivables [Abstract]  
Receivables Sales Agreement

 

4. RECEIVABLES SALES AGREEMENT

 

In December 2017, the Company entered into an agreement (the “Receivables Sales Agreement”), to sell, on a revolving basis, certain trade accounts receivable balances to an unrelated third-party financial institution. Transfers under this agreement are accounted for as sales of receivables resulting in the receivables being de-recognized from the Condensed Consolidated Balance Sheet. The Receivables Sales Agreement provides for the continuing sale of certain receivables on a revolving basis until terminated by either party. The maximum receivables that may be sold at any time is $200.0 million.

 

For the quarter ended March 31, 2018, $183.1 million of accounts receivable have been sold via this arrangement. The proceeds from these sales of receivables are included within the change in receivables in the operating activities section of the Condensed Consolidated Statements of Cash Flows. The recorded net loss on sale of receivables is $0.6 million for the quarter ended March 31, 2018 and is included in the Other expense, net line in the Condensed Consolidated Statements of Operations.

 

The Company has no retained interest in the receivables sold under the program above, however the Company does have collection and administrative responsibilities for the sold receivables. The Company has not recorded any servicing assets or liabilities as of March 31, 2018, as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements.

v3.8.0.1
Inventories
3 Months Ended
Mar. 31, 2018
Inventory Disclosure [Abstract]  
Inventories

5. INVENTORIES

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Raw materials and supplies

 

$

450.0

 

 

$

416.5

 

Finished goods

 

 

519.5

 

 

 

530.0

 

LIFO reserve

 

 

(28.9

)

 

 

(28.2

)

Total inventories

 

$

940.6

 

 

$

918.3

 

 

Inventory was generally accounted for under the FIFO method and a portion was accounted for under the last-in, first-out (“LIFO”) method. Approximately $65.9 million and $92.9 million of our inventory was accounted for under the LIFO method of accounting at March 31, 2018 and December 31, 2017, respectively. In the first quarter of 2018, the Company changed the inventory costing methodology for a portion of the Snacks segment from weighted average cost to FIFO.  The FIFO costing method was preferable to the prior method used as it aligns all of the Snacks inventory costing with the majority of the Company, allows for more accurate matching of revenues and expenses, and is a more common industry practice.  The change in costing methodology was not material to the presented periods.  As such, prior period information was not retrospectively revised, and the impact of the change was recorded in the period ended March 31, 2018.  

v3.8.0.1
Property, Plant, and Equipment
3 Months Ended
Mar. 31, 2018
Property Plant And Equipment [Abstract]  
Property, Plant, and Equipment

6. PROPERTY, PLANT, AND EQUIPMENT

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Land

 

$

70.0

 

 

$

69.8

 

Buildings and improvements

 

 

460.4

 

 

 

454.6

 

Machinery and equipment

 

 

1,310.1

 

 

 

1,310.2

 

Construction in progress

 

 

102.2

 

 

 

93.8

 

Total

 

 

1,942.7

 

 

 

1,928.4

 

Less accumulated depreciation

 

 

(663.5

)

 

 

(634.0

)

Property, plant, and equipment, net

 

$

1,279.2

 

 

$

1,294.4

 

 

Depreciation expense was $44.8 million and $43.8 million for the three months ended March 31, 2018 and 2017, respectively.

v3.8.0.1
Goodwill and Intangible Assets
3 Months Ended
Mar. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

7. GOODWILL AND INTANGIBLE ASSETS

   

 

 

 

Baked

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goods

 

 

Beverages

 

 

Condiments

 

 

Meals

 

 

Snacks

 

 

Total

 

 

 

(In millions)

 

Goodwill

 

$

555.6

 

 

$

716.7

 

 

$

449.5

 

 

$

471.7

 

 

$

609.8

 

 

$

2,803.3

 

Accumulated impairment losses

 

 

 

 

 

 

 

 

(11.5

)

 

 

 

 

 

(609.8

)

 

 

(621.3

)

Balance at January 1, 2018

 

 

555.6

 

 

 

716.7

 

 

 

438.0

 

 

 

471.7

 

 

 

 

 

 

2,182.0

 

Foreign currency exchange adjustments

 

 

 

 

 

(1.4

)

 

 

(1.9

)

 

 

 

 

 

 

 

 

(3.3

)

Balance at March 31, 2018

 

$

555.6

 

 

$

715.3

 

 

$

436.1

 

 

$

471.7

 

 

$

 

 

$

2,178.7

 

 

Indefinite Lived Intangible Assets

 

The carrying amounts of our intangible assets with indefinite lives, other than goodwill, as of March 31, 2018 and December 31, 2017 are as follows:

 

 

 

March 31,

2018

 

 

December 31,

2017

 

 

 

(In millions)

 

Trademarks

 

$

22.3

 

 

$

22.8

 

Total indefinite lived intangibles

 

$

22.3

 

 

$

22.8

 

 

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

Finite Lived Intangible Assets

The gross carrying amounts and accumulated amortization of intangible assets with finite lives as of March 31, 2018 and December 31, 2017 are as follows:

 

 

 

March 31, 2018

 

 

December 31, 2017

 

 

 

Gross

 

 

 

 

 

 

Net

 

 

Gross

 

 

 

 

 

 

 

 

 

 

Net

 

 

 

Carrying

 

 

Accumulated

 

 

Carrying

 

 

Carrying

 

 

Accumulated

 

 

Impairment

 

 

Carrying

 

 

 

Amount

 

 

Amortization

 

 

Amount

 

 

Amount

 

 

Amortization

 

 

Losses

 

 

Amount

 

 

 

(In millions)

 

Intangible assets with finite lives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer-related

 

$

961.7

 

 

$

(347.7

)

 

$

614.0

 

 

$

1,265.4

 

 

$

(361.4

)

 

$

(273.3

)

 

$

630.7

 

Contractual agreements

 

 

3.0

 

 

 

(3.0

)

 

 

 

 

 

3.0

 

 

 

(3.0

)

 

 

 

 

 

 

Trademarks

 

 

69.4

 

 

 

(29.9

)

 

 

39.5

 

 

 

69.6

 

 

 

(28.7

)

 

 

 

 

 

40.9

 

Formulas/recipes

 

 

33.8

 

 

 

(19.6

)

 

 

14.2

 

 

 

33.8

 

 

 

(18.3

)

 

 

 

 

 

15.5

 

Computer software

 

 

141.9

 

 

 

(79.1

)

 

 

62.8

 

 

 

137.8

 

 

 

(74.7

)

 

 

 

 

 

63.1

 

Total finite lived intangibles

 

$

1,209.8

 

 

$

(479.3

)

 

$

730.5

 

 

$

1,509.6

 

 

$

(486.1

)

 

$

(273.3

)

 

$

750.2

 

 

Total intangible assets, excluding goodwill, as of March 31, 2018 and December 31, 2017 were $752.8 million and $773.0 million, respectively. Amortization expense on intangible assets for the three months ended March 31, 2018 and 2017 was $22.2 million and $28.6 million, respectively. Estimated amortization expense on intangible assets for 2018 and the next four years is as follows:

 

 

 

(In millions)

 

2018

 

$

85.0

 

2019

 

 

82.5

 

2020

 

 

80.3

 

2021

 

 

71.5

 

2022

 

 

67.6

 

 

v3.8.0.1
Accounts Payable and Accrued Expenses
3 Months Ended
Mar. 31, 2018
Payables And Accruals [Abstract]  
Accounts Payable and Accrued Expenses

8. ACCOUNTS PAYABLE AND ACCRUED EXPENSES

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Accounts payable

 

$

468.4

 

 

$

451.3

 

Payroll and benefits

 

 

68.7

 

 

 

59.9

 

Trade promotion liabilities (1)

 

 

51.0

 

 

 

 

Health insurance, workers’ compensation, and other insurance costs

 

 

27.1

 

 

 

28.7

 

Marketing expenses

 

 

8.4

 

 

 

10.4

 

Interest

 

 

7.8

 

 

 

23.8

 

Taxes

 

 

4.5

 

 

 

7.4

 

Other accrued liabilities

 

 

12.8

 

 

 

8.2

 

Total

 

$

648.7

 

 

$

589.7

 

 

 

(1)

The trade promotion liabilities relate to a reclassification of certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities due to the adoption of Topic 606. See Note 3 for more information.

 

v3.8.0.1
Income Taxes
3 Months Ended
Mar. 31, 2018
Income Tax Disclosure [Abstract]  
Income Taxes

9. INCOME TAXES

 

Income taxes were recorded at an effective rate of 22.3% and 29.0% for the three months ended March 31, 2018 and 2017, respectively. The change in the effective tax rates for the three months ended March 31, 2018 compared to March 31, 2017 was primarily a result of the decrease in the U.S. Federal statutory tax rate and an increase in non-deductible executive compensation expense.  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, the impact of non-deductible stock compensation expense, and an intercompany financing structure entered into in conjunction with the E.D. Smith Foods, Ltd. (“E.D. Smith”) acquisition in 2007. In addition, the Company’s effective tax rate for the three months ended March 31, 2018 reflects a discrete expense with a rate impact of approximately (1.76%) attributable to the vesting and exercise of share-based awards.

The Internal Revenue Service (“IRS”) completed their examination of the TreeHouse Foods, Inc. & Subsidiaries’ 2015 tax year, resulting in an insignificant impact to income tax expense during the quarter. Our Canadian operations are under exam by the Canadian Revenue Agency (“CRA”) for tax years 2008 through 2015.  These examinations are expected to be completed in 2018 or 2019. The Italian Agency of Revenue (“IAR”) is examining the 2007 through 2009 and 2013 tax years of our Italian operations.  The IAR examinations are not expected to be completed prior to 2020 due to a backlog of appeals before the agency. The Company has examinations in process with various state taxing authorities, which are expected to be completed in 2018.            

Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $9.7 million within the next 12 months, primarily as a result of the resolution of audits currently in progress and the lapsing of statutes of limitations. Approximately $1.4 million of the $9.7 million would affect net income when settled.

 

Tax Reform

 

On December 22, 2017, the U.S. Tax Cuts and Jobs Act (the “Tax Act”) was enacted. The Tax Act made significant changes to the Internal Revenue Code, including, but not limited to, a corporate tax rate decrease from 35% to 21%, limitation of the tax deduction for interest expense to 30% of adjusted earnings, the transition of U.S. international taxation from a worldwide tax system to a territorial system, allowing for the full expensing of certain qualified property and a one-time transition tax on the mandatory repatriation of cumulative foreign earnings.

 

The SEC issued Staff Accounting Bulletin No. 118 ("SAB 118") to address the application of US GAAP in situations where a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act.  To the extent that a company’s accounting for the Tax Act is incomplete but it is able to provide a reasonable estimate, it must record a provisional amount in the financial statements.  SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740.

 

For the period ended December 31, 2017, the Company recorded a provisional net tax benefit of $104.2 million primarily consisting of (1) a $108.4 million benefit related to adjustments to our net deferred tax liability and (2) a $9.6 million expense related to the one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings.  No adjustments were recorded to the provisional benefit during the period ended March 31, 2018.

 

The Tax Act also creates a new requirement that certain income (i.e., Global Intangible Low Taxed Income or “GILTI”) earned by controlled foreign corporations (“CFCs”) must be included currently in the gross income of the CFC’s U.S. shareholder.  The FASB allows an entity to make an accounting policy election of either (1) treating taxes due of future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred or (2) factoring such amounts into the company’s measurement of deferred taxes.  We continue to assess the impact of GILTI and have not yet made an accounting policy election.

As the Company has not completed its analysis of the impact of the Tax Act the net tax benefit of $104.2 million remains provisional and is subject to change due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, and additional regulatory guidance that may be issued. We expect to complete our analysis within the one-year measurement period allowed by SAB 118.  

 

v3.8.0.1
Long-Term Debt
3 Months Ended
Mar. 31, 2018
Debt Disclosure [Abstract]  
Long-Term Debt

10. LONG-TERM DEBT

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Term Loan A

 

$

497.5

 

 

$

498.8

 

Term Loan A-1

 

 

895.5

 

 

 

897.8

 

2022 Notes

 

 

400.0

 

 

 

400.0

 

2024 Notes

 

 

775.0

 

 

 

775.0

 

Other debt

 

 

2.8

 

 

 

3.1

 

Total outstanding debt

 

 

2,570.8

 

 

 

2,574.6

 

Deferred financing costs

 

 

(27.5

)

 

 

(28.8

)

Less current portion

 

 

(10.1

)

 

 

(10.1

)

Total long-term debt

 

$

2,533.2

 

 

$

2,535.7

 

 

On December 1, 2017, the Company entered into the Second Amended and Restated Credit Agreement (the “Credit Agreement”) which amends, restates, and replaces the Company’s prior credit agreement, dated as of February 1, 2016 (as amended from time to time prior to February 1, 2016, the “Prior Credit Agreement”). As amended, the senior unsecured credit facility includes a revolving credit facility (the “Revolving Credit Facility” or the “Revolver”) and two term loans. The Credit Agreement (1) extended the maturity dates of the Revolving Credit Facility, Term Loan A, and Term Loan A-1, (2) resized the Revolver from $900 million to $750 million, (3) consolidated three term loans into two, (4) tightened pricing, and (5) modified the fee structure on the Revolving Credit Facility to now calculate based on the unused portion of the commitments under the Revolving Credit Facility rather than the total commitments under the Revolving Credit Facility.    

The Revolving Credit Facility, Term Loan A, and Term Loan A-1 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 March 31, 2018 was 3.22%. Including the $875 million of interest rate swap agreements in effect as of March 31, 2018 with a weighted average fixed interest rate base of approximately 1.40%, the average rate decreases to 2.99%.

Revolving Credit Facility — As of March 31, 2018, $716.0 million of the aggregate commitment of $750 million of the Revolving Credit Facility was available. Under the Amended and Restated Credit Agreement, the Revolving Credit Facility matures on February 1, 2023. In addition, as of March 31, 2018, there were $34.0 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit.

v3.8.0.1
Stockholders' Equity
3 Months Ended
Mar. 31, 2018
Equity [Abstract]  
Stockholders' Equity

11. STOCKHOLDERS’ EQUITY

Share Repurchase Authorization

On November 2, 2017, the Company announced that the Board of Directors adopted a stock repurchase program. The stock repurchase program authorizes the Company to repurchase up to $400 million of the Company’s common stock at any time, or from time to time. Any repurchases under the program may be made by means of open market transactions, negotiated block transactions, or otherwise, including pursuant to a repurchase plan administered in accordance with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The size and timing of any repurchases will depend on price, market and business conditions, and other factors. The Company is authorized to enter into an administrative repurchase plan for $50 million of the $400 million in the fourteen months following November 6, 2017. The Company plans to repurchase $50 million shares through the plan and up to another $100 million opportunistically (total annual cap of $150 million). Any shares repurchased will be held as treasury stock.

For the three months ended March 31, 2018, the Company repurchased approximately 0.4 million shares of common stock for a total of $17.1 million.

v3.8.0.1
Earnings Per Share
3 Months Ended
Mar. 31, 2018
Earnings Per Share [Abstract]  
Earnings Per Share

12. 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 March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions, except per share data)

 

Net (loss) income

 

$

(34.1

)

 

$

28.2

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

56.5

 

 

 

56.9

 

Assumed exercise/vesting of equity awards (1)

 

 

 

 

 

0.7

 

Weighted average diluted common shares outstanding

 

 

56.5

 

 

 

57.6

 

 

 

 

 

 

 

 

 

 

Net earnings per basic share

 

$

(0.60

)

 

$

0.50

 

Net earnings per diluted share

 

$

(0.60

)

 

$

0.49

 

 

 

(1)

Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2018, weighted average common shares outstanding is the same for the computations of basic and diluted shares because the Company had a net loss for the period.  Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 2.1 million and 1.6 million for the three months ended March 31, 2018 and 2017, respectively.

v3.8.0.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-Based Compensation

13. 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, will also 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 16.1 million, of which approximately 3.1 million remain available at March 31, 2018.

Income before income taxes for the three months ended March 31, 2018 and 2017 includes stock-based compensation expense for employees and directors of $16.3 million and $7.5 million, respectively.  The tax benefit recognized related to the compensation cost of these share-based awards was approximately $4.0 million and $2.8 million for the three months ended March 31, 2018 and 2017, respectively.  

In the first quarter of 2018, the Company entered into an amended employment agreement with our former Chief Executive Officer, Sam K. Reed. The amended plan resulted in the modification of his outstanding equity awards accelerating the vesting dates, changing outstanding performance units to vest at target, and extending the exercisability of options outstanding. Modification of the existing awards resulted in a charge of $10.0 million in the three months ended March 31, 2018. The impact of this modification on expense recognized for stock options, restricted units, and performance units was $1.2 million, $3.8 million, and $5.0 million, respectively.

 Stock Options — The following table summarizes stock option activity during the three months ended March 31, 2018. Stock options generally vest in approximately three equal installments 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

 

 

Exercise

 

 

Contractual

 

 

Intrinsic

 

 

 

Options

 

 

Price

 

 

Term (yrs)

 

 

Value

 

 

 

(In thousands)

 

 

 

 

 

 

 

 

(In millions)

 

Outstanding, at December 31, 2017

 

 

2,099

 

 

$

71.46

 

 

 

6.1

 

 

$

5.9

 

Forfeited

 

 

(36

)

 

 

87.90

 

 

 

 

 

 

 

 

 

Exercised

 

 

(80

)

 

 

24.06

 

 

 

 

 

 

 

 

 

Expired

 

 

(7

)

 

 

91.73

 

 

 

 

 

 

 

 

 

Outstanding, at March 31, 2018

 

 

1,976

 

 

 

72.99

 

 

 

6.0

 

 

 

2.0

 

Vested/expected to vest, at March 31, 2018

 

 

1,927

 

 

 

72.66

 

 

 

6.0

 

 

 

2.0

 

Exercisable, at March 31, 2018

 

 

1,395

 

 

 

66.89

 

 

 

5.0

 

 

 

2.0

 

 

 

 

Three Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Compensation expense

 

$

2.7

 

 

$

1.8

 

Intrinsic value of stock options exercised

 

 

1.5

 

 

 

4.5

 

Tax benefit recognized from stock option exercises

 

 

 

 

 

1.7

 

 

Compensation costs related to unvested options totaled $7.4 million at March 31, 2018 and will be recognized over the remaining vesting period of the grants, which averages 1.7 years. The Company uses the Black-Scholes option pricing model to value its stock option awards.

        

Restricted Stock Units — Employee restricted stock unit awards generally vest based on the passage of time. These awards generally vest in approximately three equal installments on each of the first three anniversaries 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 March 31, 2018, 91 thousand director restricted stock units have been earned and deferred.

The following table summarizes the restricted stock unit activity during the three months ended March 31, 2018:

 

 

 

 

 

 

 

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, 2017

 

 

547

 

 

$

85.41

 

 

 

117

 

 

$

60.21

 

Granted

 

 

636

 

 

 

38.32

 

 

 

36

 

 

 

38.27

 

Vested

 

 

(82

)

 

 

83.93

 

 

 

(25

)

 

 

61.20

 

Forfeited

 

 

(28

)

 

 

86.43

 

 

 

(1

)

 

 

84.66

 

Outstanding, at March 31, 2018

 

 

1,073

 

 

 

57.57

 

 

 

127

 

 

 

53.77

 

 

 

 

Three Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Compensation expense

 

$

8.3

 

 

$

4.7

 

Fair value of vested restricted stock units

 

 

4.3

 

 

 

2.9

 

Tax benefit recognized from vested restricted stock units

 

 

1.0

 

 

 

1.1

 

 

Future compensation costs related to restricted stock units are approximately $37.1 million as of March 31, 2018 and will be recognized on a weighted average basis over the next 2.3 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. During the three months ended March 31, 2018, no performance units were converted into shares of common stock.

        

The following table summarizes the performance unit activity during the three months ended March 31, 2018:  

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

Performance

 

 

Grant Date

 

 

 

Units

 

 

Fair Value

 

 

 

(In thousands)

 

 

 

 

 

Unvested, at December 31, 2017

 

 

264

 

 

$

86.13

 

Granted

 

 

141

 

 

 

38.27

 

Forfeited

 

 

(5

)

 

 

87.46

 

Unvested, at March 31, 2018

 

 

400

 

 

 

69.27

 

 

 

 

Three Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Compensation expense

 

$

5.3

 

 

$

1.0

 

 

Future compensation costs related to the performance units are estimated to be approximately $3.2 million as of March 31, 2018 and are expected to be recognized over the next 2.6 years. The grant date fair value of the awards is equal to the Company’s closing stock price on the date of grant.

v3.8.0.1
Accumulated Other Comprehensive Loss
3 Months Ended
Mar. 31, 2018
Equity [Abstract]  
Accumulated Other Comprehensive Loss

14. 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 millions)

 

Balance at December 31, 2017

 

$

(57.2

)

 

$

(4.3

)

 

$

(61.5

)

Other comprehensive loss

 

 

(10.1

)

 

 

 

 

 

(10.1

)

Reclassifications from accumulated other comprehensive loss

 

 

 

 

 

0.2

 

 

 

0.2

 

Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02

 

 

 

 

 

(1.1

)

 

 

(1.1

)

Other comprehensive loss

 

 

(10.1

)

 

 

(0.9

)

 

 

(11.0

)

Balance at March 31, 2018

 

$

(67.3

)

 

$

(5.2

)

 

$

(72.5

)

 

 

 

 

 

 

 

Unrecognized

 

 

Accumulated

 

 

 

Foreign

 

 

Pension and

 

 

Other

 

 

 

Currency

 

 

Postretirement

 

 

Comprehensive

 

 

 

Translation (1)

 

 

Benefits (2)

 

 

Loss

 

 

 

(In millions)

 

Balance at December 31, 2016

 

$

(89.4

)

 

$

(11.9

)

 

$

(101.3

)

Other comprehensive income

 

 

3.6

 

 

 

 

 

 

3.6

 

Reclassifications from accumulated other comprehensive loss

 

 

 

 

 

0.3

 

 

 

0.3

 

Other comprehensive income

 

 

3.6

 

 

 

0.3

 

 

 

3.9

 

Balance at March 31, 2017

 

$

(85.8

)

 

$

(11.6

)

 

$

(97.4

)

 

 

(1)

The foreign currency translation adjustment tax impact was insignificant.

 

(2)

The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information).

The Condensed Consolidated Statements of Operations 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 Operations

 

 

Three Months Ended

March 31,

 

 

 

 

 

2018

 

 

2017

 

 

 

 

 

(In millions)

 

 

 

Amortization of defined benefit pension and postretirement items:

 

 

 

 

 

 

 

 

 

 

Prior service costs

 

$

 

 

$

0.1

 

 

Cost of Sales

Unrecognized net loss

 

 

0.2

 

 

 

0.4

 

 

Other expense, net

Total before tax

 

 

0.2

 

 

 

0.5

 

 

 

Income taxes

 

 

 

 

 

0.2

 

 

Income taxes

Adoption of ASU 2018-02

 

 

(1.1

)

 

 

 

 

Income taxes

Net of tax

 

$

(0.9

)

 

$

0.3

 

 

 

 

 

 

v3.8.0.1
Employee Retirement and Postretirement Benefits
3 Months Ended
Mar. 31, 2018
Compensation And Retirement Disclosure [Abstract]  
Employee Retirement and Postretirement Benefits

15. 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 divestiture of the canned soup and infant feeding (“SIF”) business in the second quarter of 2017, the Company divested a pension plan and a postretirement benefit plan.  

Components of net periodic pension expense are as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Service cost

 

$

0.6

 

 

$

1.2

 

Interest cost

 

 

2.9

 

 

 

4.0

 

Expected return on plan assets

 

 

(4.0

)

 

 

(4.7

)

Amortization of unrecognized prior service cost

 

 

 

 

 

0.1

 

Amortization of unrecognized net loss

 

 

0.2

 

 

 

0.4

 

Net periodic pension cost

 

$

(0.3

)

 

$

1.0

 

 

The Company expects to contribute approximately $1.5 million to the pension plans during 2018.

Components of net periodic postretirement expense are as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Interest cost

 

$

0.3

 

 

$

0.3

 

Net periodic postretirement cost

 

$

0.3

 

 

$

0.3

 

 

The Company expects to contribute approximately $1.8 million to the postretirement health plans during 2018.

The service cost components of net periodic pension and postretirement costs were recorded in the Cost of sales line and the other components were recorded in the Other expense, net line of the Condensed Consolidated Statements of Operations.

v3.8.0.1
Other Operating Expense, Net
3 Months Ended
Mar. 31, 2018
Other Income And Expenses [Abstract]  
Other Operating Expense, Net

16. OTHER OPERATING EXPENSE, NET

The Company incurred other operating expense for the three months ended March 31, 2018 and 2017, which consisted of the following:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Restructuring and margin improvement activities

 

$

28.9

 

 

$

6.8

 

Total other operating expense, net

 

$

28.9

 

 

$

6.8

 

 

v3.8.0.1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2018
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

17. COMMITMENTS AND CONTINGENCIES

Litigation, Investigations, and Audits — On November 16, 2016, a purported TreeHouse shareholder filed a putative class action captioned Tarara v. TreeHouse Foods, Inc., et al., Case No. 1:16-cv-10632, in the United States District Court for the Northern District of Illinois against TreeHouse and certain of its officers. The complaint, amended on March 24, 2017, is purportedly brought on behalf of all purchasers of TreeHouse common stock from January 20, 2016 through and including November 2, 2016, asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder and seeks, among other things, damages and costs and expenses. On December 22, 2016, another purported TreeHouse shareholder filed an action captioned Wells v. Reed, et al., Case No. 2016-CH-16359, in the Circuit Court of Cook County, Illinois, against TreeHouse and certain of its officers. This complaint, purportedly brought derivatively on behalf of TreeHouse, asserts state law claims against certain officers for breach of fiduciary duty, unjust enrichment, and corporate waste. On February 7, 2017, another purported TreeHouse shareholder filed an action captioned Lavin v. Reed, Case No. 17-cv-01014, in the Northern District of Illinois, against TreeHouse and certain of its officers. This complaint, like Wells, is purportedly brought derivatively on behalf of TreeHouse, and it asserts state law claims against certain officers for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and corporate waste.

All three complaints make substantially similar allegations (though the amended complaint in Tarara now contains additional detail). Essentially, the complaints allege that TreeHouse, under the authority and control of the individual defendants: (i) made certain false and misleading statements regarding the Company’s business, operations, and future prospects; and (ii) failed to disclose that (a) the Company’s private label business was underperforming; (b) the Company’s Flagstone business was underperforming; (c) the Company’s acquisition strategy was underperforming; (d) the Company had overstated its full-year 2016 guidance; and (e) TreeHouse’s statements lacked reasonable basis. The complaints allege that these actions artificially inflated the market price of TreeHouse common stock during the class period, thus purportedly harming investors. We believe that these claims are without merit and intend to defend against them vigorously.

Since its initial docketing, the Tarara matter has been re-captioned as Public Employees’ Retirement Systems of Mississippi v. TreeHouse Foods, Inc., et al., in accordance with the Court’s order appointing Public Employees’ Retirement Systems of Mississippi as the lead plaintiff. On May 26, 2017, the Public Employees’ defendants filed a motion to dismiss, which the court denied on February 12, 2018. On April 12, 2018, the Public Employees’ defendants filed their answer to the amended complaint.  On April 23, 2018, the parties filed a joint status report with the Court, describing the nature of the case and issued involved, as well as setting forth a proposed discovery and briefing schedule for the Court’s consideration.

Additionally, due to the similarity of the complaints, the parties in Wells and Lavin have entered stipulations deferring the litigation until the earlier of (i) the court in Public Employees’ entering an order resolving defendants’ anticipated motion to dismiss therein or (ii) plaintiffs’ counsel receiving notification of a settlement of Public Employees’ or until otherwise agreed to by the Parties. The parties filed a joint status report on the progress of the related litigation on October 26, 2017.  The parties filed an additional status report with the Court on March 12, 2018.  There is no set status date in Lavin at this time.

In addition, the Company is party in the ordinary course of business to certain claims, litigation, audits, and investigations. The Company will record an accrual for a loss contingency when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company believes it has established adequate accruals for liabilities that are probable and reasonably estimable that may be incurred in connection with any such currently pending or threatened matter, 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 the Company’s financial position, results of operations, or cash flows.

On October 29, 2017, Mr. Robert Aiken resigned as the Company’s President and Chief Operating Officer. On December 1, 2017, Mr. Aiken filed a demand for arbitration under his employment agreement. Shortly thereafter, the Company filed a counterclaim in arbitration against Mr. Aiken. At this time, no dates have been set for the arbitration and fact discovery has yet to commence.

v3.8.0.1
Derivative Instruments
3 Months Ended
Mar. 31, 2018
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Derivative Instruments

18. DERIVATIVE INSTRUMENTS

The Company is exposed to certain risks 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.

Interest Rate Risk - 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.

As of March 31, 2018, the Company had entered into $2.1 billion of long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base. Under the terms of the agreements, $2.1 billion in variable-rate debt was swapped for a weighted average fixed interest rate base of approximately 2.22%  through February 28, 2025. These instruments are not accounted for under hedge accounting and the changes in their fair value are recorded in the Condensed Consolidated Statements of Operations, with their fair value recorded on the Condensed Consolidated Balance Sheets.

Foreign Currency Risk - 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 Operations, with their fair value recorded on the Condensed Consolidated Balance Sheets. As of March 31, 2018, the Company had $63.7 million of U.S. dollar foreign currency contracts outstanding, expiring throughout 2018 and 2019.

Commodity Risk - 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 Operations.

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 March 31, 2018, the Company had outstanding contracts for the purchase of 0.2 million megawatts of electricity, expiring throughout 2018, 2019, and 2020; 10.4 million gallons of diesel, expiring throughout 2018; and 5.3 million dekatherms of natural gas, expiring throughout 2018 and 2019.        

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

 

 

 

Balance Sheet Location

 

March 31, 2018

 

 

December 31, 2017

 

 

 

 

 

(In millions)

 

Asset Derivatives

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

Prepaid expenses and other current assets

 

$

1.1

 

 

$

2.7

 

Foreign currency contracts

 

Prepaid expenses and other current assets

 

 

2.2

 

 

 

0.5

 

Interest rate swap agreements

 

Prepaid expenses and other current assets

 

 

14.1

 

 

 

11.9

 

 

 

 

 

$

17.4

 

 

$

15.1

 

Liability Derivatives

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

Accounts payable and accrued expenses

 

$

0.6

 

 

$

1.2

 

Interest rate swap agreements

 

Accounts payable and accrued expenses

 

 

8.6

 

 

 

 

 

 

 

 

$

9.2

 

 

$

1.2

 

 

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

 

 

 

 

 

Three Months Ended

 

 

 

Location of Gain (Loss)

 

March 31,

 

 

 

Recognized in Net (Loss) Income

 

2018

 

 

2017

 

 

 

 

 

(In millions)

 

Mark-to-market unrealized (loss) gain:

 

 

 

 

 

 

 

 

Commodity contracts

 

Other expense, net

 

$

(1.0

)

 

$

(1.1

)

Foreign currency contracts

 

Other expense, net

 

 

1.8

 

 

 

(0.1

)

Interest rate swap agreements

 

Other expense, net

 

 

(6.4

)

 

 

1.0

 

Total unrealized loss

 

 

 

 

(5.6

)

 

 

(0.2

)

Realized gain (loss):

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

Manufacturing related to Cost of sales and transportation related to Selling and distribution

 

 

2.4

 

 

 

0.5

 

Foreign currency contracts

 

Cost of sales

 

 

0.6

 

 

 

0.2

 

Interest rate swap agreements

 

Interest expense

 

 

0.8

 

 

 

(0.1

)

Total realized gain

 

 

 

 

3.8

 

 

 

0.6

 

Total (loss) gain

 

 

 

$

(1.8

)

 

$

0.4

 

 

v3.8.0.1
Fair Value
3 Months Ended
Mar. 31, 2018
Fair Value Disclosures [Abstract]  
Fair Value

19. FAIR VALUE

 

The following table presents the carrying value and fair value of our financial instruments as of March 31, 2018 and December 31, 2017:

 

 

 

March 31, 2018

 

 

December 31, 2017

 

 

 

 

 

 

 

Carrying

Value

 

 

Fair

Value

 

 

Carrying

Value

 

 

Fair

Value

 

 

Level

 

 

 

(In millions)

 

 

(In millions)

 

 

 

 

 

Not recorded at fair value (liability):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Term Loan A

 

$

(497.5

)

 

$

(499.1

)

 

$

(498.8

)

 

$

(500.7

)

 

 

2

 

Term Loan A-1

 

 

(895.5

)

 

 

(897.2

)

 

 

(897.8

)

 

 

(900.0

)

 

 

2

 

2022 Notes

 

 

(400.0

)

 

 

(399.0

)

 

 

(400.0

)

 

 

(405.0

)

 

 

2

 

2024 Notes

 

 

(775.0

)

 

 

(780.8

)

 

 

(775.0

)

 

 

(806.0

)

 

 

2

 

Recorded on a recurring basis at fair value

   asset (liability):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

$

0.5

 

 

$

0.5

 

 

$

1.5

 

 

$

1.5

 

 

 

2

 

Foreign currency contracts

 

 

2.2

 

 

 

2.2

 

 

 

0.5

 

 

 

0.5

 

 

 

2

 

Interest rate swap agreements

 

 

5.5

 

 

 

5.5

 

 

 

11.9

 

 

 

11.9

 

 

 

2

 

Investments

 

 

13.7

 

 

 

13.7

 

 

 

14.1

 

 

 

14.1

 

 

 

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 values of Term Loan A, Term Loan A-1, 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 Term Loan A and Term Loan A-1 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.

v3.8.0.1
Segment and Geographic Information and Major Customers
3 Months Ended
Mar. 31, 2018
Segment Reporting [Abstract]  
Segment and Geographic Information and Major Customers

20. 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. Our segments are as follows:

Baked Goods – Our Baked Goods segment sells candy; cookies; crackers; in-store bakery products; pita chips; pretzels; refrigerated dough; and retail griddle waffles, pancakes, and French toast.

Beverages – Our Beverages segment sells broths; liquid non-dairy creamer; non-dairy powdered creamers; powdered drinks; single serve hot beverages; specialty teas, and sweeteners.

Condiments – Our Condiments segment sells aseptic cheese and pudding products; jams, preserves, and jellies; mayonnaise; Mexican, barbeque, and other sauces; pickles and related products; refrigerated and shelf stable dressings and sauces; and table and flavored syrups.

Meals – Our Meals segment sells baking and mix powders; powdered soups and gravies; macaroni and cheese; pasta; ready-to-eat and hot cereals; and skillet dinners. Condensed and ready to serve soup and infant feeding products were sold within the Meals segment through the divestiture of the SIF business on May 22, 2017.

Snacks – Our Snacks segment sells bars; dried fruit; snack nuts; trail mixes; and other wholesome snacks.

The Company evaluates the performance of its segments based on net sales dollars and direct operating income. Direct operating income is defined as gross profit less freight out, sales commissions, and direct selling, general, and administrative 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, general, and administrative expenses, unallocated costs of sales, and unallocated corporate expenses (amortization expense and other operating expense). 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, 2017.

Financial information relating to the Company’s reportable segments is as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Net sales to external customers:

 

 

 

 

 

 

 

 

Baked Goods

 

$

346.0

 

 

$

341.1

 

Beverages

 

 

249.1

 

 

 

268.0

 

Condiments

 

 

315.2

 

 

 

310.1

 

Meals

 

 

277.0

 

 

 

324.0

 

Snacks

 

 

293.9

 

 

 

290.6

 

Unallocated

 

 

 

 

 

2.4

 

Total

 

$

1,481.2

 

 

$

1,536.2

 

Direct operating income:

 

 

 

 

 

 

 

 

Baked Goods

 

$

28.0

 

 

$

41.9

 

Beverages

 

 

39.4

 

 

 

58.7

 

Condiments

 

 

27.2

 

 

 

31.7

 

Meals

 

 

29.9

 

 

 

34.0

 

Snacks

 

 

6.7

 

 

 

12.5

 

Total

 

 

131.2

 

 

 

178.8

 

Unallocated selling, general, and administrative expenses

 

 

(81.3

)

 

 

(80.0

)

Unallocated cost of sales (1)

 

 

(7.5

)

 

 

1.5

 

Unallocated corporate expense and other (1)

 

 

(51.1

)

 

 

(33.0

)

Operating (loss) income

 

 

(8.7

)

 

 

67.3

 

Other expense

 

 

(35.2

)

 

 

(27.6

)

(Loss) income before income taxes

 

$

(43.9

)

 

$

39.7

 

 

 

(1)

Includes charges related to restructuring and margin improvement activities, and other costs managed at corporate.

Geographic Information — The Company had revenues from customers outside of the United States of approximately 8.3% of total consolidated net sales in the three months ended March 31, 2018 and 2017 with 6.2% and 6.6% of total consolidated net sales going to Canada, respectively. Sales are determined based on the customer destination where the products are shipped.  The Company held 12.0% and 11.0% of its property, plant, and equipment outside of the United States as of March 31, 2018 and 2017, respectively.

Major Customers — Walmart Stores, Inc. and affiliates accounted for approximately 23.3% and 20.5% of consolidated net sales in the three months ended March 31, 2018 and 2017, respectively.  No other customer accounted for more than 10% of our consolidated net sales during these periods.

v3.8.0.1
Recent Accounting Pronouncements
3 Months Ended
Mar. 31, 2018
Accounting Changes And Error Corrections [Abstract]  
Recent Accounting Pronouncements

21. RECENT ACCOUNTING PRONOUNCEMENTS

Adopted

In May 2014, the FASB issued Topic 606, which introduced a new framework to be used when recognizing revenue to reduce complexity and increase comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets.  Topic 606 supersedes the revenue recognition requirements under Topic 605 “Revenue Recognition”.  On January 1, 2018, we adopted Topic 606 using the modified retrospective method and elected to apply guidance retrospectively to all contracts that were not completed as of January 1, 2018.  Under the modified retrospective method, periods beginning January 1, 2018 are presented under Topic 606 while prior periods continue to be presented under Topic 605.  We have determined that the cumulative effect on net income and the opening balance sheet caused by adopting Topic 606 effective January 1, 2018 is immaterial.  See Note 3 for additional information on revenue recognition.

In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash, to require that restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period amounts on the statement of cash flows. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and is required to be applied retrospectively. The Company adopted this standard as of January 1, 2018.  For the periods presented within this Form 10-Q, the Company does not have any restricted cash balances reported. No adjustments are required.

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows, to provide cash flow statement classification guidance for certain cash receipts and payments including (a) debt prepayment or extinguishment costs; (b) contingent consideration payments made after a business combination; (c) insurance settlement proceeds; (d) distributions from equity method investees; (e) beneficial interests in securitization transactions and (f) application of the predominance principle for cash receipts and payments with aspects of more than one class of cash flows. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The amendments in this ASU should be applied retrospectively. The Company adopted this ASU on January 1, 2018. The adoption of this ASU did not result in any changes to our financial statements as we were already compliant with the changes or they did not apply.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which revises how employers that sponsor defined benefit pension and other postretirement plans present net periodic benefit cost. The ASU requires an employer to present the service cost component in the same income statement line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside of any subtotal of operating income. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The standard requires adoption on a retrospective basis for the presentation of net benefit cost components. The Company adopted this standard as of January 1, 2018. The Company recorded the service cost component of net benefit cost ($0.6 million) in the Cost of sales line and the other components of net benefit cost in the Other expense, net line of the Condensed Consolidated Statements of Operations.

In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory, to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory.  This ASU requires an entity to recognize the consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs.  This ASU was issued as part of a simplification initiative.  The ASU is effective on a modified retrospective basis for fiscal years, and interim periods within those years, beginning after September 15, 2017.  The Company adopted the ASU on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings during the first quarter of 2018, the impact of which was not significant.

In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated AOCI, which allows an entity to elect to reclassify the deferred tax effects, including any related valuation allowance, resulting from the application of the Tax Act from AOCI to retained earnings.  The amendment in this ASU essentially eliminates the stranded deferred tax effects in AOCI resulting from the enactment of the Tax Act.  ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years.  Early adoption is permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the federal income tax rate in the Tax Act is recognized.  The Company adopted this ASU in the first quarter of 2018 and elected to reclassify the deferred tax effects due to the decrease in the U.S. Federal statutory tax rate, primarily associated with its pension and postretirement activity, from AOCI to retained earnings.  The impact of adopting this ASU is outlined in Note 14.

     

Not yet adopted

 

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities, which simplifies hedge accounting by better aligning an entity’s financial reporting for hedging relationships with its risk management activities. The ASU also simplifies the application of the hedge accounting guidance. The new guidance is effective on January 1, 2019, with early adoption permitted. For cash flow hedges existing at the adoption date, the standard requires adoption on a modified retrospective basis with a cumulative-effect adjustment to the Consolidated Balance Sheet as of the beginning of the year of adoption. The amendments to presentation guidance and disclosure requirements are required to be adopted prospectively. The Company is currently assessing the impact and timing of adoption of this ASU.

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 adoption of this ASU will result in a significant increase to the Company’s Balance Sheets for lease liabilities and lease assets, and the Company is currently assessing the impact that this standard will have upon adoption on its accounting policies, processes, system requirements, internal controls, and disclosures. The Company has established a project plan, is in the process of completing an initial review of its lease contracts and is considering the impact on policies and processes.

 

v3.8.0.1
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
3 Months Ended
Mar. 31, 2018
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Guarantor and Non-Guarantor Financial Information

22. 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. The guarantees of the Guarantor Subsidiaries are subject to release in limited circumstances, only upon the occurrence of certain customary conditions. 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 March 31, 2018 and 2017, and for the three months ended March 31, 2018 and 2017. 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.

Condensed Supplemental Consolidating Balance Sheet

March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

70.4

 

 

$

0.2

 

 

$

57.9

 

 

$

 

 

$

128.5

 

Investments

 

 

 

 

 

 

 

 

13.7

 

 

 

 

 

 

13.7

 

Accounts receivable, net

 

 

0.6

 

 

 

291.0

 

 

 

53.6

 

 

 

 

 

 

345.2

 

Inventories, net

 

 

 

 

 

835.0

 

 

 

105.6

 

 

 

 

 

 

940.6

 

Prepaid expenses and other current assets

 

 

82.3

 

 

 

0.7

 

 

 

21.9

 

 

 

 

 

 

104.9

 

Total current assets

 

 

153.3

 

 

 

1,126.9

 

 

 

252.7

 

 

 

 

 

 

1,532.9

 

Property, plant, and equipment, net

 

 

38.5

 

 

 

1,087.0

 

 

 

153.7

 

 

 

 

 

 

1,279.2

 

Goodwill

 

 

 

 

 

2,057.4

 

 

 

121.3

 

 

 

 

 

 

2,178.7

 

Investment in subsidiaries

 

 

4,981.2

 

 

 

578.3

 

 

 

 

 

 

(5,559.5

)

 

 

 

Intercompany accounts (payable) receivable, net

 

 

(430.6

)

 

 

381.6

 

 

 

49.0

 

 

 

 

 

 

 

Deferred income taxes

 

 

12.5

 

 

 

 

 

 

 

 

 

(12.5

)

 

 

 

Intangible and other assets, net

 

 

64.0

 

 

 

636.2

 

 

 

94.5

 

 

 

 

 

 

794.7

 

Total assets

 

$

4,818.9

 

 

$

5,867.4

 

 

$

671.2

 

 

$

(5,572.0

)

 

$

5,785.5

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

40.7

 

 

$

551.8

 

 

$

56.2

 

 

$

 

 

$

648.7

 

Current portion of long-term debt

 

 

9.6

 

 

 

0.5

 

 

 

 

 

 

 

 

 

10.1

 

Total current liabilities

 

 

50.3

 

 

 

552.3

 

 

 

56.2

 

 

 

 

 

 

658.8

 

Long-term debt

 

 

2,532.0

 

 

 

0.6

 

 

 

0.6

 

 

 

 

 

 

2,533.2

 

Deferred income taxes

 

 

 

 

 

166.2

 

 

 

22.1

 

 

 

(12.5

)

 

 

175.8

 

Other long-term liabilities

 

 

16.8

 

 

 

167.1

 

 

 

14.0

 

 

 

 

 

 

197.9

 

Stockholders’ equity

 

 

2,219.8

 

 

 

4,981.2

 

 

 

578.3

 

 

 

(5,559.5

)

 

 

2,219.8

 

Total liabilities and stockholders’ equity

 

$

4,818.9

 

 

$

5,867.4

 

 

$

671.2

 

 

$

(5,572.0

)

 

$

5,785.5

 

Condensed Supplemental Consolidating Balance Sheet

December 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

83.2

 

 

$

0.2

 

 

$

49.4

 

 

$

 

 

$

132.8

 

Investments

 

 

 

 

 

 

 

 

14.1

 

 

 

 

 

 

14.1

 

Accounts receivable, net

 

 

0.2

 

 

 

297.1

 

 

 

32.5

 

 

 

 

 

 

329.8

 

Inventories, net

 

 

 

 

 

803.1

 

 

 

115.2

 

 

 

 

 

 

918.3

 

Prepaid expenses and other current assets

 

 

69.8

 

 

 

32.0

 

 

 

20.0

 

 

 

(32.1

)

 

 

89.7

 

Total current assets

 

 

153.2

 

 

 

1,132.4

 

 

 

231.2

 

 

 

(32.1

)

 

 

1,484.7

 

Property, plant, and equipment, net

 

 

29.3

 

 

 

1,108.7

 

 

 

156.4

 

 

 

 

 

 

1,294.4

 

Goodwill

 

 

 

 

 

2,057.3

 

 

 

124.7

 

 

 

 

 

 

2,182.0

 

Investment in subsidiaries

 

 

4,945.5

 

 

 

582.6

 

 

 

 

 

 

(5,528.1

)

 

 

 

Intercompany accounts receivable (payable), net

 

 

(328.6

)

 

 

274.5

 

 

 

54.1

 

 

 

 

 

 

(0.0

)

Deferred income taxes

 

 

15.1

 

 

 

 

 

 

 

 

 

(15.1

)

 

 

 

Intangible and other assets, net

 

 

62.5

 

 

 

652.1

 

 

 

103.6

 

 

 

 

 

 

818.2

 

Total assets

 

$

4,877.0

 

 

$

5,807.6

 

 

$

670.0

 

 

$

(5,575.3

)

 

$

5,779.3

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

53.3

 

 

$

513.8

 

 

$

54.7

 

 

$

(32.1

)

 

$

589.7

 

Current portion of long-term debt

 

 

9.0

 

 

 

1.1

 

 

 

 

 

 

 

 

 

10.1

 

Total current liabilities

 

 

62.3

 

 

 

514.9

 

 

 

54.7

 

 

 

(32.1

)

 

 

599.8

 

Long-term debt

 

 

2,533.8

 

 

 

1.4

 

 

 

0.5

 

 

 

 

 

 

2,535.7

 

Deferred income taxes

 

 

 

 

 

167.3

 

 

 

26.2

 

 

 

(15.1

)

 

 

178.4

 

Other long-term liabilities

 

 

17.6

 

 

 

178.5

 

 

 

6.0

 

 

 

 

 

 

202.1

 

Stockholders’ equity

 

 

2,263.3

 

 

 

4,945.5

 

 

 

582.6

 

 

 

(5,528.1

)

 

 

2,263.3

 

Total liabilities and stockholders’ equity

 

$

4,877.0

 

 

$

5,807.6

 

 

$

670.0

 

 

$

(5,575.3

)

 

$

5,779.3

 

 

Condensed Supplemental Consolidating Statement of Operations

Three Months Ended March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net sales

 

$

 

 

$

1,408.8

 

 

$

177.2

 

 

$

(104.8

)

 

$

1,481.2

 

Cost of sales

 

 

 

 

 

1,194.3

 

 

 

159.8

 

 

 

(104.8

)

 

 

1,249.3

 

Gross profit

 

 

 

 

 

214.5

 

 

 

17.4

 

 

 

 

 

 

231.9

 

Selling, general, and administrative expense

 

 

44.6

 

 

 

136.0

 

 

 

8.9

 

 

 

 

 

 

189.5

 

Amortization expense

 

 

3.0

 

 

 

16.9

 

 

 

2.3

 

 

 

 

 

 

22.2

 

Other operating expense, net

 

 

18.8

 

 

 

10.0

 

 

 

0.1

 

 

 

 

 

 

28.9

 

Operating (loss) income

 

 

(66.4

)

 

 

51.6

 

 

 

6.1

 

 

 

 

 

 

(8.7

)

Interest expense

 

 

29.0

 

 

 

 

 

 

1.4

 

 

 

(1.9

)

 

 

28.5

 

Interest income

 

 

(2.2

)

 

 

(1.7

)

 

 

 

 

 

1.9

 

 

 

(2.0

)

Other expense (income), net

 

 

7.1

 

 

 

3.6

 

 

 

(2.0

)

 

 

 

 

 

8.7

 

(Loss) income before income taxes

 

 

(100.3

)

 

 

49.7

 

 

 

6.7

 

 

 

 

 

 

(43.9

)

Income taxes

 

 

(20.2

)

 

 

9.2

 

 

 

1.2

 

 

 

 

 

 

(9.8

)

Equity in net income (loss) of subsidiaries

 

 

46.0

 

 

 

5.5

 

 

 

 

 

 

(51.5

)

 

 

 

Net (loss) income

 

$

(34.1

)

 

$

46.0

 

 

$

5.5

 

 

$

(51.5

)

 

$

(34.1

)

 

 

Condensed Supplemental Consolidating Statement of Operations

Three Months Ended March 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net sales

 

$

 

 

$

1,455.4

 

 

$

164.0

 

 

$

(83.2

)

 

$

1,536.2

 

Cost of sales

 

 

 

 

 

1,188.4

 

 

 

144.6

 

 

 

(83.2

)

 

 

1,249.8

 

Gross profit

 

 

 

 

 

267.0

 

 

 

19.4

 

 

 

 

 

 

286.4

 

Selling, general, and administrative expense

 

 

27.5

 

 

 

146.6

 

 

 

9.6

 

 

 

 

 

 

183.7

 

Amortization expense

 

 

2.9

 

 

 

23.4

 

 

 

2.3

 

 

 

 

 

 

28.6

 

Other operating expense, net

 

 

 

 

 

6.6

 

 

 

0.2

 

 

 

 

 

 

6.8

 

Operating (loss) income

 

 

(30.4

)

 

 

90.4

 

 

 

7.3

 

 

 

 

 

 

67.3

 

Interest expense

 

 

31.2

 

 

 

0.2

 

 

 

1.2

 

 

 

(2.9

)

 

 

29.7

 

Interest income

 

 

(2.2

)

 

 

(2.9

)

 

 

(0.6

)

 

 

2.9

 

 

 

(2.8

)

Other (income) expense, net

 

 

0.1

 

 

 

 

 

 

0.6

 

 

 

 

 

 

0.7

 

(Loss) income before income taxes

 

 

(59.5

)

 

 

93.1

 

 

 

6.1

 

 

 

 

 

 

39.7

 

Income taxes

 

 

(22.8

)

 

 

33.4

 

 

 

0.9

 

 

 

 

 

 

11.5

 

Equity in net income (loss) of subsidiaries

 

 

64.9

 

 

 

5.2

 

 

 

 

 

 

(70.1

)

 

 

 

Net income (loss)

 

$

28.2

 

 

$

64.9

 

 

$

5.2

 

 

$

(70.1

)

 

$

28.2

 

 

 

 

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net (loss) income

 

$

(34.1

)

 

$

46.0

 

 

$

5.5

 

 

$

(51.5

)

 

$

(34.1

)

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

(10.1

)

 

 

 

 

 

(10.1

)

Pension and postretirement reclassification

   adjustment, net of tax

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

 

0.2

 

Adoption of ASU 2018-02 reclassification to retained earnings

 

 

 

 

 

(1.1

)

 

 

 

 

 

 

 

 

(1.1

)

Other comprehensive loss:

 

 

 

 

 

(0.9

)

 

 

(10.1

)

 

 

 

 

 

(11.0

)

Equity in other comprehensive (loss) income of

   subsidiaries

 

 

(9.9

)

 

 

(10.1

)

 

 

 

 

 

20.0

 

 

 

 

Comprehensive (loss) income

 

$

(44.0

)

 

$

35.0

 

 

$

(4.6

)

 

$

(31.5

)

 

$

(45.1

)

 

 

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended March 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net income (loss)

 

$

28.2

 

 

$

64.9

 

 

$

5.2

 

 

$

(70.1

)

 

$

28.2

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

3.6

 

 

 

 

 

 

3.6

 

Pension and postretirement reclassification

   adjustment, net of tax

 

 

 

 

 

0.3

 

 

 

 

 

 

 

 

 

0.3

 

Other comprehensive income (loss)

 

 

 

 

 

0.3

 

 

 

3.6

 

 

 

 

 

 

3.9

 

Equity in other comprehensive (loss) income of

   subsidiaries

 

 

3.9

 

 

 

3.6

 

 

 

 

 

 

(7.5

)

 

 

 

Comprehensive income (loss)

 

$

32.1

 

 

$

68.8

 

 

$

8.8

 

 

$

(77.6

)

 

$

32.1

 

 

 

Condensed Supplemental Consolidating Statement of Cash Flows

Three Months Ended March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating

   activities

 

$

41.3

 

 

$

41.2

 

 

$

26.5

 

 

$

(51.2

)

 

$

57.8

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions to property, plant, and equipment

 

 

(0.9

)

 

 

(32.3

)

 

 

(5.3

)

 

 

 

 

 

(38.5

)

Additions to intangible assets

 

 

(2.5

)

 

 

(0.4

)

 

 

 

 

 

 

 

 

(2.9

)

Intercompany transfer

 

 

(42.8

)

 

 

(43.3

)

 

 

0.5

 

 

 

85.6

 

 

 

 

Other

 

 

 

 

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Net cash provided by (used in) investing

   activities

 

 

(46.2

)

 

 

(76.0

)

 

 

(5.1

)

 

 

85.6

 

 

 

(41.7

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (repayment) borrowing of debt

 

 

(2.4

)

 

 

(1.4

)

 

 

 

 

 

 

 

 

(3.8

)

Intercompany transfer

 

 

10.8

 

 

 

36.2

 

 

 

(12.6

)

 

 

(34.4

)

 

 

 

Repurchases of common stock

 

 

(17.1

)

 

 

 

 

 

 

 

 

 

 

 

(17.1

)

Receipts related to stock-based award activities

 

 

1.9

 

 

 

 

 

 

 

 

 

 

 

 

1.9

 

Payments related to stock-based award activities

 

 

(1.1

)

 

 

 

 

 

 

 

 

 

 

 

(1.1

)

Net cash provided by (used in) financing

   activities

 

 

(7.9

)

 

 

34.8

 

 

 

(12.6

)

 

 

(34.4

)

 

 

(20.1

)

Effect of exchange rate changes on cash and cash

   equivalents

 

 

 

 

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Increase (decrease) in cash and cash equivalents

 

 

(12.8

)

 

 

 

 

 

8.5

 

 

 

 

 

 

(4.3

)

Cash and cash equivalents, beginning of period

 

 

83.2

 

 

 

0.2

 

 

 

49.4

 

 

 

 

 

 

132.8

 

Cash and cash equivalents, end of period

 

$

70.4

 

 

$

0.2

 

 

$

57.9

 

 

$

 

 

$

128.5

 

 

Condensed Supplemental Consolidating Statement of Cash Flows

Three Months Ended March 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating

   activities

 

$

44.6

 

 

$

97.7

 

 

$

5.5

 

 

$

(69.3

)

 

$

78.5

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions to property, plant, and equipment

 

 

(1.1

)

 

 

(30.5

)

 

 

(3.1

)

 

 

 

 

 

(34.7

)

Additions to intangible assets

 

 

(8.2

)

 

 

(0.5

)

 

 

 

 

 

 

 

 

(8.7

)

Intercompany transfer

 

 

(34.1

)

 

 

(31.0

)

 

 

 

 

 

65.1

 

 

 

 

Proceeds from sale of fixed assets

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

 

0.2

 

Other

 

 

 

 

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Net cash (used in) provided by investing

   activities

 

 

(43.4

)

 

 

(61.8

)

 

 

(3.4

)

 

 

65.1

 

 

 

(43.5

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net borrowing (repayment) of debt

 

 

(34.7

)

 

 

(1.4

)

 

 

 

 

 

 

 

 

(36.1

)

Intercompany transfer

 

 

27.7

 

 

 

(33.9

)

 

 

2.0

 

 

 

4.2

 

 

 

 

Receipts related to stock-based award activities

 

 

6.7

 

 

 

 

 

 

 

 

 

 

 

 

6.7

 

Payments related to stock-based award activities

 

 

(0.9

)

 

 

 

 

 

 

 

 

 

 

 

(0.9

)

Net cash provided by (used in) financing

   activities

 

 

(1.2

)

 

 

(35.3

)

 

 

2.0

 

 

 

4.2

 

 

 

(30.3

)

Effect of exchange rate changes on cash and cash

   equivalents

 

 

 

 

 

 

 

 

0.4

 

 

 

 

 

 

0.4

 

(Decrease) increase in cash and cash equivalents

 

 

 

 

 

0.6

 

 

 

4.5

 

 

 

 

 

 

5.1

 

Cash and cash equivalents, beginning of period

 

 

 

 

 

0.2

 

 

 

61.9

 

 

 

 

 

 

62.1

 

Cash and cash equivalents, end of period

 

$

 

 

$

0.8

 

 

$

66.4

 

 

$

 

 

$

67.2

 

 

v3.8.0.1
Restructuring and Margin Improvement Activities (Tables)
3 Months Ended
Mar. 31, 2018
Aggregate Expenses Incurred Associated with Facility Closure

Below is a summary of costs by line item:

 

 

 

Three Months Ended March 31, 2018

 

 

Three Months Ended March 31, 2017

 

 

(In millions)

 

Cost of sales

 

$

9.7

 

 

$

4.2

 

Other operating expenses, net

 

 

28.9

 

 

 

6.8

 

Total

 

$

38.6

 

 

$

11.0

 

 

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

 

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

 

Completed in Q3 2016

 

Liquid non-dairy creamer and refrigerated salad dressings

 

Beverages, Condiments

 

$

6.8

 

 

$

3.6

 

Ayer, Massachusetts

 

April 5, 2016

 

Completed in Q3 2017

 

Mayonnaise

 

Condiments

 

 

5.6

 

 

 

4.0

 

Azusa, California

 

May 24, 2016

 

Completed in Q3 2017

 

Bars and fruit snacks

 

Snacks

 

 

21.2

 

 

 

17.0

 

Ripon, Wisconsin

 

May 24, 2016

 

Completed in Q4 2016

 

Sugar wafer cookies

 

Baked Goods

 

 

0.8

 

 

 

1.0

 

Delta, British Columbia

 

November 3, 2016

 

Completed in Q1 2018

 

Frozen griddle products

 

Baked Goods

 

 

3.7

 

 

 

2.7

 

Battle Creek, Michigan

 

November 3, 2016

 

(1)

 

Ready-to-eat cereal

 

Meals

 

 

10.4

 

 

 

2.2

 

 

 

 

 

 

 

 

 

 

 

$

48.5

 

 

$

30.5

 

 

 

(1)

The downsizing of this facility began in January 2017 and is expected to last approximately 15 months. On January 31, 2018, the Company announced the full closure of this facility. The costs associated with the full closure are included in the TreeHouse 2020 section of this footnote.

Reconciliation of Liabilities

The table below presents a reconciliation of the liabilities as of March 31, 2018:

 

 

 

Severance

 

 

Multiemployer Pension

Plan Withdrawal

 

 

Other Costs

 

 

Total Liabilities

 

 

 

(In millions)

 

Balance as of December 31, 2017

 

$

6.1

 

 

$

0.8

 

 

$

2.7

 

 

$

9.6

 

Expense

 

 

6.7

 

 

 

 

 

 

 

 

 

6.7

 

Payments

 

 

(3.7

)

 

 

 

 

 

(2.0

)

 

 

(5.7

)

Adjustments

 

 

 

 

 

 

 

 

(0.7

)

 

 

(0.7

)

Balance as of March 31, 2018

 

$

9.1

 

 

$

0.8

 

 

$

 

 

$

9.9

 

 

Structure to Win Improvement Program  
Aggregate Expenses Incurred Associated with Facility Closure

Below is a summary of costs by type associated with this program:

 

 

Three Months Ended

 

 

Cumulative Costs

 

 

Total Expected

 

 

 

March 31, 2018

 

 

To Date

 

 

Costs

 

 

 

(In millions)

 

Employee-related

 

$

5.5

 

 

$

5.5

 

 

$

16.0

 

Other costs

 

 

2.9

 

 

 

2.9

 

 

 

14.1

 

Total

 

$

8.4

 

 

$

8.4

 

 

$

30.1

 

 

TreeHouse 2020 Restructuring Plan  
Aggregate Expenses Incurred Associated with Facility Closure

Below is a summary of costs by type associated with TreeHouse 2020:

 

 

 

Three Months Ended

 

 

Cumulative Costs

 

 

Total Expected

 

 

 

March 31, 2018

 

 

To Date

 

 

Costs

 

 

 

(In millions)

 

Asset-related

 

$

5.3

 

 

$

43.6

 

 

$

73.0

 

Employee-related

 

 

8.4

 

 

 

17.5

 

 

 

84.0

 

Other costs

 

 

14.0

 

 

 

24.3

 

 

 

183.0

 

Total

 

$

27.7

 

 

$

85.4

 

 

$

340.0

 

 

Schedule of Facility Closures

The key information regarding the Company’s announced facility closures related to TreeHouse 2020 is outlined in the table below:

 

Facility Location

 

Date of Closure

Announcement

 

Full Facility

Closure

 

Primary Products

Produced

 

Primary Segment(s)

Affected

 

Total

Costs to

Close

 

 

Total Cash

Costs to

Close

 

Dothan, Alabama

 

August 3, 2017

 

Partial closure Q2 2018

 

Trail mix and snack nuts

 

Snacks

 

$

5.7

 

 

$

3.0

 

Brooklyn Park, Minnesota

 

August 3, 2017

 

Completed in Q4 2017

 

Dry dinners

 

Baked Goods

 

 

19.5

 

 

 

12.2

 

Plymouth, Indiana

 

August 3, 2017

 

Completed in Q4 2017

 

Pickles

 

Condiments

 

 

19.3

 

 

 

14.5

 

Battle Creek, Michigan

 

January 31, 2018

 

Mid-2019

 

Ready-to-eat cereal

 

Meals

 

 

18.2

 

 

 

11.8

 

Visalia, California

 

February 15, 2018

 

Q1 2019

 

Pretzels

 

Baked Goods

 

 

23.6

 

 

 

11.0

 

 

 

 

 

 

 

 

 

 

 

$

86.3

 

 

$

52.5

 

 

Restructuring Plans Other Than TreeHouse 2020  
Aggregate Expenses Incurred Associated with Facility Closure

Below is a summary of the plant closing costs by type of cost:

 

 

 

Three Months Ended

 

 

Three Months Ended

 

 

Cumulative Costs

 

 

Total Expected

 

 

 

March 31, 2018

 

 

March 31, 2017

 

 

To Date

 

 

Costs

 

 

 

(In millions)

 

Asset-related

 

$

0.9

 

 

$

4.4

 

 

$

18.0

 

 

$

18.0

 

Employee-related

 

 

 

 

 

2.5

 

 

 

10.5

 

 

 

11.2

 

Other closure costs

 

 

(0.1

)

 

 

2.5

 

 

 

18.4

 

 

 

19.3

 

Total

 

$

0.8

 

 

$

9.4

 

 

$

46.9

 

 

$

48.5

 

 

Restructuring and Margin Improvement Activities Categories  
Aggregate Expenses Incurred Associated with Facility Closure

Total costs associated with these categories are outlined below:

 

 

 

Three Months Ended March 31, 2018

 

 

Three Months Ended March 31, 2017

 

 

(In millions)

 

Structure to Win

 

$

8.4

 

 

$

 

TreeHouse 2020

 

 

27.7

 

 

 

 

Other Restructuring and Plant Closing Costs

 

 

2.5

 

 

 

11.0

 

Total

 

$

38.6

 

 

$

11.0

 

 

v3.8.0.1
Revenue Recognition (Tables)
3 Months Ended
Mar. 31, 2018
Schedule of Segment Revenue Disaggregated by Segment and Product Category

In the following tables, segment revenue is disaggregated by segment and product category groups.

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Products:

 

 

 

 

 

 

 

 

    Retail bakery

 

$

177.1

 

 

$

182.6

 

    Baked products

 

 

168.9

 

 

 

158.5

 

        Total Baked Goods

 

 

346.0

 

 

 

341.1

 

    Beverages

 

 

171.4

 

 

 

183.1

 

    Beverage enhancers

 

 

77.7

 

 

 

84.9

 

        Total Beverages

 

 

249.1

 

 

 

268.0

 

    Dressings and sauces

 

 

246.2

 

 

 

237.3

 

    Pickles

 

 

69.0

 

 

 

72.8

 

        Total Condiments

 

 

315.2

 

 

 

310.1

 

    Pasta and dry dinners

 

 

142.0

 

 

 

133.6

 

    Cereals and other meals (1)

 

 

135.0

 

 

 

190.4

 

        Total Meals

 

 

277.0

 

 

 

324.0

 

    Snack nuts

 

 

202.4

 

 

 

186.5

 

    Trail mix and bars

 

 

91.5

 

 

 

104.1

 

        Total Snacks

 

 

293.9

 

 

 

290.6

 

Unallocated net sales

 

 

 

 

 

2.4

 

Total net sales

 

$

1,481.2

 

 

$

1,536.2

 

 

(1)

On May 22, 2017, the Company sold the soup and infant feeding business (“SIF”). Included within this category, was $42.6 million of SIF related sales for the three months ended March 31, 2017.

Accounting Standards Update 2014-09  
Impact On Select Condensed Consolidated Balance Sheet Due To Adoption Of Topic 606

The following tables summarize the impact of our adoption of Topic 606 on a modified retrospective basis on select Condensed Consolidated Balance Sheet items.  There were no material impacts to the Condensed Consolidated Statement of Operations or the

Condensed Consolidated Statement of Cash Flows.  Upon adoption, the Company reclassified certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities.

 

Condensed Consolidated Balance Sheets (in millions)

 

 

 

 

 

 

 

 

 

 

 

 

As of the Period Ended March 31, 2018

 

 

 

Unadjusted

 

Adoption of ASC 606

 

Effect of Change Higher / (Lower)

 

Receivables, net

 

$

294.2

 

$

345.2

 

$

51.0

 

Accounts payable and accrued expenses

 

$

597.7

 

$

648.7

 

$

51.0

 

 

v3.8.0.1
Inventories (Tables)
3 Months Ended
Mar. 31, 2018
Inventory Disclosure [Abstract]  
Inventories

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Raw materials and supplies

 

$

450.0

 

 

$

416.5

 

Finished goods

 

 

519.5

 

 

 

530.0

 

LIFO reserve

 

 

(28.9

)

 

 

(28.2

)

Total inventories

 

$

940.6

 

 

$

918.3

 

 

v3.8.0.1
Property, Plant, and Equipment (Tables)
3 Months Ended
Mar. 31, 2018
Property Plant And Equipment [Abstract]  
Property, Plant, and Equipment

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Land

 

$

70.0

 

 

$

69.8

 

Buildings and improvements

 

 

460.4

 

 

 

454.6

 

Machinery and equipment

 

 

1,310.1

 

 

 

1,310.2

 

Construction in progress

 

 

102.2

 

 

 

93.8

 

Total

 

 

1,942.7

 

 

 

1,928.4

 

Less accumulated depreciation

 

 

(663.5

)

 

 

(634.0

)

Property, plant, and equipment, net

 

$

1,279.2

 

 

$

1,294.4

 

 

v3.8.0.1
Goodwill and Intangible Assets (Tables)
3 Months Ended
Mar. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]  
Changes in Carrying Amount of Goodwill

 

 

 

 

Baked

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goods

 

 

Beverages

 

 

Condiments

 

 

Meals

 

 

Snacks

 

 

Total

 

 

 

(In millions)

 

Goodwill

 

$

555.6

 

 

$

716.7

 

 

$

449.5

 

 

$

471.7

 

 

$

609.8

 

 

$

2,803.3

 

Accumulated impairment losses

 

 

 

 

 

 

 

 

(11.5

)

 

 

 

 

 

(609.8

)

 

 

(621.3

)

Balance at January 1, 2018

 

 

555.6

 

 

 

716.7

 

 

 

438.0

 

 

 

471.7

 

 

 

 

 

 

2,182.0

 

Foreign currency exchange adjustments

 

 

 

 

 

(1.4

)

 

 

(1.9

)

 

 

 

 

 

 

 

 

(3.3

)

Balance at March 31, 2018

 

$

555.6

 

 

$

715.3

 

 

$

436.1

 

 

$

471.7

 

 

$

 

 

$

2,178.7

 

 

Carrying Amounts of Indefinite Lives Intangible Assets Other Than Goodwill

 

Indefinite Lived Intangible Assets

 

The carrying amounts of our intangible assets with indefinite lives, other than goodwill, as of March 31, 2018 and December 31, 2017 are as follows:

 

 

 

March 31,

2018

 

 

December 31,

2017

 

 

 

(In millions)

 

Trademarks

 

$

22.3

 

 

$

22.8

 

Total indefinite lived intangibles

 

$

22.3

 

 

$

22.8

 

 

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

Finite Lived Intangible Assets

The gross carrying amounts and accumulated amortization of intangible assets with finite lives as of March 31, 2018 and December 31, 2017 are as follows:

 

 

 

March 31, 2018

 

 

December 31, 2017

 

 

 

Gross

 

 

 

 

 

 

Net

 

 

Gross

 

 

 

 

 

 

 

 

 

 

Net

 

 

 

Carrying

 

 

Accumulated

 

 

Carrying

 

 

Carrying

 

 

Accumulated

 

 

Impairment

 

 

Carrying

 

 

 

Amount

 

 

Amortization

 

 

Amount

 

 

Amount

 

 

Amortization

 

 

Losses

 

 

Amount

 

 

 

(In millions)

 

Intangible assets with finite lives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer-related

 

$

961.7

 

 

$

(347.7

)

 

$

614.0

 

 

$

1,265.4

 

 

$

(361.4

)

 

$

(273.3

)

 

$

630.7

 

Contractual agreements

 

 

3.0

 

 

 

(3.0

)

 

 

 

 

 

3.0

 

 

 

(3.0

)

 

 

 

 

 

 

Trademarks

 

 

69.4

 

 

 

(29.9

)

 

 

39.5

 

 

 

69.6

 

 

 

(28.7

)

 

 

 

 

 

40.9

 

Formulas/recipes

 

 

33.8

 

 

 

(19.6

)

 

 

14.2

 

 

 

33.8

 

 

 

(18.3

)

 

 

 

 

 

15.5

 

Computer software

 

 

141.9

 

 

 

(79.1

)

 

 

62.8

 

 

 

137.8

 

 

 

(74.7

)

 

 

 

 

 

63.1

 

Total finite lived intangibles

 

$

1,209.8

 

 

$

(479.3

)

 

$

730.5

 

 

$

1,509.6

 

 

$

(486.1

)

 

$

(273.3

)

 

$

750.2

 

 

Estimated Amortization Expense on Intangible Assets

Estimated amortization expense on intangible assets for 2018 and the next four years is as follows:

 

 

 

(In millions)

 

2018

 

$

85.0

 

2019

 

 

82.5

 

2020

 

 

80.3

 

2021

 

 

71.5

 

2022

 

 

67.6

 

 

v3.8.0.1
Accounts Payable and Accrued Expenses (Tables)
3 Months Ended
Mar. 31, 2018
Payables And Accruals [Abstract]  
Accounts Payable and Accrued Expenses

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Accounts payable

 

$

468.4

 

 

$

451.3

 

Payroll and benefits

 

 

68.7

 

 

 

59.9

 

Trade promotion liabilities (1)

 

 

51.0

 

 

 

 

Health insurance, workers’ compensation, and other insurance costs

 

 

27.1

 

 

 

28.7

 

Marketing expenses

 

 

8.4

 

 

 

10.4

 

Interest

 

 

7.8

 

 

 

23.8

 

Taxes

 

 

4.5

 

 

 

7.4

 

Other accrued liabilities

 

 

12.8

 

 

 

8.2

 

Total

 

$

648.7

 

 

$

589.7

 

 

 

(1)

The trade promotion liabilities relate to a reclassification of certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities due to the adoption of Topic 606. See Note 3 for more information.

v3.8.0.1
Long-Term Debt (Tables)
3 Months Ended
Mar. 31, 2018
Debt Disclosure [Abstract]  
Long-Term Debt

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Term Loan A

 

$

497.5

 

 

$

498.8

 

Term Loan A-1

 

 

895.5

 

 

 

897.8

 

2022 Notes

 

 

400.0

 

 

 

400.0

 

2024 Notes

 

 

775.0

 

 

 

775.0

 

Other debt

 

 

2.8

 

 

 

3.1

 

Total outstanding debt

 

 

2,570.8

 

 

 

2,574.6

 

Deferred financing costs

 

 

(27.5

)

 

 

(28.8

)

Less current portion

 

 

(10.1

)

 

 

(10.1

)

Total long-term debt

 

$

2,533.2

 

 

$

2,535.7

 

 

v3.8.0.1
Earnings Per Share (Tables)
3 Months Ended
Mar. 31, 2018
Earnings Per Share [Abstract]  
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 March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions, except per share data)

 

Net (loss) income

 

$

(34.1

)

 

$

28.2

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

56.5

 

 

 

56.9

 

Assumed exercise/vesting of equity awards (1)

 

 

 

 

 

0.7

 

Weighted average diluted common shares outstanding

 

 

56.5

 

 

 

57.6

 

 

 

 

 

 

 

 

 

 

Net earnings per basic share

 

$

(0.60

)

 

$

0.50

 

Net earnings per diluted share

 

$

(0.60

)

 

$

0.49

 

 

 

(1)

Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2018, weighted average common shares outstanding is the same for the computations of basic and diluted shares because the Company had a net loss for the period.  Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 2.1 million and 1.6 million for the three months ended March 31, 2018 and 2017, respectively.

v3.8.0.1
Stock-Based Compensation (Tables)
3 Months Ended
Mar. 31, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Summary of Stock Option Activity

The following table summarizes stock option activity during the three months ended March 31, 2018.

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Remaining

 

 

Aggregate

 

 

 

Employee

 

 

Exercise

 

 

Contractual

 

 

Intrinsic

 

 

 

Options

 

 

Price

 

 

Term (yrs)

 

 

Value

 

 

 

(In thousands)

 

 

 

 

 

 

 

 

(In millions)

 

Outstanding, at December 31, 2017

 

 

2,099

 

 

$

71.46

 

 

 

6.1

 

 

$

5.9

 

Forfeited

 

 

(36

)

 

 

87.90

 

 

 

 

 

 

 

 

 

Exercised

 

 

(80

)

 

 

24.06

 

 

 

 

 

 

 

 

 

Expired

 

 

(7

)

 

 

91.73

 

 

 

 

 

 

 

 

 

Outstanding, at March 31, 2018

 

 

1,976

 

 

 

72.99

 

 

 

6.0

 

 

 

2.0

 

Vested/expected to vest, at March 31, 2018

 

 

1,927

 

 

 

72.66

 

 

 

6.0

 

 

 

2.0

 

Exercisable, at March 31, 2018

 

 

1,395

 

 

 

66.89

 

 

 

5.0

 

 

 

2.0

 

 

Highlight of Stock Options Activity

 

 

 

Three Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Compensation expense

 

$

2.7

 

 

$

1.8

 

Intrinsic value of stock options exercised

 

 

1.5

 

 

 

4.5

 

Tax benefit recognized from stock option exercises

 

 

 

 

 

1.7

 

 

Summary of Restricted Stock Unit Activity

The following table summarizes the restricted stock unit activity during the three months ended March 31, 2018:

 

 

 

 

 

 

 

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, 2017

 

 

547

 

 

$

85.41

 

 

 

117

 

 

$

60.21

 

Granted

 

 

636

 

 

 

38.32

 

 

 

36

 

 

 

38.27

 

Vested

 

 

(82

)

 

 

83.93

 

 

 

(25

)

 

 

61.20

 

Forfeited

 

 

(28

)

 

 

86.43

 

 

 

(1

)

 

 

84.66

 

Outstanding, at March 31, 2018

 

 

1,073

 

 

 

57.57

 

 

 

127

 

 

 

53.77

 

 

Highlights of Restricted Stock Unit Activity

 

 

 

Three Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Compensation expense

 

$

8.3

 

 

$

4.7

 

Fair value of vested restricted stock units

 

 

4.3

 

 

 

2.9

 

Tax benefit recognized from vested restricted stock units

 

 

1.0

 

 

 

1.1

 

 

Summary of Performance Unit Activity

 

The following table summarizes the performance unit activity during the three months ended March 31, 2018:  

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

Performance

 

 

Grant Date

 

 

 

Units

 

 

Fair Value

 

 

 

(In thousands)

 

 

 

 

 

Unvested, at December 31, 2017

 

 

264

 

 

$

86.13

 

Granted

 

 

141

 

 

 

38.27

 

Forfeited

 

 

(5

)

 

 

87.46

 

Unvested, at March 31, 2018

 

 

400

 

 

 

69.27

 

 

Highlight of Performance Unit Activity

 

 

 

Three Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Compensation expense

 

$

5.3

 

 

$

1.0

 

 

v3.8.0.1
Accumulated Other Comprehensive Loss (Tables)
3 Months Ended
Mar. 31, 2018
Equity [Abstract]  
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 millions)

 

Balance at December 31, 2017

 

$

(57.2

)

 

$

(4.3

)

 

$

(61.5

)

Other comprehensive loss

 

 

(10.1

)

 

 

 

 

 

(10.1

)

Reclassifications from accumulated other comprehensive loss

 

 

 

 

 

0.2

 

 

 

0.2

 

Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02

 

 

 

 

 

(1.1

)

 

 

(1.1

)

Other comprehensive loss

 

 

(10.1

)

 

 

(0.9

)

 

 

(11.0

)

Balance at March 31, 2018

 

$

(67.3

)

 

$

(5.2

)

 

$

(72.5

)

 

 

 

 

 

 

 

Unrecognized

 

 

Accumulated

 

 

 

Foreign

 

 

Pension and

 

 

Other

 

 

 

Currency

 

 

Postretirement

 

 

Comprehensive

 

 

 

Translation (1)

 

 

Benefits (2)

 

 

Loss

 

 

 

(In millions)

 

Balance at December 31, 2016

 

$

(89.4

)

 

$

(11.9

)

 

$

(101.3

)

Other comprehensive income

 

 

3.6

 

 

 

 

 

 

3.6

 

Reclassifications from accumulated other comprehensive loss

 

 

 

 

 

0.3

 

 

 

0.3

 

Other comprehensive income

 

 

3.6

 

 

 

0.3

 

 

 

3.9

 

Balance at March 31, 2017

 

$

(85.8

)

 

$

(11.6

)

 

$

(97.4

)

 

 

(1)

The foreign currency translation adjustment tax impact was insignificant.

 

(2)

The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information).

Reclassifications from Accumulated Other Comprehensive Loss

The Condensed Consolidated Statements of Operations 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 Operations

 

 

Three Months Ended

March 31,

 

 

 

 

 

2018

 

 

2017

 

 

 

 

 

(In millions)

 

 

 

Amortization of defined benefit pension and postretirement items:

 

 

 

 

 

 

 

 

 

 

Prior service costs

 

$

 

 

$

0.1

 

 

Cost of Sales

Unrecognized net loss

 

 

0.2

 

 

 

0.4

 

 

Other expense, net

Total before tax

 

 

0.2

 

 

 

0.5

 

 

 

Income taxes

 

 

 

 

 

0.2

 

 

Income taxes

Adoption of ASU 2018-02

 

 

(1.1

)

 

 

 

 

Income taxes

Net of tax

 

$

(0.9

)

 

$

0.3

 

 

 

 

 

 

v3.8.0.1
Employee Retirement and Postretirement Benefits (Tables)
3 Months Ended
Mar. 31, 2018
Compensation And Retirement Disclosure [Abstract]  
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans

Components of net periodic pension expense are as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Service cost

 

$

0.6

 

 

$

1.2

 

Interest cost

 

 

2.9

 

 

 

4.0

 

Expected return on plan assets

 

 

(4.0

)

 

 

(4.7

)

Amortization of unrecognized prior service cost

 

 

 

 

 

0.1

 

Amortization of unrecognized net loss

 

 

0.2

 

 

 

0.4

 

Net periodic pension cost

 

$

(0.3

)

 

$

1.0

 

 

The Company expects to contribute approximately $1.5 million to the pension plans during 2018.

Components of net periodic postretirement expense are as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Interest cost

 

$

0.3

 

 

$

0.3

 

Net periodic postretirement cost

 

$

0.3

 

 

$

0.3

 

 

v3.8.0.1
Other Operating Expense, Net (Tables)
3 Months Ended
Mar. 31, 2018
Other Income And Expenses [Abstract]  
Other Operating Expense, Net

The Company incurred other operating expense for the three months ended March 31, 2018 and 2017, which consisted of the following:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Restructuring and margin improvement activities

 

$

28.9

 

 

$

6.8

 

Total other operating expense, net

 

$

28.9

 

 

$

6.8

 

 

v3.8.0.1
Derivative Instruments (Tables)
3 Months Ended
Mar. 31, 2018
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
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:

 

 

 

Balance Sheet Location

 

March 31, 2018

 

 

December 31, 2017

 

 

 

 

 

(In millions)

 

Asset Derivatives

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

Prepaid expenses and other current assets

 

$

1.1

 

 

$

2.7

 

Foreign currency contracts

 

Prepaid expenses and other current assets

 

 

2.2

 

 

 

0.5

 

Interest rate swap agreements

 

Prepaid expenses and other current assets

 

 

14.1

 

 

 

11.9

 

 

 

 

 

$

17.4

 

 

$

15.1

 

Liability Derivatives

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

Accounts payable and accrued expenses

 

$

0.6

 

 

$

1.2

 

Interest rate swap agreements

 

Accounts payable and accrued expenses

 

 

8.6

 

 

 

 

 

 

 

 

$

9.2

 

 

$

1.2

 

 

Gains and Losses on Derivative Contracts

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

 

 

 

 

 

Three Months Ended

 

 

 

Location of Gain (Loss)

 

March 31,

 

 

 

Recognized in Net (Loss) Income

 

2018

 

 

2017

 

 

 

 

 

(In millions)

 

Mark-to-market unrealized (loss) gain:

 

 

 

 

 

 

 

 

Commodity contracts

 

Other expense, net

 

$

(1.0

)

 

$

(1.1

)

Foreign currency contracts

 

Other expense, net

 

 

1.8

 

 

 

(0.1

)

Interest rate swap agreements

 

Other expense, net

 

 

(6.4

)

 

 

1.0

 

Total unrealized loss

 

 

 

 

(5.6

)

 

 

(0.2

)

Realized gain (loss):

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

Manufacturing related to Cost of sales and transportation related to Selling and distribution

 

 

2.4

 

 

 

0.5

 

Foreign currency contracts

 

Cost of sales

 

 

0.6

 

 

 

0.2

 

Interest rate swap agreements

 

Interest expense

 

 

0.8

 

 

 

(0.1

)

Total realized gain

 

 

 

 

3.8

 

 

 

0.6

 

Total (loss) gain

 

 

 

$

(1.8

)

 

$

0.4

 

 

v3.8.0.1
Fair Value (Tables)
3 Months Ended
Mar. 31, 2018
Fair Value Disclosures [Abstract]  
Carrying Value and Fair Value of Financial Instruments

The following table presents the carrying value and fair value of our financial instruments as of March 31, 2018 and December 31, 2017:

 

 

 

March 31, 2018

 

 

December 31, 2017

 

 

 

 

 

 

 

Carrying

Value

 

 

Fair

Value

 

 

Carrying

Value

 

 

Fair

Value

 

 

Level

 

 

 

(In millions)

 

 

(In millions)

 

 

 

 

 

Not recorded at fair value (liability):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Term Loan A

 

$

(497.5

)

 

$

(499.1

)

 

$

(498.8

)

 

$

(500.7

)

 

 

2

 

Term Loan A-1

 

 

(895.5

)

 

 

(897.2

)

 

 

(897.8

)

 

 

(900.0

)

 

 

2

 

2022 Notes

 

 

(400.0

)

 

 

(399.0

)

 

 

(400.0

)

 

 

(405.0

)

 

 

2

 

2024 Notes

 

 

(775.0

)

 

 

(780.8

)

 

 

(775.0

)

 

 

(806.0

)

 

 

2

 

Recorded on a recurring basis at fair value

   asset (liability):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity contracts

 

$

0.5

 

 

$

0.5

 

 

$

1.5

 

 

$

1.5

 

 

 

2

 

Foreign currency contracts

 

 

2.2

 

 

 

2.2

 

 

 

0.5

 

 

 

0.5

 

 

 

2

 

Interest rate swap agreements

 

 

5.5

 

 

 

5.5

 

 

 

11.9

 

 

 

11.9

 

 

 

2

 

Investments

 

 

13.7

 

 

 

13.7

 

 

 

14.1

 

 

 

14.1

 

 

 

1

 

 

v3.8.0.1
Segment and Geographic Information and Major Customers (Tables)
3 Months Ended
Mar. 31, 2018
Segment Reporting [Abstract]  
Financial Information Relating to Reportable Segments

Financial information relating to the Company’s reportable segments is as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2018

 

 

2017

 

 

 

(In millions)

 

Net sales to external customers:

 

 

 

 

 

 

 

 

Baked Goods

 

$

346.0

 

 

$

341.1

 

Beverages

 

 

249.1

 

 

 

268.0

 

Condiments

 

 

315.2

 

 

 

310.1

 

Meals

 

 

277.0

 

 

 

324.0

 

Snacks

 

 

293.9

 

 

 

290.6

 

Unallocated

 

 

 

 

 

2.4

 

Total

 

$

1,481.2

 

 

$

1,536.2

 

Direct operating income:

 

 

 

 

 

 

 

 

Baked Goods

 

$

28.0

 

 

$

41.9

 

Beverages

 

 

39.4

 

 

 

58.7

 

Condiments

 

 

27.2

 

 

 

31.7

 

Meals

 

 

29.9

 

 

 

34.0

 

Snacks

 

 

6.7

 

 

 

12.5

 

Total

 

 

131.2

 

 

 

178.8

 

Unallocated selling, general, and administrative expenses

 

 

(81.3

)

 

 

(80.0

)

Unallocated cost of sales (1)

 

 

(7.5

)

 

 

1.5

 

Unallocated corporate expense and other (1)

 

 

(51.1

)

 

 

(33.0

)

Operating (loss) income

 

 

(8.7

)

 

 

67.3

 

Other expense

 

 

(35.2

)

 

 

(27.6

)

(Loss) income before income taxes

 

$

(43.9

)

 

$

39.7

 

 

 

(1)

Includes charges related to restructuring and margin improvement activities, and other costs managed at corporate.

v3.8.0.1
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables)
3 Months Ended
Mar. 31, 2018
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Condensed Supplemental Consolidating Balance Sheet

Condensed Supplemental Consolidating Balance Sheet

March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

70.4

 

 

$

0.2

 

 

$

57.9

 

 

$

 

 

$

128.5

 

Investments

 

 

 

 

 

 

 

 

13.7

 

 

 

 

 

 

13.7

 

Accounts receivable, net

 

 

0.6

 

 

 

291.0

 

 

 

53.6

 

 

 

 

 

 

345.2

 

Inventories, net

 

 

 

 

 

835.0

 

 

 

105.6

 

 

 

 

 

 

940.6

 

Prepaid expenses and other current assets

 

 

82.3

 

 

 

0.7

 

 

 

21.9

 

 

 

 

 

 

104.9

 

Total current assets

 

 

153.3

 

 

 

1,126.9

 

 

 

252.7

 

 

 

 

 

 

1,532.9

 

Property, plant, and equipment, net

 

 

38.5

 

 

 

1,087.0

 

 

 

153.7

 

 

 

 

 

 

1,279.2

 

Goodwill

 

 

 

 

 

2,057.4

 

 

 

121.3

 

 

 

 

 

 

2,178.7

 

Investment in subsidiaries

 

 

4,981.2

 

 

 

578.3

 

 

 

 

 

 

(5,559.5

)

 

 

 

Intercompany accounts (payable) receivable, net

 

 

(430.6

)

 

 

381.6

 

 

 

49.0

 

 

 

 

 

 

 

Deferred income taxes

 

 

12.5

 

 

 

 

 

 

 

 

 

(12.5

)

 

 

 

Intangible and other assets, net

 

 

64.0

 

 

 

636.2

 

 

 

94.5

 

 

 

 

 

 

794.7

 

Total assets

 

$

4,818.9

 

 

$

5,867.4

 

 

$

671.2

 

 

$

(5,572.0

)

 

$

5,785.5

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

40.7

 

 

$

551.8

 

 

$

56.2

 

 

$

 

 

$

648.7

 

Current portion of long-term debt

 

 

9.6

 

 

 

0.5

 

 

 

 

 

 

 

 

 

10.1

 

Total current liabilities

 

 

50.3

 

 

 

552.3

 

 

 

56.2

 

 

 

 

 

 

658.8

 

Long-term debt

 

 

2,532.0

 

 

 

0.6

 

 

 

0.6

 

 

 

 

 

 

2,533.2

 

Deferred income taxes

 

 

 

 

 

166.2

 

 

 

22.1

 

 

 

(12.5

)

 

 

175.8

 

Other long-term liabilities

 

 

16.8

 

 

 

167.1

 

 

 

14.0

 

 

 

 

 

 

197.9

 

Stockholders’ equity

 

 

2,219.8

 

 

 

4,981.2

 

 

 

578.3

 

 

 

(5,559.5

)

 

 

2,219.8

 

Total liabilities and stockholders’ equity

 

$

4,818.9

 

 

$

5,867.4

 

 

$

671.2

 

 

$

(5,572.0

)

 

$

5,785.5

 

Condensed Supplemental Consolidating Balance Sheet

December 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

83.2

 

 

$

0.2

 

 

$

49.4

 

 

$

 

 

$

132.8

 

Investments

 

 

 

 

 

 

 

 

14.1

 

 

 

 

 

 

14.1

 

Accounts receivable, net

 

 

0.2

 

 

 

297.1

 

 

 

32.5

 

 

 

 

 

 

329.8

 

Inventories, net

 

 

 

 

 

803.1

 

 

 

115.2

 

 

 

 

 

 

918.3

 

Prepaid expenses and other current assets

 

 

69.8

 

 

 

32.0

 

 

 

20.0

 

 

 

(32.1

)

 

 

89.7

 

Total current assets

 

 

153.2

 

 

 

1,132.4

 

 

 

231.2

 

 

 

(32.1

)

 

 

1,484.7

 

Property, plant, and equipment, net

 

 

29.3

 

 

 

1,108.7

 

 

 

156.4

 

 

 

 

 

 

1,294.4

 

Goodwill

 

 

 

 

 

2,057.3

 

 

 

124.7

 

 

 

 

 

 

2,182.0

 

Investment in subsidiaries

 

 

4,945.5

 

 

 

582.6

 

 

 

 

 

 

(5,528.1

)

 

 

 

Intercompany accounts receivable (payable), net

 

 

(328.6

)

 

 

274.5

 

 

 

54.1

 

 

 

 

 

 

(0.0

)

Deferred income taxes

 

 

15.1

 

 

 

 

 

 

 

 

 

(15.1

)

 

 

 

Intangible and other assets, net

 

 

62.5

 

 

 

652.1

 

 

 

103.6

 

 

 

 

 

 

818.2

 

Total assets

 

$

4,877.0

 

 

$

5,807.6

 

 

$

670.0

 

 

$

(5,575.3

)

 

$

5,779.3

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

53.3

 

 

$

513.8

 

 

$

54.7

 

 

$

(32.1

)

 

$

589.7

 

Current portion of long-term debt

 

 

9.0

 

 

 

1.1

 

 

 

 

 

 

 

 

 

10.1

 

Total current liabilities

 

 

62.3

 

 

 

514.9

 

 

 

54.7

 

 

 

(32.1

)

 

 

599.8

 

Long-term debt

 

 

2,533.8

 

 

 

1.4

 

 

 

0.5

 

 

 

 

 

 

2,535.7

 

Deferred income taxes

 

 

 

 

 

167.3

 

 

 

26.2

 

 

 

(15.1

)

 

 

178.4

 

Other long-term liabilities

 

 

17.6

 

 

 

178.5

 

 

 

6.0

 

 

 

 

 

 

202.1

 

Stockholders’ equity

 

 

2,263.3

 

 

 

4,945.5

 

 

 

582.6

 

 

 

(5,528.1

)

 

 

2,263.3

 

Total liabilities and stockholders’ equity

 

$

4,877.0

 

 

$

5,807.6

 

 

$

670.0

 

 

$

(5,575.3

)

 

$

5,779.3

 

 

Condensed Supplemental Consolidating Statement of Operations

Condensed Supplemental Consolidating Statement of Operations

Three Months Ended March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net sales

 

$

 

 

$

1,408.8

 

 

$

177.2

 

 

$

(104.8

)

 

$

1,481.2

 

Cost of sales

 

 

 

 

 

1,194.3

 

 

 

159.8

 

 

 

(104.8

)

 

 

1,249.3

 

Gross profit

 

 

 

 

 

214.5

 

 

 

17.4

 

 

 

 

 

 

231.9

 

Selling, general, and administrative expense

 

 

44.6

 

 

 

136.0

 

 

 

8.9

 

 

 

 

 

 

189.5

 

Amortization expense

 

 

3.0

 

 

 

16.9

 

 

 

2.3

 

 

 

 

 

 

22.2

 

Other operating expense, net

 

 

18.8

 

 

 

10.0

 

 

 

0.1

 

 

 

 

 

 

28.9

 

Operating (loss) income

 

 

(66.4

)

 

 

51.6

 

 

 

6.1

 

 

 

 

 

 

(8.7

)

Interest expense

 

 

29.0

 

 

 

 

 

 

1.4

 

 

 

(1.9

)

 

 

28.5

 

Interest income

 

 

(2.2

)

 

 

(1.7

)

 

 

 

 

 

1.9

 

 

 

(2.0

)

Other expense (income), net

 

 

7.1

 

 

 

3.6

 

 

 

(2.0

)

 

 

 

 

 

8.7

 

(Loss) income before income taxes

 

 

(100.3

)

 

 

49.7

 

 

 

6.7

 

 

 

 

 

 

(43.9

)

Income taxes

 

 

(20.2

)

 

 

9.2

 

 

 

1.2

 

 

 

 

 

 

(9.8

)

Equity in net income (loss) of subsidiaries

 

 

46.0

 

 

 

5.5

 

 

 

 

 

 

(51.5

)

 

 

 

Net (loss) income

 

$

(34.1

)

 

$

46.0

 

 

$

5.5

 

 

$

(51.5

)

 

$

(34.1

)

 

 

Condensed Supplemental Consolidating Statement of Operations

Three Months Ended March 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net sales

 

$

 

 

$

1,455.4

 

 

$

164.0

 

 

$

(83.2

)

 

$

1,536.2

 

Cost of sales

 

 

 

 

 

1,188.4

 

 

 

144.6

 

 

 

(83.2

)

 

 

1,249.8

 

Gross profit

 

 

 

 

 

267.0

 

 

 

19.4

 

 

 

 

 

 

286.4

 

Selling, general, and administrative expense

 

 

27.5

 

 

 

146.6

 

 

 

9.6

 

 

 

 

 

 

183.7

 

Amortization expense

 

 

2.9

 

 

 

23.4

 

 

 

2.3

 

 

 

 

 

 

28.6

 

Other operating expense, net

 

 

 

 

 

6.6

 

 

 

0.2

 

 

 

 

 

 

6.8

 

Operating (loss) income

 

 

(30.4

)

 

 

90.4

 

 

 

7.3

 

 

 

 

 

 

67.3

 

Interest expense

 

 

31.2

 

 

 

0.2

 

 

 

1.2

 

 

 

(2.9

)

 

 

29.7

 

Interest income

 

 

(2.2

)

 

 

(2.9

)

 

 

(0.6

)

 

 

2.9

 

 

 

(2.8

)

Other (income) expense, net

 

 

0.1

 

 

 

 

 

 

0.6

 

 

 

 

 

 

0.7

 

(Loss) income before income taxes

 

 

(59.5

)

 

 

93.1

 

 

 

6.1

 

 

 

 

 

 

39.7

 

Income taxes

 

 

(22.8

)

 

 

33.4

 

 

 

0.9

 

 

 

 

 

 

11.5

 

Equity in net income (loss) of subsidiaries

 

 

64.9

 

 

 

5.2

 

 

 

 

 

 

(70.1

)

 

 

 

Net income (loss)

 

$

28.2

 

 

$

64.9

 

 

$

5.2

 

 

$

(70.1

)

 

$

28.2

 

 

 

 

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net (loss) income

 

$

(34.1

)

 

$

46.0

 

 

$

5.5

 

 

$

(51.5

)

 

$

(34.1

)

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

(10.1

)

 

 

 

 

 

(10.1

)

Pension and postretirement reclassification

   adjustment, net of tax

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

 

0.2

 

Adoption of ASU 2018-02 reclassification to retained earnings

 

 

 

 

 

(1.1

)

 

 

 

 

 

 

 

 

(1.1

)

Other comprehensive loss:

 

 

 

 

 

(0.9

)

 

 

(10.1

)

 

 

 

 

 

(11.0

)

Equity in other comprehensive (loss) income of

   subsidiaries

 

 

(9.9

)

 

 

(10.1

)

 

 

 

 

 

20.0

 

 

 

 

Comprehensive (loss) income

 

$

(44.0

)

 

$

35.0

 

 

$

(4.6

)

 

$

(31.5

)

 

$

(45.1

)

 

 

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended March 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Net income (loss)

 

$

28.2

 

 

$

64.9

 

 

$

5.2

 

 

$

(70.1

)

 

$

28.2

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

3.6

 

 

 

 

 

 

3.6

 

Pension and postretirement reclassification

   adjustment, net of tax

 

 

 

 

 

0.3

 

 

 

 

 

 

 

 

 

0.3

 

Other comprehensive income (loss)

 

 

 

 

 

0.3

 

 

 

3.6

 

 

 

 

 

 

3.9

 

Equity in other comprehensive (loss) income of

   subsidiaries

 

 

3.9

 

 

 

3.6

 

 

 

 

 

 

(7.5

)

 

 

 

Comprehensive income (loss)

 

$

32.1

 

 

$

68.8

 

 

$

8.8

 

 

$

(77.6

)

 

$

32.1

 

 

 

Condensed Supplemental Consolidating Statement of Cash Flows

Condensed Supplemental Consolidating Statement of Cash Flows

Three Months Ended March 31, 2018

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating

   activities

 

$

41.3

 

 

$

41.2

 

 

$

26.5

 

 

$

(51.2

)

 

$

57.8

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions to property, plant, and equipment

 

 

(0.9

)

 

 

(32.3

)

 

 

(5.3

)

 

 

 

 

 

(38.5

)

Additions to intangible assets

 

 

(2.5

)

 

 

(0.4

)

 

 

 

 

 

 

 

 

(2.9

)

Intercompany transfer

 

 

(42.8

)

 

 

(43.3

)

 

 

0.5

 

 

 

85.6

 

 

 

 

Other

 

 

 

 

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Net cash provided by (used in) investing

   activities

 

 

(46.2

)

 

 

(76.0

)

 

 

(5.1

)

 

 

85.6

 

 

 

(41.7

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (repayment) borrowing of debt

 

 

(2.4

)

 

 

(1.4

)

 

 

 

 

 

 

 

 

(3.8

)

Intercompany transfer

 

 

10.8

 

 

 

36.2

 

 

 

(12.6

)

 

 

(34.4

)

 

 

 

Repurchases of common stock

 

 

(17.1

)

 

 

 

 

 

 

 

 

 

 

 

(17.1

)

Receipts related to stock-based award activities

 

 

1.9

 

 

 

 

 

 

 

 

 

 

 

 

1.9

 

Payments related to stock-based award activities

 

 

(1.1

)

 

 

 

 

 

 

 

 

 

 

 

(1.1

)

Net cash provided by (used in) financing

   activities

 

 

(7.9

)

 

 

34.8

 

 

 

(12.6

)

 

 

(34.4

)

 

 

(20.1

)

Effect of exchange rate changes on cash and cash

   equivalents

 

 

 

 

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Increase (decrease) in cash and cash equivalents

 

 

(12.8

)

 

 

 

 

 

8.5

 

 

 

 

 

 

(4.3

)

Cash and cash equivalents, beginning of period

 

 

83.2

 

 

 

0.2

 

 

 

49.4

 

 

 

 

 

 

132.8

 

Cash and cash equivalents, end of period

 

$

70.4

 

 

$

0.2

 

 

$

57.9

 

 

$

 

 

$

128.5

 

 

Condensed Supplemental Consolidating Statement of Cash Flows

Three Months Ended March 31, 2017

(In millions)

 

 

 

Parent

 

 

Guarantor

 

 

Non-Guarantor

 

 

 

 

 

 

 

 

 

 

 

Company

 

 

Subsidiaries

 

 

Subsidiaries

 

 

Eliminations

 

 

Consolidated

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating

   activities

 

$

44.6

 

 

$

97.7

 

 

$

5.5

 

 

$

(69.3

)

 

$

78.5

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions to property, plant, and equipment

 

 

(1.1

)

 

 

(30.5

)

 

 

(3.1

)

 

 

 

 

 

(34.7

)

Additions to intangible assets

 

 

(8.2

)

 

 

(0.5

)

 

 

 

 

 

 

 

 

(8.7

)

Intercompany transfer

 

 

(34.1

)

 

 

(31.0

)

 

 

 

 

 

65.1

 

 

 

 

Proceeds from sale of fixed assets

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

 

0.2

 

Other

 

 

 

 

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Net cash (used in) provided by investing

   activities

 

 

(43.4

)

 

 

(61.8

)

 

 

(3.4

)

 

 

65.1

 

 

 

(43.5

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net borrowing (repayment) of debt

 

 

(34.7

)

 

 

(1.4

)

 

 

 

 

 

 

 

 

(36.1

)

Intercompany transfer

 

 

27.7

 

 

 

(33.9

)

 

 

2.0

 

 

 

4.2

 

 

 

 

Receipts related to stock-based award activities

 

 

6.7

 

 

 

 

 

 

 

 

 

 

 

 

6.7

 

Payments related to stock-based award activities

 

 

(0.9

)

 

 

 

 

 

 

 

 

 

 

 

(0.9

)

Net cash provided by (used in) financing

   activities

 

 

(1.2

)

 

 

(35.3

)

 

 

2.0

 

 

 

4.2

 

 

 

(30.3

)

Effect of exchange rate changes on cash and cash

   equivalents

 

 

 

 

 

 

 

 

0.4

 

 

 

 

 

 

0.4

 

(Decrease) increase in cash and cash equivalents

 

 

 

 

 

0.6

 

 

 

4.5

 

 

 

 

 

 

5.1

 

Cash and cash equivalents, beginning of period

 

 

 

 

 

0.2

 

 

 

61.9

 

 

 

 

 

 

62.1

 

Cash and cash equivalents, end of period

 

$

 

 

$

0.8

 

 

$

66.4

 

 

$

 

 

$

67.2

 

 

v3.8.0.1
Aggregate Expenses Incurred Associated with Facility Closure (Detail) - USD ($)
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Restructuring Cost and Reserve [Line Items]    
Restructuring charges $ 38,600,000 $ 11,000,000
Cost of Sales    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges 9,700,000 4,200,000
Other Operating Expenses, Net    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges 28,900,000 6,800,000
Structure to Win Improvement Program    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 30,100,000  
Restructuring charges 8,400,000 0
Cumulative costs to date 8,400,000  
TreeHouse 2020 Restructuring Plan    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 340,000,000  
Restructuring charges 27,700,000 0
Cumulative costs to date 85,400,000  
Restructuring Plans Other Than TreeHouse 2020    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 48,500,000  
Restructuring charges 800,000 9,400,000
Cumulative costs to date 46,900,000  
Restructuring and Margin Improvement Activities Categories    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 38,600,000 11,000,000
Restructuring and Margin Improvement Activities Categories | Structure to Win Improvement Program    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 8,400,000  
Restructuring and Margin Improvement Activities Categories | TreeHouse 2020 Restructuring Plan    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 27,700,000  
Restructuring and Margin Improvement Activities Categories | Restructuring Plans Other Than TreeHouse 2020    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 2,500,000 11,000,000
Employee Related Costs | Structure to Win Improvement Program    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 16,000,000  
Restructuring charges 5,500,000  
Cumulative costs to date 5,500,000  
Employee Related Costs | TreeHouse 2020 Restructuring Plan    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 84,000,000  
Restructuring charges 8,400,000  
Cumulative costs to date 17,500,000  
Employee Related Costs | Restructuring Plans Other Than TreeHouse 2020    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 11,200,000  
Restructuring charges   2,500,000
Cumulative costs to date 10,500,000  
Other Restructuring Costs | Structure to Win Improvement Program    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 14,100,000  
Restructuring charges 2,900,000  
Cumulative costs to date 2,900,000  
Other Restructuring Costs | TreeHouse 2020 Restructuring Plan    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 183,000,000  
Restructuring charges 14,000,000  
Cumulative costs to date 24,300,000  
Other Restructuring Costs | Restructuring Plans Other Than TreeHouse 2020    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 19,300,000  
Restructuring charges (100,000) 2,500,000
Cumulative costs to date 18,400,000  
Asset Related Costs | TreeHouse 2020 Restructuring Plan    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 73,000,000  
Restructuring charges 5,300,000  
Cumulative costs to date 43,600,000  
Asset Related Costs | Restructuring Plans Other Than TreeHouse 2020    
Restructuring Cost and Reserve [Line Items]    
Total expected costs 18,000,000  
Restructuring charges 900,000 $ 4,400,000
Cumulative costs to date $ 18,000,000  
v3.8.0.1
Restructuring and Margin Improvement Activities - Additional Information (Detail) - USD ($)
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Restructuring Cost and Reserve [Line Items]    
Restructuring charges $ 38,600,000 $ 11,000,000
Restructuring costs other than facility closing $ 1,700,000 1,600,000
Structure to Win Improvement Program    
Restructuring Cost and Reserve [Line Items]    
Description of restructuring plan In the first quarter of 2018, the Company announced an Operating expenses improvement program (“Structure to Win”) designed to align our organization structure with strategic priorities. The program is intended to support operational effectiveness, cost reduction, and position the Company for growth with a focus on a lean customer focused go-to-market team, centralized supply chain, and streamlined back office.  
Expected Cost $ 30,100,000  
Restructuring charges $ 8,400,000 0
TreeHouse 2020 Restructuring Plan    
Restructuring Cost and Reserve [Line Items]    
Description of restructuring plan In the third quarter of 2017, the Company announced TreeHouse 2020, a program intended to accelerate long-term growth through optimization of our manufacturing network, transformation of our mixing centers and warehouse footprint, and leveraging of systems and processes to drive performance. The Company’s workstreams related to these activities and selling, general, and administrative reductions continue to deliver value by increasing our capacity utilization, expanding operating margins, and streamlining our plant structure to optimize our supply chain. TreeHouse 2020 is expected to produce significant savings to achieve our operating margin expansion targets creating reinvestment opportunities to drive future growth.  
Expected Cost $ 340,000,000  
Restructuring charges $ 27,700,000 $ 0
TreeHouse 2020 Restructuring Plan | Facility Closing    
Restructuring Cost and Reserve [Line Items]    
Description of restructuring plan The key elements of Phase 1 include the closure of the Company’s Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility, which are successfully tracking toward their closure dates noted in the table below. Key elements of Phase 2, which was announced in the first quarter of 2018, include the closure of the Company’s Visalia, CA and Battle Creek, MI facilities.  
v3.8.0.1
Schedule of Facility Closures (Detail)
$ in Millions
3 Months Ended
Mar. 31, 2018
USD ($)
TreeHouse 2020 Restructuring Plan  
Restructuring Cost and Reserve [Line Items]  
Total Costs to Close $ 340.0
TreeHouse 2020 Restructuring Plan | Dothan Alabama Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Dothan, Alabama
Date of Closure Announcement Aug. 03, 2017
Full Facility Closure Partial closure Q2 2018
Primary Products Produced Trail mix and snack nuts
Primary Segment(s) Affected Snacks
Total Costs to Close $ 5.7
Total Cash Costs (Proceeds) to Close $ 3.0
TreeHouse 2020 Restructuring Plan | Brooklyn Park Minnesota Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Brooklyn Park, Minnesota
Date of Closure Announcement Aug. 03, 2017
Full Facility Closure Completed in Q4 2017
Primary Products Produced Dry dinners
Primary Segment(s) Affected Baked Goods
Total Costs to Close $ 19.5
Total Cash Costs (Proceeds) to Close $ 12.2
TreeHouse 2020 Restructuring Plan | Plymouth Indiana Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Plymouth, Indiana
Date of Closure Announcement Aug. 03, 2017
Full Facility Closure Completed in Q4 2017
Primary Products Produced Pickles
Primary Segment(s) Affected Condiments
Total Costs to Close $ 19.3
Total Cash Costs (Proceeds) to Close $ 14.5
TreeHouse 2020 Restructuring Plan | Battle Creek Michigan Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Battle Creek, Michigan
Date of Closure Announcement Jan. 31, 2018
Full Facility Closure Mid-2019
Primary Products Produced Ready-to-eat cereal
Primary Segment(s) Affected Meals
Total Costs to Close $ 18.2
Total Cash Costs (Proceeds) to Close $ 11.8
TreeHouse 2020 Restructuring Plan | Visalia California Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Visalia, California
Date of Closure Announcement Feb. 15, 2018
Full Facility Closure Q1 2019
Primary Products Produced Pretzels
Primary Segment(s) Affected Baked Goods
Total Costs to Close $ 23.6
Total Cash Costs (Proceeds) to Close 11.0
TreeHouse 2020 Restructuring Plan | Dothan, Brooklyn Park, Plymouth, Battle Creek and Visalia  
Restructuring Cost and Reserve [Line Items]  
Total Costs to Close 86.3
Total Cash Costs (Proceeds) to Close 52.5
Pre TreeHouse 2020 Facility Closures and Downsizing  
Restructuring Cost and Reserve [Line Items]  
Total Costs to Close 48.5
Total Cash Costs (Proceeds) to Close $ 30.5
Pre TreeHouse 2020 Facility Closures and Downsizing | City Of Industry California Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location City of Industry, California
Date of Closure Announcement Nov. 18, 2015
Full Facility Closure Completed in Q3 2016
Primary Products Produced Liquid non-dairy creamer and refrigerated salad dressings
Primary Segment(s) Affected Beverages, Condiments
Total Costs to Close $ 6.8
Total Cash Costs (Proceeds) to Close $ 3.6
Pre TreeHouse 2020 Facility Closures and Downsizing | Ayer Massachusetts Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Ayer, Massachusetts
Date of Closure Announcement Apr. 05, 2016
Full Facility Closure Completed in Q3 2017
Primary Products Produced Mayonnaise
Primary Segment(s) Affected Condiments
Total Costs to Close $ 5.6
Total Cash Costs (Proceeds) to Close $ 4.0
Pre TreeHouse 2020 Facility Closures and Downsizing | Azusa California Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Azusa, California
Date of Closure Announcement May 24, 2016
Full Facility Closure Completed in Q3 2017
Primary Products Produced Bars and fruit snacks
Primary Segment(s) Affected Snacks
Total Costs to Close $ 21.2
Total Cash Costs (Proceeds) to Close $ 17.0
Pre TreeHouse 2020 Facility Closures and Downsizing | Ripon Wisconsin Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Ripon, Wisconsin
Date of Closure Announcement May 24, 2016
Full Facility Closure Completed in Q4 2016
Primary Products Produced Sugar wafer cookies
Primary Segment(s) Affected Baked Goods
Total Costs to Close $ 0.8
Total Cash Costs (Proceeds) to Close $ 1.0
Pre TreeHouse 2020 Facility Closures and Downsizing | Delta British Columbia Facility Closure  
Restructuring Cost and Reserve [Line Items]  
Facility Location Delta, British Columbia
Date of Closure Announcement Nov. 03, 2016
Full Facility Closure Completed in Q1 2018
Primary Products Produced Frozen griddle products
Primary Segment(s) Affected Baked Goods
Total Costs to Close $ 3.7
Total Cash Costs (Proceeds) to Close $ 2.7
Pre TreeHouse 2020 Facility Closures and Downsizing | Battle Creek Michigan Facility Downsizing  
Restructuring Cost and Reserve [Line Items]  
Facility Location Battle Creek, Michigan
Date of Closure Announcement Nov. 03, 2016
Full Facility Closure - [1]
Primary Products Produced Ready-to-eat cereal
Primary Segment(s) Affected Meals
Total Costs to Close $ 10.4
Total Cash Costs (Proceeds) to Close $ 2.2
[1] The downsizing of this facility began in January 2017 and is expected to last approximately 15 months. On January 31, 2018, the Company announced the full closure of this facility. The costs associated with the full closure are included in the TreeHouse 2020 section of this footnote.
v3.8.0.1
Schedule of Facility Closures (Parenthetical) (Detail) - Battle Creek Michigan Facility Downsizing
3 Months Ended
Mar. 31, 2018
Restructuring Cost and Reserve [Line Items]  
Initiation month year 2017-01
Restructuring period 15 months
v3.8.0.1
Reconciliation of Liabilities (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Restructuring Cost and Reserve [Line Items]    
Expense $ 38.6 $ 11.0
Restructuring Plans Other Than TreeHouse 2020    
Restructuring Cost and Reserve [Line Items]    
Expense 0.8 9.4
Restructuring Plans Other Than TreeHouse 2020 | Severance    
Restructuring Cost and Reserve [Line Items]    
Balance as of December 31, 2017 6.1  
Payments (3.7)  
Balance as of March 31, 2018 9.1  
Restructuring Plans Other Than TreeHouse 2020 | Severance | Member Units    
Restructuring Cost and Reserve [Line Items]    
Expense 6.7  
Restructuring Plans Other Than TreeHouse 2020 | Multi-employer Pension Plan Withdrawal    
Restructuring Cost and Reserve [Line Items]    
Balance as of December 31, 2017 0.8  
Balance as of March 31, 2018 0.8  
Restructuring Plans Other Than TreeHouse 2020 | Other Costs    
Restructuring Cost and Reserve [Line Items]    
Balance as of December 31, 2017 2.7  
Expense (0.1) 2.5
Payments (2.0)  
Adjustments (0.7)  
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs    
Restructuring Cost and Reserve [Line Items]    
Balance as of December 31, 2017 9.6  
Expense   $ 2.5
Payments (5.7)  
Adjustments (0.7)  
Balance as of March 31, 2018 9.9  
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs | Member Units    
Restructuring Cost and Reserve [Line Items]    
Expense $ 6.7  
v3.8.0.1
Schedule of Segment Revenue Disaggregated by Segment and Product Category (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Disaggregation Of Revenue [Line Items]    
Net sales $ 1,481.2 $ 1,536.2
Baked Goods    
Disaggregation Of Revenue [Line Items]    
Net sales 346.0 341.1
Baked Goods | Retail Bakery    
Disaggregation Of Revenue [Line Items]    
Net sales 177.1 182.6
Baked Goods | Baked Products    
Disaggregation Of Revenue [Line Items]    
Net sales 168.9 158.5
Beverages    
Disaggregation Of Revenue [Line Items]    
Net sales 249.1 268.0
Beverages | Beverages    
Disaggregation Of Revenue [Line Items]    
Net sales 171.4 183.1
Beverages | Beverage Enhancers    
Disaggregation Of Revenue [Line Items]    
Net sales 77.7 84.9
Condiments    
Disaggregation Of Revenue [Line Items]    
Net sales 315.2 310.1
Condiments | Dressings and Sauces    
Disaggregation Of Revenue [Line Items]    
Net sales 246.2 237.3
Condiments | Pickles    
Disaggregation Of Revenue [Line Items]    
Net sales 69.0 72.8
Meals    
Disaggregation Of Revenue [Line Items]    
Net sales 277.0 324.0
Meals | Pasta and Dry Dinners    
Disaggregation Of Revenue [Line Items]    
Net sales 142.0 133.6
Meals | Cereals and Other Meals    
Disaggregation Of Revenue [Line Items]    
Net sales 135.0 190.4
Snacks    
Disaggregation Of Revenue [Line Items]    
Net sales 293.9 290.6
Snacks | Snack Nuts    
Disaggregation Of Revenue [Line Items]    
Net sales 202.4 186.5
Snacks | Trail Mix and Bars    
Disaggregation Of Revenue [Line Items]    
Net sales $ 91.5 104.1
Unallocated net sales    
Disaggregation Of Revenue [Line Items]    
Net sales   $ 2.4
v3.8.0.1
Schedule of Segment Revenue Disaggregated by Segment and Product Category (Parenthetical) (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Disaggregation Of Revenue [Line Items]    
Net sales $ 1,481.2 $ 1,536.2
Soup and Infant Feeding    
Disaggregation Of Revenue [Line Items]    
Net sales   $ 42.6
v3.8.0.1
Revenue Recognition - Additional Information (Detail)
3 Months Ended
Mar. 31, 2018
Revenue From Contract With Customer [Abstract]  
Revenue, performance obligation, description of good or service The Company’s performance obligations are food and beverage products.
Revenue, performance obligation satisfied at point in time, transfer of control Revenue recognition is completed on a point in time basis when product control is transferred to the customer. In general, control transfers to the customer when the product is shipped or delivered to the customer based upon applicable shipping terms, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time.
Revenue, information used to allocate transaction price Customer contracts generally do not include more than one performance obligation. When a contract does contain more than one performance obligation, we allocate the contract’s transaction price to each performance obligation based on its relative standalone selling price. The standalone selling price for each distinct good is generally determined by directly observable data.
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, performance obligation, description of payment terms Our customer contracts identify the product, quantity, price, payment and final delivery terms. Payment terms usually include early pay discounts. We grant payment terms consistent with industry standards. Although some payment terms may be more extended, no terms beyond one year are granted at contract inception. As a result, we do not adjust the promised amount of consideration for the effects of a significant financing component because the period between our transfer of a promised good or service to a customer and the customer’s payment for that good or service will be one year or less.
Revenue, information used to assess variable consideration constraint The most common forms of variable consideration include discounts, rebates and sales returns and allowances. Variable consideration is treated as a reduction in revenue when product revenue is recognized. Depending on the specific type of variable consideration, we use either the expected value or most likely amount method to determine the variable consideration. We believe there will not be significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers. The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience, and any recent changes in the market. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration.
Revenue, performance obligation, description of warranty TreeHouse provides all customers with a standard or assurance type warranty. Either stated or implied, the Company provides assurance the related products will comply with all agreed-upon specifications and other warranties provided under the law. No services beyond an assurance warranty are provided to customers.
Revenue, information used to measure obligation for returns The Company does not grant a general right of return. However, customers may return defective or non-conforming products. Customer remedies may include either a cash refund or an exchange of the product. As a result, the right of return and related refund liability is estimated and recorded as a reduction in revenue. This return estimate is reviewed and updated each period and is based on historical sales and return experience.
Capitalized contract cost, judgment We have identified certain incremental costs to obtain a contract, primarily sales commissions, requiring capitalization under the new standard. The Company continues to expense these costs as incurred because the amortization period for the costs would have been one year or less. The Company does not incur significant fulfillment costs requiring capitalization.
v3.8.0.1
Impact On Select Condensed Consolidated Balance Sheet Due To Adoption Of Topic 606 (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Revenue Initial Application Period Cumulative Effect Transition [Line Items]    
Receivables, net (Note 3) $ 345.2 $ 329.8
Accounts payable and accrued expenses 648.7 $ 589.7
Unadjusted | Accounting Standards Update 2014-09    
Revenue Initial Application Period Cumulative Effect Transition [Line Items]    
Receivables, net (Note 3) 294.2  
Accounts payable and accrued expenses 597.7  
Effect of Change Higher / (Lower) | Accounting Standards Update 2014-09    
Revenue Initial Application Period Cumulative Effect Transition [Line Items]    
Receivables, net (Note 3) 51.0  
Accounts payable and accrued expenses $ 51.0  
v3.8.0.1
Receivables Sales Agreement - Additional Information (Detail) - USD ($)
3 Months Ended
Mar. 31, 2018
Dec. 31, 2017
Receivables [Abstract]    
Proceeds from receivables sales   $ 200,000,000
Sale of accounts receivables $ 183,100,000  
Loss on sale of receivables 600,000  
Retained interest $ 0  
v3.8.0.1
Inventories (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Inventory Disclosure [Abstract]    
Raw materials and supplies $ 450.0 $ 416.5
Finished goods 519.5 530.0
LIFO reserve (28.9) (28.2)
Total inventories $ 940.6 $ 918.3
v3.8.0.1
Inventories - Additional Information (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Inventory Disclosure [Abstract]    
LIFO inventory $ 65.9 $ 92.9
v3.8.0.1
Property, Plant, and Equipment (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Property Plant And Equipment [Abstract]    
Land $ 70.0 $ 69.8
Buildings and improvements 460.4 454.6
Machinery and equipment 1,310.1 1,310.2
Construction in progress 102.2 93.8
Total 1,942.7 1,928.4
Less accumulated depreciation (663.5) (634.0)
Property, plant, and equipment, net $ 1,279.2 $ 1,294.4
v3.8.0.1
Property, Plant, and Equipment - Additional Information (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Property Plant And Equipment [Abstract]    
Depreciation expense $ 44.8 $ 43.8
v3.8.0.1
Changes in Carrying Amount of Goodwill (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Dec. 31, 2017
Goodwill [Line Items]    
Goodwill   $ 2,803.3
Accumulated impairment losses   (621.3)
Beginning Balance $ 2,182.0  
Foreign currency exchange adjustments (3.3)  
Ending Balance 2,178.7  
Baked Goods    
Goodwill [Line Items]    
Goodwill   555.6
Beginning Balance 555.6  
Ending Balance 555.6  
Beverages    
Goodwill [Line Items]    
Goodwill   716.7
Beginning Balance 716.7  
Foreign currency exchange adjustments (1.4)  
Ending Balance 715.3  
Condiments    
Goodwill [Line Items]    
Goodwill   449.5
Accumulated impairment losses   (11.5)
Beginning Balance 438.0  
Foreign currency exchange adjustments (1.9)  
Ending Balance 436.1  
Meals    
Goodwill [Line Items]    
Goodwill   471.7
Beginning Balance 471.7  
Ending Balance $ 471.7  
Snacks    
Goodwill [Line Items]    
Goodwill   609.8
Accumulated impairment losses   $ (609.8)
v3.8.0.1
Carrying Amounts of Intangible Assets with Indefinite Lives Other Than Goodwill (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Indefinite-lived Intangible Assets [Line Items]    
Indefinite lived intangibles $ 22.3 $ 22.8
Trademarks    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite lived intangibles $ 22.3 $ 22.8
v3.8.0.1
Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Detail) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2017
Mar. 31, 2018
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 1,509.6 $ 1,209.8
Accumulated Amortization (486.1) (479.3)
Impairment Losses (273.3)  
Net Carrying Amount 750.2 730.5
Customer-related Intangible Assets    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 1,265.4 961.7
Accumulated Amortization (361.4) (347.7)
Impairment Losses (273.3)  
Net Carrying Amount 630.7 614.0
Contractual agreements    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 3.0 3.0
Accumulated Amortization (3.0) (3.0)
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 69.6 69.4
Accumulated Amortization (28.7) (29.9)
Net Carrying Amount 40.9 39.5
Formulas/recipes    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 33.8 33.8
Accumulated Amortization (18.3) (19.6)
Net Carrying Amount 15.5 14.2
Computer software    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 137.8 141.9
Accumulated Amortization (74.7) (79.1)
Net Carrying Amount $ 63.1 $ 62.8
v3.8.0.1
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Dec. 31, 2017
Goodwill And Intangible Assets Disclosure [Abstract]      
Total intangible assets, excluding goodwill $ 752.8   $ 773.0
Amortization expense on intangible assets $ 22.2 $ 28.6  
v3.8.0.1
Estimated Amortization Expense on Intangible Assets (Detail)
$ in Millions
Mar. 31, 2018
USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]  
2018 $ 85.0
2019 82.5
2020 80.3
2021 71.5
2022 $ 67.6
v3.8.0.1
Accounts Payable and Accrued Expenses (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Payables And Accruals [Abstract]    
Accounts payable $ 468.4 $ 451.3
Payroll and benefits 68.7 59.9
Trade promotion liabilities [1] 51.0  
Health insurance, workers’ compensation, and other insurance costs 27.1 28.7
Marketing expenses 8.4 10.4
Interest 7.8 23.8
Taxes 4.5 7.4
Other accrued liabilities 12.8 8.2
Total $ 648.7 $ 589.7
[1] The trade promotion liabilities relate to a reclassification of certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities due to the adoption of Topic 606. See Note 3 for more information
v3.8.0.1
Income Taxes - Additional Information (Detail) - USD ($)
3 Months Ended 12 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Dec. 31, 2017
Income Taxes [Line Items]      
Effective income tax rate 22.30% 29.00%  
Effective income tax rate impact of discrete expense rate attributable to vesting and exercise of share based awards (1.76%)    
Decrease in total amount of unrecognized tax benefits within the next 12 months $ 9,700,000    
Decrease in unrecognized tax benefits is reasonably possible $ 1,400,000    
Corporate tax rate 21.00%   35.00%
Maximum percentage of deductible interest expense 30.00%    
Change in tax rate, income tax benefit     $ (104,200,000)
Income tax benefit related to adjustments of net deferred liability     (108,400,000)
Transition tax     $ 9,600,000
Tax cuts and jobs act, measurement period adjustment, income tax expense (benefit) $ 0    
Tax cuts and jobs act of 2017 incomplete accounting provisional income tax expense (benefit). $ (104,200,000)    
Earliest Tax Year      
Income Taxes [Line Items]      
Income tax examination, year under examination 2018    
Latest Tax Year      
Income Taxes [Line Items]      
Income tax examination, year under examination 2019    
IRS      
Income Taxes [Line Items]      
Tax year open to examination 2015    
CRA | Earliest Tax Year      
Income Taxes [Line Items]      
Tax year open to examination 2008    
CRA | Latest Tax Year      
Income Taxes [Line Items]      
Tax year open to examination 2015    
IAR | Earliest Tax Year      
Income Taxes [Line Items]      
Tax year open to examination 2007    
IAR | Latest Tax Year      
Income Taxes [Line Items]      
Tax year open to examination 2013    
v3.8.0.1
Long-Term Debt (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Debt Instrument [Line Items]    
Other debt $ 2.8 $ 3.1
Total outstanding debt 2,570.8 2,574.6
Deferred financing costs (27.5) (28.8)
Less current portion (10.1) (10.1)
Total long-term debt 2,533.2 2,535.7
Term Loan A    
Debt Instrument [Line Items]    
Term Loan 497.5 498.8
Term Loan A-1    
Debt Instrument [Line Items]    
Term Loan 895.5 897.8
2022 Notes    
Debt Instrument [Line Items]    
Senior notes 400.0 400.0
2024 Notes    
Debt Instrument [Line Items]    
Senior notes $ 775.0 $ 775.0
v3.8.0.1
Long-Term Debt - Additional Information (Detail) - USD ($)
3 Months Ended
Mar. 31, 2018
Dec. 01, 2017
Nov. 30, 2017
Feb. 01, 2016
Debt Instrument [Line Items]        
Average interest rate on debt outstanding 3.22%      
Credit agreement interest rate including effect of interest rate swaps 2.99%      
Weighted average fixed interest rate of interest rate swap agreements in effect 1.40%      
Interest Rate Swap        
Debt Instrument [Line Items]        
Derivative notional amount $ 875,000,000      
Revolving Credit Facility        
Debt Instrument [Line Items]        
Revolving credit facility - maximum borrowing capacity   $ 750,000,000 $ 900,000,000 $ 750,000,000
v3.8.0.1
Long-Term Debt - Revolving Credit Facility - Additional Information (Detail) - Revolving Credit Facility - USD ($)
3 Months Ended
Mar. 31, 2018
Dec. 01, 2017
Nov. 30, 2017
Feb. 01, 2016
Debt Instrument [Line Items]        
Revolving credit facility available $ 716,000,000      
Revolving credit facility - maximum borrowing capacity   $ 750,000,000 $ 900,000,000 $ 750,000,000
Letters of credit facility issued but undrawn $ 34,000,000      
Revolving credit availability reduced by undrawn letters of credit In addition, as of March 31, 2018, there were $34.0 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit.      
v3.8.0.1
Stockholders' Equity - Additional Information (Detail) - Common Stock - USD ($)
shares in Millions, $ in Millions
3 Months Ended 14 Months Ended
Nov. 02, 2017
Mar. 31, 2018
Jan. 06, 2019
Stockholders Equity Note [Line Items]      
Stock repurchase program, expected amount under administrative repurchase plan $ 100.0    
Stock repurchase program, expected annual cap 150.0    
Repurchase of common stock, shares acquired   0.4  
Repurchase of common stock, value   $ 17.1  
Maximum      
Stockholders Equity Note [Line Items]      
Stock repurchase program, authorized amount $ 400.0    
Scenario, Forecast      
Stockholders Equity Note [Line Items]      
Stock repurchase program, authorized amount under administrative repurchase plan     $ 50.0
v3.8.0.1
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 Millions, $ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Earnings Per Share [Abstract]    
Net (loss) income $ (34.1) $ 28.2
Weighted average common shares outstanding 56.5 56.9
Assumed exercise/vesting of equity awards [1]   0.7
Weighted average diluted common shares outstanding 56.5 57.6
Net earnings per basic share $ (0.60) $ 0.50
Net earnings per diluted share $ (0.60) $ 0.49
[1] Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2018, weighted average common shares outstanding is the same for the computations of basic and diluted shares because the Company had a net loss for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 2.1 million and 1.6 million for the three months ended March 31, 2018 and 2017, respectively.
v3.8.0.1
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
Mar. 31, 2018
Mar. 31, 2017
Earnings Per Share [Abstract]    
Equity awards, excluded from computation of diluted earnings 2.1 1.6
v3.8.0.1
Stock-Based Compensation - Additional Information (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation $ 16.3 $ 7.5
Tax benefit recognized related to the compensation cost of share-based awards 4.0 2.8
Expense on modification of stock award $ 10.0  
Performance units converted into shares of common stock 0  
Employee Stock Option    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation $ 2.7 1.8
Expense on modification of stock award $ 1.2  
Share based compensation arrangement, award expiration period 10 years  
Compensation costs, unrecognized $ 7.4  
Compensation costs, recognition weighted average remaining period (in years) 1 year 8 months 12 days  
Restricted Stock Unit    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Expense on modification of stock award $ 3.8  
Performance Units    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation 5.3 1.0
Expense on modification of stock award 5.0  
Compensation costs, unrecognized $ 3.2  
Compensation costs, recognition weighted average remaining period (in years) 2 years 7 months 6 days  
Share based compensation arrangement, award vesting period 0 years  
Performance Units | Minimum    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Predefined percentage for calculation of performance unit awards 0.00%  
Performance Units | Maximum    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Predefined percentage for calculation of performance unit awards 200.00%  
Director Restricted Stock Units    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Number of restricted stock units, earned and deferred 91,000  
Employee Restricted Stock Units and Director Restricted Stock Units    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation $ 8.3 $ 4.7
Compensation costs, unrecognized $ 37.1  
Compensation costs, recognition weighted average remaining period (in years) 2 years 3 months 18 days  
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 16,100,000  
Shares available 3,100,000  
v3.8.0.1
Summary of Stock Option Activity (Detail) - Employee Stock Option - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
3 Months Ended 12 Months Ended
Mar. 31, 2018
Dec. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Options Outstanding, Beginning Balance 2,099  
Options, Forfeited (36)  
Options, Exercised (80)  
Options, Expired (7)  
Options Outstanding, Ending Balance 1,976 2,099
Options, Vested/expected to vest, at March 31, 2018 1,927  
Options, Exercisable, at March 31, 2018 1,395  
Weighted Average Exercise Price, Outstanding, Beginning Balance $ 71.46  
Weighted Average Exercise Price, Forfeited 87.90  
Weighted Average Exercise Price, Exercised 24.06  
Weighted Average Exercise Price, Expired 91.73  
Weighted Average Exercise Price, Outstanding, Ending Balance 72.99 $ 71.46
Weighted Average Exercise Price, Vested/expected to vest, at March 31, 2018 72.66  
Weighted Average Exercise Price, Exercisable, at March 31, 2018 $ 66.89  
Weighted Average Remaining Contractual Term, Outstanding 6 years 6 years 1 month 6 days
Weighted Average Remaining Contractual Term, Vested/expected to vest 6 years  
Weighted Average Remaining Contractual Term, Exercisable 5 years  
Aggregate Intrinsic Value, Outstanding $ 2.0 $ 5.9
Aggregate Intrinsic Value, Vested/expected to vest, at March 31, 2018 2.0  
Aggregate Intrinsic Value, Exercisable, at March 31, 2018 $ 2.0  
v3.8.0.1
Summary of Employee Stock Option Highlights (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Compensation expense $ 16.3 $ 7.5
Employee Stock Option    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Compensation expense 2.7 1.8
Intrinsic value of stock options exercised $ 1.5 4.5
Tax benefit recognized from stock option exercises   $ 1.7
v3.8.0.1
Summary of Restricted Stock and Restricted Stock Unit Activity (Detail)
shares in Thousands
3 Months Ended
Mar. 31, 2018
$ / shares
shares
Employee Restricted Stock Units  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Stock Units, Outstanding, Beginning Balance | shares 547
Stock Units, Granted | shares 636
Stock Units, Vested | shares (82)
Stock Units, Forfeited | shares (28)
Stock Units, Outstanding, Ending Balance | shares 1,073
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ / shares $ 85.41
Weighted Average Grant Date Fair Value, Granted | $ / shares 38.32
Weighted Average Grant Date Fair Value, Vested | $ / shares 83.93
Weighted Average Grant Date Fair Value, Forfeited | $ / shares 86.43
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ / shares $ 57.57
Director Restricted Stock Units  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Stock Units, Outstanding, Beginning Balance | shares 117
Stock Units, Granted | shares 36
Stock Units, Vested | shares (25)
Stock Units, Forfeited | shares (1)
Stock Units, Outstanding, Ending Balance | shares 127
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ / shares $ 60.21
Weighted Average Grant Date Fair Value, Granted | $ / shares 38.27
Weighted Average Grant Date Fair Value, Vested | $ / shares 61.20
Weighted Average Grant Date Fair Value, Forfeited | $ / shares 84.66
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ / shares $ 53.77
v3.8.0.1
Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Compensation expense $ 16.3 $ 7.5
Employee Restricted Stock Units and Director Restricted Stock Units    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Compensation expense 8.3 4.7
Fair value of vested restricted stock units 4.3 2.9
Tax benefit recognized from vested restricted stock units $ 1.0 $ 1.1
v3.8.0.1
Summary of Performance Unit Activity (Detail) - Performance Units
shares in Thousands
3 Months Ended
Mar. 31, 2018
$ / shares
shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Stock Units, Outstanding, Beginning Balance | shares 264
Stock Units, Granted | shares 141
Stock Units, Forfeited | shares (5)
Stock Units, Outstanding, Ending Balance | shares 400
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ / shares $ 86.13
Weighted Average Grant Date Fair Value, Granted | $ / shares 38.27
Weighted Average Grant Date Fair Value, Forfeited | $ / shares 87.46
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ / shares $ 69.27
v3.8.0.1
Summary of Performance Unit Highlights (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Compensation expense $ 16.3 $ 7.5
Performance Units    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Compensation expense $ 5.3 $ 1.0
v3.8.0.1
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Beginning Balance $ 2,263.3  
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 (1.1)  
Other comprehensive (loss) income (11.0) $ 3.9
Ending Balance 2,219.8  
Foreign Currency Translation    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Beginning Balance [1] (57.2) (89.4)
Other comprehensive (loss) income [1] (10.1) 3.6
Other comprehensive (loss) income [1] (10.1) 3.6
Ending Balance [1] (67.3) (85.8)
Unrecognized Pension and Postretirement Benefits    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Beginning Balance [2] (4.3) (11.9)
Reclassifications from accumulated other comprehensive loss [2] 0.2 0.3
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 [2] (1.1)  
Other comprehensive (loss) income [2] (0.9) 0.3
Ending Balance [2] (5.2) (11.6)
Accumulated Other Comprehensive Loss    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Beginning Balance (61.5) (101.3)
Other comprehensive (loss) income (10.1) 3.6
Reclassifications from accumulated other comprehensive loss 0.2 0.3
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 (1.1)  
Other comprehensive (loss) income (11.0) 3.9
Ending Balance $ (72.5) $ (97.4)
[1] The foreign currency translation adjustment tax impact was insignificant.
[2] The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information).
v3.8.0.1
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Parenthetical) (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Equity [Abstract]    
Pension and postretirement reclassification adjustment, tax   $ 0.2
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 $ (1.1)  
v3.8.0.1
Reclassifications from Accumulated Other Comprehensive Loss (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]    
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 $ (1.1)  
Prior service costs | Cost of Sales    
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]    
Reclassifications from accumulated other comprehensive loss, before tax   $ 0.1
Unrecognized net loss | Other Expenses, Net    
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]    
Reclassifications from accumulated other comprehensive loss, before tax 0.2 0.4
Unrecognized Pension and Postretirement Benefits    
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]    
Reclassifications from accumulated other comprehensive loss, before tax 0.2 0.5
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 [1] (1.1)  
Reclassifications from accumulated other comprehensive loss, Net of tax [1] 0.2 0.3
Unrecognized Pension and Postretirement Benefits | Accounting Standards Update 2018-02    
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]    
Reclassifications from accumulated other comprehensive loss, Net of tax $ (0.9) 0.3
Unrecognized Pension and Postretirement Benefits | Income Taxes    
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]    
Income taxes   $ 0.2
[1] The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information).
v3.8.0.1
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Pension Benefits    
Components of net periodic costs:    
Service cost $ 0.6 $ 1.2
Interest cost 2.9 4.0
Expected return on plan assets (4.0) (4.7)
Amortization of unrecognized prior service cost   0.1
Amortization of unrecognized net loss 0.2 0.4
Net periodic pension cost (0.3) 1.0
Postretirement Benefits    
Components of net periodic costs:    
Interest cost 0.3 0.3
Net periodic pension cost $ 0.3 $ 0.3
v3.8.0.1
Employee Retirement and Postretirement Benefits - Additional Information (Detail)
$ in Millions
Mar. 31, 2018
USD ($)
Pension Benefits  
Defined Benefit Plan Disclosure [Line Items]  
Expected contribution for benefit plans in the remaining current fiscal year $ 1.5
Postretirement Benefits  
Defined Benefit Plan Disclosure [Line Items]  
Expected contribution for benefit plans in the remaining current fiscal year $ 1.8
v3.8.0.1
Other Operating Expense, Net (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Other Income And Expenses [Abstract]    
Restructuring and margin improvement activities $ 28.9 $ 6.8
Total other operating expense, net $ 28.9 $ 6.8
v3.8.0.1
Derivative Instruments - Additional Information (Detail)
3 Months Ended
Mar. 31, 2018
USD ($)
MW
gal
DTH
Interest Rate Swap  
Derivative [Line Items]  
Derivative notional amount $ 875,000,000
Weighted average fixed interest rate 2.22%
Derivative contract, date matures Feb. 28, 2025
Interest Rate Swap | LIBOR Interest Rate  
Derivative [Line Items]  
Derivative notional amount $ 2,100,000,000
Foreign Currency Contract  
Derivative [Line Items]  
Derivative notional amount $ 63,700,000
Derivative, expiration period throughout 2018 and 2019.
Electricity Contract  
Derivative [Line Items]  
Derivative, expiration period throughout 2018, 2019, and 2020
Notional amount outstanding | MW 200,000
Diesel Contract  
Derivative [Line Items]  
Derivative, expiration period throughout 2018
Notional amount outstanding | gal 10,400,000
Natural Gas Contract  
Derivative [Line Items]  
Derivative, expiration period throughout 2018 and 2019
Notional amount outstanding | DTH 5,300,000
v3.8.0.1
Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value $ 17.4 $ 15.1
Liability derivative, fair value 9.2 1.2
Foreign Currency Contract | Prepaid expenses and other current assets    
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value 2.2 0.5
Commodity contracts | Accounts payable and accrued expenses    
Derivatives, Fair Value [Line Items]    
Liability derivative, fair value 0.6 1.2
Commodity contracts | Prepaid expenses and other current assets    
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value 1.1 2.7
Interest Rate Swap | Accounts payable and accrued expenses    
Derivatives, Fair Value [Line Items]    
Liability derivative, fair value 8.6  
Interest Rate Swap | Prepaid expenses and other current assets    
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value $ 14.1 $ 11.9
v3.8.0.1
Gains and Losses on Derivative Contracts (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized (loss) gain, commodity and derivative $ (5.6) $ (0.2)
Realized gain (loss) 3.8 0.6
Total (loss) gain (1.8) 0.4
Commodity contracts | Other expense, net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized (loss) gain, commodity (1.0) (1.1)
Commodity contracts | Selling and distribution    
Derivative Instruments, Gain (Loss) [Line Items]    
Realized gain (loss) 2.4 0.5
Foreign Currency Contract | Other expense, net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized (loss) gain, derivative 1.8 (0.1)
Foreign Currency Contract | Cost of Sales    
Derivative Instruments, Gain (Loss) [Line Items]    
Realized gain (loss) 0.6 0.2
Interest Rate Swap | Other expense, net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized (loss) gain, derivative (6.4) 1.0
Interest Rate Swap | Interest expense    
Derivative Instruments, Gain (Loss) [Line Items]    
Realized gain (loss) $ 0.8 $ (0.1)
v3.8.0.1
Carrying Value and Fair Value of Financial Instruments (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Carrying Value | Fair Value, Inputs, Level 2 | Term Loan A    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Term Loan $ (497.5) $ (498.8)
Carrying Value | Fair Value, Inputs, Level 2 | Term Loan A-1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Term Loan (895.5) (897.8)
Carrying Value | Fair Value, Inputs, Level 2 | 2022 Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Notes (400.0) (400.0)
Carrying Value | Fair Value, Inputs, Level 2 | 2024 Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Notes (775.0) (775.0)
Carrying Value | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Investments 13.7 14.1
Carrying Value | Fair Value, Measurements, Recurring | Commodity contracts | Fair Value, Inputs, Level 2    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Derivative assets (liability) 0.5 1.5
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) 2.2 0.5
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 assets (liability) 5.5 11.9
Fair Value | Fair Value, Inputs, Level 2 | Term Loan A    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Term Loan (499.1) (500.7)
Fair Value | Fair Value, Inputs, Level 2 | Term Loan A-1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Term Loan (897.2) (900.0)
Fair Value | Fair Value, Inputs, Level 2 | 2022 Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Notes (399.0) (405.0)
Fair Value | Fair Value, Inputs, Level 2 | 2024 Notes    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Notes (780.8) (806.0)
Fair Value | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Investments 13.7 14.1
Fair Value | Fair Value, Measurements, Recurring | Commodity contracts | Fair Value, Inputs, Level 2    
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]    
Derivative assets (liability) 0.5 1.5
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) 2.2 0.5
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 assets (liability) $ 5.5 $ 11.9
v3.8.0.1
Financial Information Relating to Reportable Segments (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Segment Reporting Information [Line Items]    
Net sales $ 1,481.2 $ 1,536.2
Direct operating income 131.2 178.8
Unallocated selling, general, and administrative expenses (189.5) (183.7)
Unallocated cost of sales (1,249.3) (1,249.8)
Operating (loss) income (8.7) 67.3
Other expense (35.2) (27.6)
(Loss) income before income taxes (43.9) 39.7
Baked Goods    
Segment Reporting Information [Line Items]    
Net sales 346.0 341.1
Direct operating income 28.0 41.9
Beverages    
Segment Reporting Information [Line Items]    
Net sales 249.1 268.0
Direct operating income 39.4 58.7
Condiments    
Segment Reporting Information [Line Items]    
Net sales 315.2 310.1
Direct operating income 27.2 31.7
Meals    
Segment Reporting Information [Line Items]    
Net sales 277.0 324.0
Direct operating income 29.9 34.0
Snacks    
Segment Reporting Information [Line Items]    
Net sales 293.9 290.6
Direct operating income 6.7 12.5
Unallocated Amount to Segment    
Segment Reporting Information [Line Items]    
Net sales   2.4
Unallocated selling, general, and administrative expenses (81.3) (80.0)
Unallocated cost of sales [1] (7.5) 1.5
Unallocated corporate expense and other [1] $ (51.1) $ (33.0)
[1] Includes charges related to restructuring and margin improvement activities, and other costs managed at corporate.
v3.8.0.1
Segment and Geographic Information and Major Customers - Additional Information (Detail)
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Customer Concentration Risk | Sales Revenue, Net | Walmart Stores, Inc. and affiliates    
Segment Reporting Information [Line Items]    
Concentration risk, percentage 23.30% 20.50%
Customer Concentration Risk | Sales Revenue, Net | Costco | Minimum    
Segment Reporting Information [Line Items]    
Concentration risk, percentage   10.00%
Customer Concentration Risk | Sales Revenue, Net | Outside of the United States    
Segment Reporting Information [Line Items]    
Concentration risk, percentage 8.30% 8.30%
Geographic Concentration Risk | Sales Revenue, Net | Canada    
Segment Reporting Information [Line Items]    
Concentration risk, percentage 6.20% 6.60%
Geographic Concentration Risk | Property, Plant and Equipment | Outside of the United States    
Segment Reporting Information [Line Items]    
Concentration risk, percentage 12.00% 11.00%
v3.8.0.1
Recent Accounting Pronouncements - Additional Information (Detail)
$ in Millions
3 Months Ended
Mar. 31, 2018
USD ($)
ASU 2017-07 | Cost of Sales  
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]  
Service cost component of net benefit cost $ 0.6
v3.8.0.1
Condensed Supplemental Consolidating Balance Sheet (Detail) - USD ($)
$ in Millions
Mar. 31, 2018
Dec. 31, 2017
Mar. 31, 2017
Dec. 31, 2016
Current assets:        
Cash and cash equivalents $ 128.5 $ 132.8 $ 67.2 $ 62.1
Investments 13.7 14.1    
Accounts receivable, net 345.2 329.8    
Inventories, net 940.6 918.3    
Prepaid expenses and other current assets 104.9 89.7    
Total current assets 1,532.9 1,484.7    
Property, plant, and equipment, net 1,279.2 1,294.4    
Goodwill 2,178.7 2,182.0    
Intercompany accounts (payable) receivable, net   0.0    
Intangible and other assets, net 794.7 818.2    
Total assets 5,785.5 5,779.3    
Current liabilities:        
Accounts payable and accrued expenses 648.7 589.7    
Current portion of long-term debt 10.1 10.1    
Total current liabilities 658.8 599.8    
Long-term debt 2,533.2 2,535.7    
Deferred income taxes 175.8 178.4    
Other long-term liabilities 197.9 202.1    
Stockholders’ equity 2,219.8 2,263.3    
Total liabilities and stockholders’ equity 5,785.5 5,779.3    
Eliminations        
Current assets:        
Prepaid expenses and other current assets   (32.1)    
Total current assets   (32.1)    
Investment in subsidiaries (5,559.5) (5,528.1)    
Deferred income taxes (12.5) (15.1)    
Total assets (5,572.0) (5,575.3)    
Current liabilities:        
Accounts payable and accrued expenses   (32.1)    
Total current liabilities   (32.1)    
Deferred income taxes (12.5) (15.1)    
Stockholders’ equity (5,559.5) (5,528.1)    
Total liabilities and stockholders’ equity (5,572.0) (5,575.3)    
Parent Company        
Current assets:        
Cash and cash equivalents 70.4 83.2    
Accounts receivable, net 0.6 0.2    
Prepaid expenses and other current assets 82.3 69.8    
Total current assets 153.3 153.2    
Property, plant, and equipment, net 38.5 29.3    
Investment in subsidiaries 4,981.2 4,945.5    
Intercompany accounts (payable) receivable, net (430.6) (328.6)    
Deferred income taxes 12.5 15.1    
Intangible and other assets, net 64.0 62.5    
Total assets 4,818.9 4,877.0    
Current liabilities:        
Accounts payable and accrued expenses 40.7 53.3    
Current portion of long-term debt 9.6 9.0    
Total current liabilities 50.3 62.3    
Long-term debt 2,532.0 2,533.8    
Other long-term liabilities 16.8 17.6    
Stockholders’ equity 2,219.8 2,263.3    
Total liabilities and stockholders’ equity 4,818.9 4,877.0    
Guarantor Subsidiaries        
Current assets:        
Cash and cash equivalents 0.2 0.2 0.8 0.2
Accounts receivable, net 291.0 297.1    
Inventories, net 835.0 803.1    
Prepaid expenses and other current assets 0.7 32.0    
Total current assets 1,126.9 1,132.4    
Property, plant, and equipment, net 1,087.0 1,108.7    
Goodwill 2,057.4 2,057.3    
Investment in subsidiaries 578.3 582.6    
Intercompany accounts (payable) receivable, net 381.6 274.5    
Intangible and other assets, net 636.2 652.1    
Total assets 5,867.4 5,807.6    
Current liabilities:        
Accounts payable and accrued expenses 551.8 513.8    
Current portion of long-term debt 0.5 1.1    
Total current liabilities 552.3 514.9    
Long-term debt 0.6 1.4    
Deferred income taxes 166.2 167.3    
Other long-term liabilities 167.1 178.5    
Stockholders’ equity 4,981.2 4,945.5    
Total liabilities and stockholders’ equity 5,867.4 5,807.6    
Non-Guarantor Subsidiaries        
Current assets:        
Cash and cash equivalents 57.9 49.4 $ 66.4 $ 61.9
Investments 13.7 14.1    
Accounts receivable, net 53.6 32.5    
Inventories, net 105.6 115.2    
Prepaid expenses and other current assets 21.9 20.0    
Total current assets 252.7 231.2    
Property, plant, and equipment, net 153.7 156.4    
Goodwill 121.3 124.7    
Intercompany accounts (payable) receivable, net 49.0 54.1    
Intangible and other assets, net 94.5 103.6    
Total assets 671.2 670.0    
Current liabilities:        
Accounts payable and accrued expenses 56.2 54.7    
Total current liabilities 56.2 54.7    
Long-term debt 0.6 0.5    
Deferred income taxes 22.1 26.2    
Other long-term liabilities 14.0 6.0    
Stockholders’ equity 578.3 582.6    
Total liabilities and stockholders’ equity $ 671.2 $ 670.0    
v3.8.0.1
Condensed Supplemental Consolidating Statement of Operations (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Condensed Financial Statements, Captions [Line Items]    
Net sales $ 1,481.2 $ 1,536.2
Cost of sales 1,249.3 1,249.8
Gross profit 231.9 286.4
Selling, general, and administrative expense 189.5 183.7
Amortization expense 22.2 28.6
Other operating expense, net 28.9 6.8
Operating (loss) income (8.7) 67.3
Interest expense 28.5 29.7
Interest income (2.0) (2.8)
Other expense (income), net 8.7 0.7
(Loss) income before income taxes (43.9) 39.7
Income taxes (9.8) 11.5
Net (loss) income (34.1) 28.2
Eliminations    
Condensed Financial Statements, Captions [Line Items]    
Net sales (104.8) (83.2)
Cost of sales (104.8) (83.2)
Interest expense (1.9) (2.9)
Interest income 1.9 2.9
Equity in net income (loss) of subsidiaries (51.5) (70.1)
Net (loss) income (51.5) (70.1)
Parent Company    
Condensed Financial Statements, Captions [Line Items]    
Selling, general, and administrative expense 44.6 27.5
Amortization expense 3.0 2.9
Other operating expense, net 18.8  
Operating (loss) income (66.4) (30.4)
Interest expense 29.0 31.2
Interest income (2.2) (2.2)
Other expense (income), net 7.1 0.1
(Loss) income before income taxes (100.3) (59.5)
Income taxes (20.2) (22.8)
Equity in net income (loss) of subsidiaries 46.0 64.9
Net (loss) income (34.1) 28.2
Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net sales 1,408.8 1,455.4
Cost of sales 1,194.3 1,188.4
Gross profit 214.5 267.0
Selling, general, and administrative expense 136.0 146.6
Amortization expense 16.9 23.4
Other operating expense, net 10.0 6.6
Operating (loss) income 51.6 90.4
Interest expense   0.2
Interest income (1.7) (2.9)
Other expense (income), net 3.6  
(Loss) income before income taxes 49.7 93.1
Income taxes 9.2 33.4
Equity in net income (loss) of subsidiaries 5.5 5.2
Net (loss) income 46.0 64.9
Non-Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net sales 177.2 164.0
Cost of sales 159.8 144.6
Gross profit 17.4 19.4
Selling, general, and administrative expense 8.9 9.6
Amortization expense 2.3 2.3
Other operating expense, net 0.1 0.2
Operating (loss) income 6.1 7.3
Interest expense 1.4 1.2
Interest income   (0.6)
Other expense (income), net (2.0) 0.6
(Loss) income before income taxes 6.7 6.1
Income taxes 1.2 0.9
Net (loss) income $ 5.5 $ 5.2
v3.8.0.1
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Condensed Financial Statements, Captions [Line Items]    
Net (loss) income $ (34.1) $ 28.2
Other comprehensive income:    
Foreign currency translation adjustments [1] (10.1) 3.6
Pension and postretirement reclassification adjustment, net of tax [2] 0.2 0.3
Adoption of ASU 2018-02 reclassification to retained earnings (1.1)  
Other comprehensive (loss) income (11.0) 3.9
Comprehensive (loss) income (45.1) 32.1
Eliminations    
Condensed Financial Statements, Captions [Line Items]    
Net (loss) income (51.5) (70.1)
Other comprehensive income:    
Equity in other comprehensive (loss) income of subsidiaries 20.0 (7.5)
Comprehensive (loss) income (31.5) (77.6)
Parent Company    
Condensed Financial Statements, Captions [Line Items]    
Net (loss) income (34.1) 28.2
Other comprehensive income:    
Equity in other comprehensive (loss) income of subsidiaries (9.9) 3.9
Comprehensive (loss) income (44.0) 32.1
Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net (loss) income 46.0 64.9
Other comprehensive income:    
Pension and postretirement reclassification adjustment, net of tax 0.2 0.3
Adoption of ASU 2018-02 reclassification to retained earnings (1.1)  
Other comprehensive (loss) income (0.9) 0.3
Equity in other comprehensive (loss) income of subsidiaries (10.1) 3.6
Comprehensive (loss) income 35.0 68.8
Non-Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net (loss) income 5.5 5.2
Other comprehensive income:    
Foreign currency translation adjustments (10.1) 3.6
Other comprehensive (loss) income (10.1) 3.6
Comprehensive (loss) income $ (4.6) $ 8.8
[1] The tax impact for the three months ended March 31, 2018 was insignificant.
[2] Net of tax of $0.2 million for the three months ended March 31, 2017.
v3.8.0.1
Condensed Supplemental Consolidating Statement of Cash Flows (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2018
Mar. 31, 2017
Cash flows from operating activities:    
Net cash provided by (used in) operating activities $ 57.8 $ 78.5
Cash flows from investing activities:    
Additions to property, plant, and equipment (38.5) (34.7)
Additions to intangible assets (2.9) (8.7)
Proceeds from sale of fixed assets   0.2
Other (0.3) (0.3)
Net cash used in investing activities (41.7) (43.5)
Cash flows from financing activities:    
Net (repayment) borrowing of debt (3.8) (36.1)
Repurchases of common stock (17.1)  
Receipts related to stock-based award activities 1.9 6.7
Payments related to stock-based award activities (1.1) (0.9)
Net cash used in financing activities (20.1) (30.3)
Effect of exchange rate changes on cash and cash equivalents (0.3) 0.4
Net (decrease) increase in cash and cash equivalents (4.3) 5.1
Cash and cash equivalents, beginning of period 132.8 62.1
Cash and cash equivalents, end of period 128.5 67.2
Eliminations    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities (51.2) (69.3)
Cash flows from investing activities:    
Intercompany transfer 85.6 65.1
Net cash used in investing activities 85.6 65.1
Cash flows from financing activities:    
Intercompany transfer (34.4) 4.2
Net cash used in financing activities (34.4) 4.2
Parent Company    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities 41.3 44.6
Cash flows from investing activities:    
Additions to property, plant, and equipment (0.9) (1.1)
Additions to intangible assets (2.5) (8.2)
Intercompany transfer (42.8) (34.1)
Net cash used in investing activities (46.2) (43.4)
Cash flows from financing activities:    
Net (repayment) borrowing of debt (2.4) (34.7)
Intercompany transfer 10.8 27.7
Repurchases of common stock (17.1)  
Receipts related to stock-based award activities 1.9 6.7
Payments related to stock-based award activities (1.1) (0.9)
Net cash used in financing activities (7.9) (1.2)
Net (decrease) increase in cash and cash equivalents (12.8)  
Cash and cash equivalents, beginning of period 83.2  
Cash and cash equivalents, end of period 70.4  
Guarantor Subsidiaries    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities 41.2 97.7
Cash flows from investing activities:    
Additions to property, plant, and equipment (32.3) (30.5)
Additions to intangible assets (0.4) (0.5)
Intercompany transfer (43.3) (31.0)
Proceeds from sale of fixed assets   0.2
Net cash used in investing activities (76.0) (61.8)
Cash flows from financing activities:    
Net (repayment) borrowing of debt (1.4) (1.4)
Intercompany transfer 36.2 (33.9)
Net cash used in financing activities 34.8 (35.3)
Net (decrease) increase in cash and cash equivalents   0.6
Cash and cash equivalents, beginning of period 0.2 0.2
Cash and cash equivalents, end of period 0.2 0.8
Non-Guarantor Subsidiaries    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities 26.5 5.5
Cash flows from investing activities:    
Additions to property, plant, and equipment (5.3) (3.1)
Intercompany transfer 0.5  
Other (0.3) (0.3)
Net cash used in investing activities (5.1) (3.4)
Cash flows from financing activities:    
Intercompany transfer (12.6) 2.0
Net cash used in financing activities (12.6) 2.0
Effect of exchange rate changes on cash and cash equivalents (0.3) 0.4
Net (decrease) increase in cash and cash equivalents 8.5 4.5
Cash and cash equivalents, beginning of period 49.4 61.9
Cash and cash equivalents, end of period $ 57.9 $ 66.4