TREEHOUSE FOODS, INC., 10-Q filed on 5/2/2019
Quarterly Report
v3.19.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2019
Apr. 26, 2019
Document And Entity Information [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2019  
Document Fiscal Year Focus 2019  
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 Emerging Growth Company false  
Entity Small Business false  
Entity Common Stock, Shares Outstanding   56,138,851
v3.19.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 79.0 $ 164.3
Receivables, net 367.3 351.3
Inventories 854.2 839.7
Prepaid expenses and other current assets 78.8 61.8
Total current assets 1,379.3 1,417.1
Property, plant and equipment, net 1,260.0 1,274.4
Operating lease right-of-use assets 228.8 0.0
Goodwill 2,163.9 2,161.4
Intangible assets, net 690.5 700.2
Other assets, net 42.5 46.2
Total assets 5,765.0 5,599.3
Current liabilities:    
Accounts payable 591.1 577.9
Accrued expenses 245.6 256.1
Current portion of long-term debt 4.6 1.2
Total current liabilities 841.3 835.2
Long-term debt 2,285.2 2,297.4
Operating lease liabilities 204.6 0.0
Deferred income taxes 155.2 154.2
Other long-term liabilities 155.5 170.6
Total liabilities 3,641.8 3,457.4
Commitments and contingencies (Note 14)
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, 56.2 and 56.0 shares issued and outstanding, respectively 0.6 0.6
Treasury stock (83.3) (83.3)
Additional paid-in capital 2,137.5 2,135.8
Retained earnings 158.6 185.9
Accumulated other comprehensive loss (90.2) (97.1)
Total stockholders’ equity 2,123.2 2,141.9
Total liabilities and stockholders’ equity $ 5,765.0 $ 5,599.3
v3.19.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Mar. 31, 2019
Dec. 31, 2018
Statement of Financial Position [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 10,000,000 10,000,000
Preferred stock, shares issued (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 90,000,000 90,000,000
Common stock, shares issued (in shares) 56,200,000 56,000,000
Common stock, shares outstanding (in shares) 56,200,000 56,000,000
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Income Statement [Abstract]    
Net sales $ 1,301.1 $ 1,481.2
Cost of sales 1,106.5 1,249.3
Gross profit 194.6 231.9
Operating expenses:    
Selling and distribution 79.2 108.4
General and administrative 65.9 81.1
Amortization expense 21.6 22.2
Other operating expense, net 28.8 28.9
Total operating expenses 195.5 240.6
Operating loss (0.9) (8.7)
Other expense:    
Interest expense 26.9 28.5
(Gain) loss on foreign currency exchange (0.4) 2.5
Other expense, net 12.2 4.2
Total other expense 38.7 35.2
Loss before income taxes (39.6) (43.9)
Income tax benefit (12.3) (9.8)
Net loss $ (27.3) $ (34.1)
Net loss per common share:    
Basic (in usd per share) $ (0.49) $ (0.60)
Diluted (in usd per share) $ (0.49) $ (0.60)
Weighted average common shares:    
Basic (shares) 56.1 56.5
Diluted (shares) 56.1 56.5
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Statement of Comprehensive Income [Abstract]    
Net loss $ (27.3) $ (34.1)
Other comprehensive income (loss):    
Foreign currency translation adjustments 6.8 (10.1)
Pension and postretirement reclassification adjustment 0.1 0.2
Adoption of ASU 2018-02 reclassification to retained earnings 0.0 (1.1)
Other comprehensive income (loss) 6.9 (11.0)
Comprehensive loss $ (20.4) $ (45.1)
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
shares in Millions, $ in Millions
Total
Common Stock
Additional Paid-in Capital
Retained Earnings
Treasury Stock
Accumulated Other Comprehensive Loss
Beginning balance, shares at Dec. 31, 2017   57.2     (0.6)  
Beginning balance at Dec. 31, 2017 $ 2,263.3 $ 0.6 $ 2,107.0 $ 245.9 $ (28.7) $ (61.5)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net loss (34.1)     (34.1)    
Other comprehensive (loss) income (9.9)         (9.9)
Treasury stock repurchases, shares         (0.4)  
Treasury stock repurchases, value   $ (17.1)     $ (17.1)  
Equity awards exercised, shares   0.2        
Equity awards exercised, value 0.9   0.9      
Stock-based compensation 16.3   16.3      
Ending balance, shares at Mar. 31, 2018   57.4     (1.0)  
Ending balance at Mar. 31, 2018 2,219.8 $ 0.6 2,124.2 213.3 $ (45.8) (72.5)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Cumulative effect of accounting change 0.4     1.5   (1.1)
Beginning balance, shares at Dec. 31, 2018   57.8     (1.8)  
Beginning balance at Dec. 31, 2018 2,141.9 $ 0.6 2,135.8 185.9 $ (83.3) (97.1)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net loss (27.3)     (27.3)    
Other comprehensive (loss) income 6.9         6.9
Equity awards exercised, shares   0.2        
Equity awards exercised, value (4.4)   (4.4)      
Stock-based compensation 6.1   6.1      
Ending balance, shares at Mar. 31, 2019   58.0     (1.8)  
Ending balance at Mar. 31, 2019 $ 2,123.2 $ 0.6 $ 2,137.5 $ 158.6 $ (83.3) $ (90.2)
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Cash flows from operating activities:    
Net (loss) income $ (27.3) $ (34.1)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:    
Depreciation and amortization 61.9 67.0
Stock-based compensation 6.1 16.3
Unrealized loss on derivative contracts 15.9 5.7
Other 0.7 7.7
Changes in operating assets and liabilities, net of effect of divestitures:    
Receivables (16.4) (16.5)
Inventories (13.2) (24.9)
Prepaid expenses and other assets (14.3) (10.5)
Accounts payable, accrued expenses, and other liabilities (51.3) 47.1
Net cash (used in) provided by operating activities (37.9) 57.8
Cash flows from investing activities:    
Additions to property, plant, and equipment (29.9) (38.5)
Additions to intangible assets (6.5) (2.9)
Other (0.1) (0.3)
Net cash used in investing activities (36.5) (41.7)
Cash flows from financing activities:    
Borrowings under Revolving Credit Facility 14.0 5.9
Payments under Revolving Credit Facility (14.0) (5.9)
Payments on financing lease obligations (0.4) (0.3)
Payments on Term Loans (10.0) (3.5)
Repurchases of common stock 0.0 (17.1)
Receipts related to stock-based award activities 0.2 1.9
Payments related to stock-based award activities (4.6) (1.1)
Net cash used in financing activities (14.8) (20.1)
Effect of exchange rate changes on cash and cash equivalents 3.9 (0.3)
Net decrease in cash and cash equivalents (85.3) (4.3)
Cash and cash equivalents, beginning of period 164.3 132.8
Cash and cash equivalents, end of period 79.0 128.5
Supplemental cash flow disclosures    
Interest paid 41.8 44.3
Net income taxes paid 4.7 2.4
Non-cash investing activities:    
Accrued purchase of property and equipment 18.9 21.0
Accrued other intangible assets 7.3 $ 4.8
Right-of-use assets and operating lease obligations recognized at / after ASU 2016-02 transition $ 6.1  
v3.19.1
Basis of Presentation
3 Months Ended
Mar. 31, 2019
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, 2018. Results of operations for interim periods are not necessarily indicative of annual results.

In the first quarter of 2019, the Company changed how it manages its business, allocates resources, and goes to market, which resulted in modifications to its organizational and segment structure. All prior period information has been recast to reflect this change in reportable segments. Refer to Note 16 for additional information.

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, 2018.
v3.19.1
Recent Accounting Pronouncements
3 Months Ended
Mar. 31, 2019
Accounting Changes and Error Corrections [Abstract]  
Recent Accounting Pronouncements
2. RECENT ACCOUNTING PRONOUNCEMENTS

Adopted
In February 2016, the FASB issued Accounting Standards Update ("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 standard requires that entities apply the effects of these changes using a modified retrospective approach, which includes a number of optional practical expedients. In July 2018, the FASB issued ASU No. 2018-11, Leases (842), Targeted Improvements, which provides an additional transition election to not restate comparative periods for the effects of applying the new standard. This transition election permits entities to apply ASU No. 2016-02 on the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings. These ASU's are effective for fiscal years, and interim periods within those years, beginning after December 15, 2018.
The Company adopted these ASUs as of January 1, 2019 under the modified retrospective transition method prescribed by ASU 2018-11. Under this transition method, financial results reported in periods prior to the first quarter of 2019 are unchanged. The adoption of these ASUs resulted in the recognition of approximately $252.5 million of right-of-use assets and lease liabilities as of January 1, 2019. Also as a result of adoption, the Company reclassified $17.2 million of liabilities and $0.6 million of assets on its Condensed Consolidated Balance Sheet as of January 1, 2019 against the operating lease right-of-use asset. The adoption of these ASUs did not result in a cumulative-effect adjustment to the opening balance of retained earnings.
In addition, the Company elected the package of practical expedients permitted by the transition guidance. The adoption of these ASU’s did not have an impact on the Company’s Condensed Consolidated Statements of Operations or Cash Flows.
Refer to Note 4 for additional information regarding the Company's leases.

Not yet adopted

The Company does not anticipate a material impact upon adoption from any accounting standards issued but not yet adopted.
v3.19.1
Restructuring Programs
3 Months Ended
Mar. 31, 2019
Restructuring and Related Activities [Abstract]  
Restructuring Programs
3. RESTRUCTURING PROGRAMS

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) TreeHouse 2020 – a long-term growth and margin improvement strategy; (2) Structure to Win – an operating expenses improvement program; and (3) other restructuring and plant closing costs (collectively the “Restructuring Programs”).
 
The costs by activity for the Restructuring Programs are outlined below:
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
(In millions)
TreeHouse 2020
 
 
$
28.0

 
$
27.7

Structure to Win
 
 
5.7

 
8.4

Other restructuring and plant closing costs
 
 

 
2.5

Total Restructuring Programs
 
 
$
33.7

 
$
38.6


 
Expenses associated with these programs are recorded in Cost of sales, General and administrative, and Other operating expense, net in the Condensed Consolidated Statements of Operations.  The Company does not allocate costs associated with Restructuring Programs to reportable segments when evaluating the performance of its segments.  As a result, costs associated with Restructuring Programs are not presented by reportable segment. See Note 16 for more information. 
 
Below is a summary of costs by line item for the Restructuring Programs:
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
(In millions)
Cost of sales
 
 
$
4.1

 
$
9.7

General and administrative
 
 
0.8

 

Other operating expense, net
 
 
28.8

 
28.9

Total
 
 
$
33.7

 
$
38.6


 
The table below presents the activity of the liabilities associated with the Restructuring Programs as of March 31, 2019:  
 
 
Severance
 
Other Costs
 
Total Liabilities
 
 
(In millions)
Balance as of December 31, 2018
 
$
19.3

 
$
2.6

 
$
21.9

Expenses recognized
 
3.1

 

 
3.1

Cash payments
 
(7.7
)
 

 
(7.7
)
Reclassification due to adoption of ASU 2016-02
 

 
(2.6
)
 
(2.6
)
Balance as of March 31, 2019
 
$
14.7

 
$

 
$
14.7


 
Liabilities recorded as of March 31, 2019 associated with total exit cost reserves primarily relate to severance. The severance liability was included in Accrued expenses in the Condensed Consolidated Balance Sheets. Other costs represent early lease termination liabilities. As part of the Company's adoption of ASU 2016-02, these lease termination liabilities were offset with the initial right-of-use asset at transition. Refer to Note 4 for additional information.
 
(1) 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 cost reductions will increase our capacity utilization, expand operating margins, and streamline our plant structure to optimize our supply chain. This program began in 2017 and will be executed through 2020.  In 2017, the Company announced the closure of the Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility.  In the first quarter of 2018, the Company announced the closure of the Company’s Visalia, California and Battle Creek, Michigan facilities. All facilities have either closed or are successfully tracking toward their closure dates noted in the table below.  The table below shows key information regarding the Company's announced plant closures, a component of the broader TreeHouse 2020 program:

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)
Dothan, Alabama
 
August 3, 2017
 
Partial closure completed in Q3 2018
 
Trail mix and snack nuts
 
Snacks
 
$
11.8

 
$
6.1

Brooklyn Park, Minnesota
 
August 3, 2017
 
Completed in Q4 2017
 
Dry dinners
 
Meal Solutions
 
16.1

 
9.6

Plymouth, Indiana
 
August 3, 2017
 
Completed in Q4 2017
 
Pickles
 
Meal Solutions
 
9.3

 
3.8

Battle Creek, Michigan
 
January 31, 2018
 
Q3 2019
 
Ready-to-eat cereal
 
Baked Goods
 
18.2

 
11.8

Visalia, California
 
February 15, 2018
 
Completed in Q1 2019
 
Pretzels
 
Baked Goods
 
22.1

 
8.8

 
 
 
 
 
 
 
 
 
 
$
77.5

 
$
40.1



During the third quarter of 2018, the Company announced the closure of its Omaha, Nebraska office by January 31, 2019. This closure was completed during the first quarter of 2019.

Below is a summary of the overall TreeHouse 2020 program costs by type: 
 
 
 
Three Months Ended March 31,
 
Cumulative Costs To Date
 
Total Expected Costs
 
 
 
2019
 
2018
 
 
 
 
(In millions)
Asset-related
 
 
$
2.9

 
$
5.3

 
$
58.7

 
$
71.0

Employee-related
 
 
4.7

 
8.4

 
54.6

 
77.0

Other costs
 
 
20.4

 
14.0

 
109.1

 
202.0

Total
 
 
$
28.0

 
$
27.7

 
$
222.4

 
$
350.0


 
For the three months ended March 31, 2019 and 2018, asset-related costs primarily consisted of accelerated depreciation; employee-related costs primarily consisted of dedicated project employee cost and severance; and other costs primarily consisted of consulting costs.  Asset-related costs were recorded in Cost of sales while employee-related and other costs were primarily recorded in Other operating expense, net of the Condensed Consolidated Statement of Operations.

(2) 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 drive 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 administrative functions.  

Below is a summary of costs by type associated with the Structure to Win program:
 
 
Three Months Ended March 31,
 
Cumulative Costs
To Date
 
Total Expected Costs
 
 
2019
 
2018
 
 
 
 
(In millions)
Asset-related
 
$
0.8

 
$

 
$
3.0

 
$
3.8

Employee-related
 
1.4

 
5.5

 
23.7

 
31.8

Other costs
 
3.5

 
2.9

 
24.1

 
27.4

Total
 
$
5.7

 
$
8.4

 
$
50.8

 
$
63.0


 
The Company increased total expected costs for the Structure to Win program from $49.5 million to $63.0 million during the three months ended March 31, 2019 due to additional actions taken to consolidate our administrative footprint and better align divisional support structures.

For the three months ended March 31, 2019 and 2018, employee-related costs primarily consisted of severance and other costs primarily consisted of consulting services. Asset-related costs are included in General and administrative expense and the employee-related and other costs are included in Other operating expense, net of the Condensed Consolidated Statements of Operations.  

During the first quarter of 2019, the Company announced the closure of its St. Louis, Missouri office by June 28, 2019. Estimated costs to close are approximately $7.8 million, most of which are anticipated to be in cash.

(3) 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 Other operating expense, net of the Condensed Consolidated Statements of Operations, with the exception of asset-related costs, which are recorded in Cost of sales.

Other restructuring and plant closing costs were $2.5 million for the three months ended March 31, 2018. There were no costs associated with other restructuring and plant closing costs during the three months ended March 31, 2019.

v3.19.1
Leases
3 Months Ended
Mar. 31, 2019
Leases [Abstract]  
Leases
4. LEASES

The Company has operating and finance leases for manufacturing facilities, warehouses and distribution centers, office space, and certain equipment. Remaining lease terms for these leases range from 1 year to 21 years. Some of the Company’s leases include options to extend the leases for up to 29 years, and some of which include options to terminate the leases within 1 year.

The Company does not record leases with an initial term of 12 months or less on the balance sheet. Expense for these short-term leases is recorded on a straight-line basis over the lease term.

Supplemental balance sheet information related to leases was as follows:
 
 
Balance Sheet Classification
 
March 31, 2019
Assets
 
 
 
 
Operating
 
Operating lease right-of-use assets
 
$
228.8

Finance
 
Property, plant, and equipment, net
 
1.8

Total assets
 

 
$
230.6

 
 
 
 
 
Liabilities
 
 
 
 
Current liabilities
 
 
 
 
Operating
 
Accrued expenses
 
$
41.1

Finance
 
Current portion of long-term debt
 
1.1

Total current liabilities
 
 
 
42.2

Noncurrent liabilities
 
 
 
 
Operating
 
Operating lease liabilities
 
204.6

Finance
 
Long-term debt
 
1.3

Total noncurrent liabilities
 
 
 
205.9

Total lease liabilities
 
 
 
$
248.1



Right-of-use assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. The Company has elected the practical expedient to combine lease and nonlease components into a single component for all of its leases. The majority of the Company's leases do not provide an implicit rate; therefore, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments for those leases. The Company has elected the practical expedient to apply discount rates to its lease portfolio based on the portfolio approach. The portfolios grouped the leases by remaining lease term. The Company includes options to extend or terminate the lease in the measurement of the right-of-use asset and lease liability when it is reasonably certain that it will exercise such options. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

The components of lease expense were as follows:
 
 
 
 
Three Months Ended
 
 
Income Statement Classification
 
March 31, 2019
Operating lease cost
 
Cost of sales and General and administrative
 
$
11.6

Finance lease cost:
 
 
 
 
Amortization of right-of-use assets
 
Cost of sales and General and administrative
 
0.4

Interest on lease liabilities
 
Interest expense
 
0.1

Total finance lease cost
 
 
 
0.5

Variable lease cost (1)
 
Cost of sales and General and administrative
 
1.2

Net lease cost
 
 
 
$
13.3


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

Fixed lease costs represent the explicitly quantified lease payments prescribed by the lease agreement. Variable lease payments that depend on an index or a rate are included in the calculation of the right-of-use asset and lease liability based on the index or rate at lease commencement. Other variable lease payments such as those that depend on the usage or performance of an underlying asset are not included in the measurement of the right-of-use asset or lease liability.

Future maturities of lease liabilities were as follows:
 
 
 
 
 
 
 
Operating Leases (1)
 
Finance Leases
Nine months ended December 31, 2019
 
$
39.3

 
$
1.1

2020
 
47.0

 
0.5

2021
 
42.2

 
0.4

2022
 
33.8

 
0.1

2023
 
27.1

 
0.1

Thereafter
 
115.6

 
0.3

Total lease payments
 
305.0

 
2.5

Less: Interest
 
(59.3
)
 
(0.1
)
Present value of lease liabilities
 
$
245.7

 
$
2.4


(1)
Operating lease payments include $3.0 million related to options to extend lease terms that are reasonably certain of being exercised.

Other information related to leases were as follows:
 
 
Three Months Ended
 
 
March 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
 
 
Operating cash flows from operating leases
 
$
12.6

Operating cash flows from finance leases
 
0.1

Financing cash flows from finance leases
 
0.4



The weighted average remaining lease term was as follows:
 
 
March 31, 2019
Operating leases (in years)
 
7.9
Finance leases (in years)
 
2.6


The weighted average discount rate was as follows:
 
 
March 31, 2019
Operating leases
 
4.8
%
Finance leases
 
4.1

Leases
4. LEASES

The Company has operating and finance leases for manufacturing facilities, warehouses and distribution centers, office space, and certain equipment. Remaining lease terms for these leases range from 1 year to 21 years. Some of the Company’s leases include options to extend the leases for up to 29 years, and some of which include options to terminate the leases within 1 year.

The Company does not record leases with an initial term of 12 months or less on the balance sheet. Expense for these short-term leases is recorded on a straight-line basis over the lease term.

Supplemental balance sheet information related to leases was as follows:
 
 
Balance Sheet Classification
 
March 31, 2019
Assets
 
 
 
 
Operating
 
Operating lease right-of-use assets
 
$
228.8

Finance
 
Property, plant, and equipment, net
 
1.8

Total assets
 

 
$
230.6

 
 
 
 
 
Liabilities
 
 
 
 
Current liabilities
 
 
 
 
Operating
 
Accrued expenses
 
$
41.1

Finance
 
Current portion of long-term debt
 
1.1

Total current liabilities
 
 
 
42.2

Noncurrent liabilities
 
 
 
 
Operating
 
Operating lease liabilities
 
204.6

Finance
 
Long-term debt
 
1.3

Total noncurrent liabilities
 
 
 
205.9

Total lease liabilities
 
 
 
$
248.1



Right-of-use assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. The Company has elected the practical expedient to combine lease and nonlease components into a single component for all of its leases. The majority of the Company's leases do not provide an implicit rate; therefore, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments for those leases. The Company has elected the practical expedient to apply discount rates to its lease portfolio based on the portfolio approach. The portfolios grouped the leases by remaining lease term. The Company includes options to extend or terminate the lease in the measurement of the right-of-use asset and lease liability when it is reasonably certain that it will exercise such options. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

The components of lease expense were as follows:
 
 
 
 
Three Months Ended
 
 
Income Statement Classification
 
March 31, 2019
Operating lease cost
 
Cost of sales and General and administrative
 
$
11.6

Finance lease cost:
 
 
 
 
Amortization of right-of-use assets
 
Cost of sales and General and administrative
 
0.4

Interest on lease liabilities
 
Interest expense
 
0.1

Total finance lease cost
 
 
 
0.5

Variable lease cost (1)
 
Cost of sales and General and administrative
 
1.2

Net lease cost
 
 
 
$
13.3


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

Fixed lease costs represent the explicitly quantified lease payments prescribed by the lease agreement. Variable lease payments that depend on an index or a rate are included in the calculation of the right-of-use asset and lease liability based on the index or rate at lease commencement. Other variable lease payments such as those that depend on the usage or performance of an underlying asset are not included in the measurement of the right-of-use asset or lease liability.

Future maturities of lease liabilities were as follows:
 
 
 
 
 
 
 
Operating Leases (1)
 
Finance Leases
Nine months ended December 31, 2019
 
$
39.3

 
$
1.1

2020
 
47.0

 
0.5

2021
 
42.2

 
0.4

2022
 
33.8

 
0.1

2023
 
27.1

 
0.1

Thereafter
 
115.6

 
0.3

Total lease payments
 
305.0

 
2.5

Less: Interest
 
(59.3
)
 
(0.1
)
Present value of lease liabilities
 
$
245.7

 
$
2.4


(1)
Operating lease payments include $3.0 million related to options to extend lease terms that are reasonably certain of being exercised.

Other information related to leases were as follows:
 
 
Three Months Ended
 
 
March 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
 
 
Operating cash flows from operating leases
 
$
12.6

Operating cash flows from finance leases
 
0.1

Financing cash flows from finance leases
 
0.4



The weighted average remaining lease term was as follows:
 
 
March 31, 2019
Operating leases (in years)
 
7.9
Finance leases (in years)
 
2.6


The weighted average discount rate was as follows:
 
 
March 31, 2019
Operating leases
 
4.8
%
Finance leases
 
4.1

v3.19.1
Receivables Sales Agreement
3 Months Ended
Mar. 31, 2019
Receivables [Abstract]  
Receivables Sales Agreement
5. 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 sale of certain receivables on a revolving basis until terminated by either party. On September 28, 2018, the Company entered into an Amendment to the Receivables Sales Agreement, increasing the maximum receivables that may be sold at any time from $200.0 million to $300.0 million.

The outstanding amount of accounts receivable sold under the Receivables Sales Agreement were $148.7 million and $177.0 million as of March 31, 2019 and December 31, 2018, respectively. 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 loss on sale of receivables is $0.9 million and $0.6 million for the three months ended March 31, 2019 and 2018, respectively, and is included in Other expense, net 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. As of March 31, 2019 and December 31, 2018, the Company had collected $97.5 million and $119.3 million, respectively, of cash from customers which was not yet remitted to the third-party financial institution. These amounts were included in Accounts payable in the Condensed Consolidated Balance Sheets. The Company has not recorded any servicing assets or liabilities as of March 31, 2019 or December 31, 2018, as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements.
v3.19.1
Inventories
3 Months Ended
Mar. 31, 2019
Inventory Disclosure [Abstract]  
Inventories
6. INVENTORIES
 
 
 
March 31, 2019
 
December 31, 2018
 
 
(In millions)
Raw materials and supplies
 
$
361.8

 
$
390.8

Finished goods
 
517.0

 
473.0

LIFO reserve
 
(24.6
)
 
(24.1
)
Total inventories
 
$
854.2

 
$
839.7


 
Inventory is generally accounted for under the first-in, first-out (“FIFO”) method and a portion was accounted for under the last-in, first-out (“LIFO”) method. Approximately $53.5 million and $67.8 million of our inventory was accounted for under the LIFO method of accounting at March 31, 2019 and December 31, 2018, respectively.
v3.19.1
Goodwill and Intangible Assets
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets
7. GOODWILL AND INTANGIBLE ASSETS
 
As a result of the changes in organizational structure completed in the first quarter of 2019, the Company now has the following four operating segments, which are also its reporting units: Baked Goods, Beverages, Meal Solutions, and Snacks. See Note 16 for more information.

The Company allocated goodwill and accumulated impairment loss balances as of January 1, 2019 between reporting units using a relative fair value allocation approach. The change was considered a triggering event indicating a test for goodwill impairment was required as of January 1, 2019. The Company performed the impairment test, which did not result in the identification of any impairment losses.

Changes in the carrying amount of goodwill for the three months ended March 31, 2019 are as follows:
 
 
Baked
Goods
 
Beverages
 
Meal Solutions
 
Snacks
 
Total
 
 
(In millions)
Goodwill
 
$
642.2

 
$
712.5

 
$
851.2

 
$
576.8

 
$
2,782.7

Accumulated impairment losses
 
(33.0
)
 

 
(11.5
)
 
(576.8
)
 
(621.3
)
Balance at January 1, 2019
 
609.2

 
712.5

 
839.7

 

 
2,161.4

Foreign currency exchange adjustments
 

 
1.0

 
1.5

 

 
2.5

Balance at March 31, 2019
 
$
609.2

 
$
713.5

 
$
841.2

 
$


$
2,163.9


 
Indefinite Lived Intangible Assets
 
The Company has $21.7 million and $21.4 million of trademarks with indefinite lives as of March 31, 2019 and December 31, 2018, respectively.

Finite Lived Intangible Assets

The gross carrying amounts and accumulated amortization of intangible assets with finite lives as of March 31, 2019 and December 31, 2018 are as follows:
 
 
 
March 31, 2019
 
December 31, 2018
 
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
 
(In millions)
Intangible assets with finite lives:
 
 

 
 

 
 

 
 

 
 

 
 

Customer-related
 
$
957.0

 
$
(403.9
)
 
$
553.1

 
$
954.3

 
$
(387.9
)
 
$
566.4

Contractual agreements
 
3.0

 
(3.0
)
 

 
3.0

 
(3.0
)
 

Trademarks
 
59.2

 
(28.8
)
 
30.4

 
59.1

 
(27.6
)
 
31.5

Formulas/recipes
 
33.7

 
(24.8
)
 
8.9

 
33.7

 
(23.5
)
 
10.2

Computer software
 
165.4

 
(89.0
)
 
76.4

 
155.3

 
(84.6
)
 
70.7

Total finite lived intangibles
 
$
1,218.3

 
$
(549.5
)
 
$
668.8

 
$
1,205.4


$
(526.6
)
 
$
678.8


 
v3.19.1
Income Taxes
3 Months Ended
Mar. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes
8. INCOME TAXES
 
Income tax benefit was recorded at an effective rate of 31.1% for the three months ended March 31, 2019 compared to 22.3% for the three months ended March 31, 2018. The change in the Company's effective tax rate for the three months ended March 31, 2019 compared to 2018 is primarily the result of an adjustment to the one-time transition tax liability due to the January 15, 2019 release of final regulations, the impact of a decrease in executive compensation that is non-deductible for tax purposes, and a change in the valuation allowance. In addition, the Company’s effective tax rate for the three months ended March 31, 2019 reflects a discrete benefit with a rate impact of approximately 1.3% attributable to the vesting and exercise of share-based awards. Our effective tax rate may change from period to period based on recurring and non-recurring factors including the jurisdictional mix of earnings, enacted tax legislation, state income taxes, settlement of tax audits, and the expiration of the statute of limitations in relation to unrecognized tax benefits.

Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $4.0 million within the next 12 months, primarily as a result of the resolution of audits currently in progress and the lapsing of statutes of limitations. As much as $1.0 million of the $4.0 million could affect net income when settled.

On January 15, 2019, the U.S. Treasury Department and Internal Revenue Service released final regulations regarding the one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings. During the three months ended March 31, 2019, the Company recorded a $1.4 million benefit to reflect the final regulations.
v3.19.1
Long-Term Debt
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Long-Term Debt
9. LONG-TERM DEBT
 
 
 
March 31, 2019
 
December 31, 2018
 
 
(In millions)
Term Loan A
 
$
488.8

 
$
488.8

Term Loan A-1
 
841.3

 
851.2

2022 Notes
 
375.9

 
375.9

2024 Notes
 
602.9

 
602.9

Finance leases
 
2.4

 
2.5

Total outstanding debt
 
2,311.3

 
2,321.3

Deferred financing costs
 
(21.5
)
 
(22.7
)
Less current portion
 
(4.6
)
 
(1.2
)
Total long-term debt
 
$
2,285.2

 
$
2,297.4



The Company’s average interest rate on debt outstanding under its Credit Agreement for the three months ended March 31, 2019 was 4.34%. Including the impact of interest rate swap agreements in effect as of March 31, 2019, the average rate decreased to 3.62%.

Revolving Credit Facility — As of March 31, 2019, $719.6 million of the aggregate commitment of $750.0 million of the Revolving Credit Facility was available. Under the Credit Agreement, the Revolving Credit Facility matures on February 1, 2023. In addition, as of March 31, 2019, there were $30.4 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.

Fair Value - At March 31, 2019, the aggregate fair value of the Company's total debt was $2,337.5 million and its carrying value was $2,308.9 million. At December 31, 2018, the aggregate fair value of the Company's total debt was $2,311.3 million and its carrying value was $2,318.8 million. The fair values of Term Loan A and Term Loan A-1 were estimated using present value techniques and market-based interest rates and credit spreads. The fair values of the Company's 2022 Notes and 2024 Notes were estimated based on quoted market prices for similar instruments due to their infrequent trading volume. Accordingly, the fair value of the Company's debt is classified as Level 2 within the valuation hierarchy.
v3.19.1
Earnings Per Share
3 Months Ended
Mar. 31, 2019
Earnings Per Share [Abstract]  
Earnings Per Share
10. 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 loss per share:
 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
(In millions, except per share data)
Net loss
 
 
$
(27.3
)
 
$
(34.1
)
 
 
 
 
 
 
Weighted average common shares outstanding
 
 
56.1

 
56.5

Assumed exercise/vesting of equity awards (1)
 
 

 

Weighted average diluted common shares outstanding
 
 
56.1

 
56.5

 
 
 
 
 
 
Net loss per basic share
 
 
$
(0.49
)
 
$
(0.60
)
Net loss per diluted share
 
 
$
(0.49
)
 
$
(0.60
)
 
(1)
Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2019 and 2018, the weighted average common shares outstanding is the same for both the computations of basic and diluted shares because the Company had a net loss for the period.  Equity awards excluded from the Company's computation of diluted earnings per share because they were anti-dilutive, were 1.7 million and 2.1 million for the three months ended March 31, 2019 and 2018, respectively.
v3.19.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock-Based Compensation
11. STOCK-BASED COMPENSATION

The Board of Directors adopted, and the Company’s stockholders approved, the “TreeHouse Foods, Inc. Equity and Incentive Plan” (the “Plan”). Under the Plan, the Compensation Committee may grant awards of various types of compensation, including stock options, restricted stock, restricted stock units, performance shares, performance units, other types of stock-based awards, and other cash-based compensation. On April 25, 2019, the Plan was amended and restated to increase the number of shares available for issuance under the Plan by 1.5 million shares, effective February 27, 2019. The maximum number of shares available to be awarded under the Plan is approximately 17.5 million, of which approximately 4.6 million remained available at March 31, 2019.

Loss before income taxes for the three months ended March 31, 2019 and 2018 includes stock-based compensation expense of $6.1 million and $16.3 million, respectively.  The tax benefit recognized related to the compensation cost of these share-based awards was approximately $1.5 million and $4.0 million for the three months ended March 31, 2019 and 2018, respectively.

In the first quarter of 2018, the Company entered into an amended employment agreement with our former Chief Executive Officer. The amended plan resulted in the modification of his outstanding equity awards by 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 stock 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, 2019. 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.
 
 
Employee
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term (yrs)
 
Aggregate
Intrinsic
Value
 
 
(In thousands)
 
 
 
 
 
(In millions)
Outstanding, at December 31, 2018
 
1,720

 
$
75.24

 
4.8
 
$
1.1

Forfeited
 
(8
)
 
89.54

 
 
 
 
Exercised
 
(4
)
 
58.27

 
 
 
 
Expired
 
(74
)
 
77.45

 
 
 
 
Outstanding, at March 31, 2019
 
1,634

 
75.07

 
4.7
 
4.5

Vested/expected to vest, at March 31, 2019
 
1,619

 
74.99

 
4.6
 
4.4

Exercisable, at March 31, 2019
 
1,506

 
73.95

 
4.4
 
4.4


 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Compensation expense
 
 
$
0.9

 
$
2.7

Intrinsic value of stock options exercised
 
 

 
1.5


 
Future compensation costs related to unvested options totaled $1.8 million at March 31, 2019 and will be recognized over the remaining vesting period of the grants, which averages 0.9 years.
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, 2019, director restricted stock units that have been earned and deferred totaled approximately 118,000.
 
The following table summarizes the restricted stock unit activity during the three months ended March 31, 2019:
 
 
 
Employee
Restricted
Stock Units
 
Weighted
Average
Grant Date
Fair Value
 
Director
Restricted
Stock Units
 
Weighted
Average
Grant Date
Fair Value
 
 
(In thousands)
 
 
 
(In thousands)
 
 
Outstanding, at December 31, 2018
 
685

 
$
52.20

 
129

 
$
53.75

Granted
 
327

 
64.39

 

 

Vested
 
(231
)
 
55.58

 
(9
)
 
38.27

Forfeited
 
(23
)
 
47.49

 

 

Outstanding, at March 31, 2019
 
758

 
56.59

 
120

 
54.99


 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Compensation expense
 
 
$
4.6

 
$
8.3

Fair value of vested restricted stock units
 
 
15.2

 
4.3

Tax benefit recognized from vested restricted stock units
 
 
2.6

 
1.0


 
Future compensation costs related to restricted stock units are approximately $32.1 million as of March 31, 2019 and will be recognized on a weighted average basis over the next 2.4 years. The grant date fair value of the awards is equal to the Company’s closing stock price on the 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 generally 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 generally 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.

The following table summarizes the performance unit activity during the three months ended March 31, 2019:  
 
 
Performance
Units
 
Weighted
Average
Grant Date
Fair Value
 
 
(In thousands)
 
 
Unvested, at December 31, 2018
 
176

 
$
71.49

Granted
 
353

 
62.07

Forfeited
 
(4
)
 
89.37

Unvested, at March 31, 2019
 
525

 
65.04


 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Compensation expense
 
 
$
0.6

 
$
5.3



Future compensation costs related to the performance units are estimated to be approximately $23.3 million as of March 31, 2019 and are expected to be recognized over the next 2.8 years. The grant date fair value of the awards is equal to the Company’s closing stock price on the date of grant.
v3.19.1
Accumulated Other Comprehensive Loss
3 Months Ended
Mar. 31, 2019
Equity [Abstract]  
Accumulated Other Comprehensive Loss
12. ACCUMULATED OTHER COMPREHENSIVE LOSS
 
Accumulated other comprehensive loss consists of the following components, all of which are net of tax:
 
 
 
Foreign
Currency
Translation (1)
 
Unrecognized
Pension and
Postretirement
Benefits (1)
 
Accumulated
Other
Comprehensive
Loss
 
 
(In millions)
Balance at December 31, 2017
 
$
(57.2
)
 
$
(4.3
)
 
$
(61.5
)
Other comprehensive loss
 
(10.1
)
 

 
(10.1
)
Reclassifications from accumulated other comprehensive loss (2)
 

 
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
)
 
 
 
 
 
 
 
Balance at December 31, 2018
 
$
(91.7
)
 
$
(5.4
)
 
$
(97.1
)
Other comprehensive income
 
6.8

 

 
6.8

Reclassifications from accumulated other comprehensive income (2)
 

 
0.1

 
0.1

Other comprehensive income
 
6.8

 
0.1

 
6.9

Balance at March 31, 2019
 
$
(84.9
)
 
$
(5.3
)
 
$
(90.2
)
  
(1)
The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three months ended March 31, 2019 and 2018.
(2)
Refer to Note 13 for additional information regarding these reclassifications.

v3.19.1
Employee Retirement and Postretirement Benefits
3 Months Ended
Mar. 31, 2019
Retirement Benefits [Abstract]  
Employee Retirement and Postretirement Benefits
13. 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.

Components of net periodic pension benefit are as follows:
 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Service cost
 
 
$
0.5

 
$
0.6

Interest cost
 
 
3.2

 
2.9

Expected return on plan assets
 
 
(3.8
)
 
(4.0
)
Amortization of unrecognized prior service cost
 
 

 

Amortization of unrecognized net loss
 
 
0.1

 
0.2

Net periodic pension benefit
 
 
$

 
$
(0.3
)
 
Components of net periodic postretirement expense are as follows:
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Interest cost
 
 
$
0.3

 
$
0.3

Net periodic postretirement cost
 
 
$
0.3

 
$
0.3



The service cost components of net periodic pension and postretirement costs were recorded in Cost of sales and the other components were recorded in Other expense, net of the Condensed Consolidated Statements of Operations.
v3.19.1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
14. COMMITMENTS AND CONTINGENCIES

Litigation, Investigations, and Audits - On November 16, 2016, a purported TreeHouse shareholder filed a 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. It 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 is also 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. Finally, on February 8, 2019, another purported TreeHouse shareholder filed an action captioned Bartelt v. Reed, et al., Case No. 1:19-cv-00835, in the United States District Court for the Northern District of Illinois. Like Wells and Lavin, this complaint is purportedly brought derivatively on behalf of TreeHouse and asserts state law claims against certain officers for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and corporate waste, in addition to asserting violations of Section 14 of the Securities Exchange Act of 1934.

All four 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 Bartelt action also includes substantially similar allegations concerning events in 2017. 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, which set forth a proposed discovery and briefing schedule for the Court’s consideration.  On July 13, 2018, lead plaintiff filed a motion to certify the class, and defendants filed their response in opposition to the motion to certify the class on October 8, 2018. On November 12, 2018, the parties filed an agreed motion to stay proceedings to allow them to explore mediation. The motion was granted on November 19. The parties thereafter engaged in mediation but failed to resolve the dispute. On March 29, 2019, the parties resumed litigation by filing an agreed motion for extension of time, which was granted on April 9. Pursuant to that schedule, lead plaintiff must file its reply class certification brief by May 17, 2019, and document production must be substantially completed by August 2.

Due to the similarity of the complaints, the parties in Wells and Lavin 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.  On September 27, 2018, the parties in Wells and Lavin filed joint motions for entry of agreed orders further deferring the matters in light of the Public Employees’ Court’s denial of the motion to dismiss in February 2018.  The Wells and Lavin Courts entered the agreed orders further deferring the matters on September 27, 2018 and October 10, 2018, respectively. In Wells, the next status conference is set for July 8, 2019. In Bartelt, the parties have agreed to move to consolidate the matter with Lavin such that the Bartelt complaint will be subject to the same deferral order already in place. There is no set status date in Lavin at this time.

The Company is also party to matters challenging its wage and hour practices. These matters include a number of class actions consolidated under the caption Negrete v. Ralcorp Holdings, Inc., et al, pending in the U.S. District Court for the Central District of California, in which the plaintiffs allege a pattern of violations of California and/or federal law at several current and former Company manufacturing facilities across the State of California. While the Company cannot predict with certainty the results of this or any other legal proceeding, it does not expect this matter to have a material adverse effect on its financial condition, results of operations, or business.

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.
v3.19.1
Derivative Instruments
3 Months Ended
Mar. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments
15. 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.

As of March 31, 2019, the Company had entered into $1.8 billion of long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base. Under the terms of the agreements, $1.8 billion in variable-rate debt was swapped for a weighted average fixed interest rate base of approximately 1.54% through 2019; 2.68% from 2019 through 2020; and 2.91% from 2021 through 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.

Foreign Currency Risk - Due to the Company’s foreign operations, it is 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. As of March 31, 2019, the Company had $6.3 million of U.S. dollar foreign currency contracts outstanding, expiring throughout 2019.

Commodity Risk - Certain commodities the Company uses 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, resin, and other commodity contracts that do not meet the requirements for the normal purchases and normal sales scope exception.

Diesel contracts are used to manage the Company’s risk associated with the underlying cost of diesel fuel used to deliver products. Contracts for oil, plastics, and resin are used to manage the Company’s risk associated with the underlying commodity cost of a significant component used in packaging materials. Contracts for natural gas and electricity are used to manage the Company’s risk associated with the utility costs of its manufacturing facilities, and commodity contracts are used to manage the price risk associated with raw material costs. As of March 31, 2019, the Company had outstanding contracts for the purchase of 0.1 million megawatts of electricity, expiring throughout 2019, and 2020; 12.7 million gallons of diesel, expiring throughout 2019; 2.1 million dekatherms of natural gas, expiring throughout 2019; and 15.5 million pounds of resin, expiring throughout 2019.        

 The following table identifies the fair value of each derivative instrument:
 
 
Fair Value
 
 
March 31, 2019
 
December 31, 2018
Asset Derivatives
 
(In millions)
Commodity contracts
 
$
1.2

 
$
0.6

Foreign currency contracts
 
0.3

 
1.5

Interest rate swap agreements
 
7.1

 
10.1

 
 
$
8.6

 
$
12.2

Liability Derivatives
 
 
 
 
Commodity contracts
 
$
0.7

 
$
1.8

Foreign currency contracts
 
0.1

 

Interest rate swap agreements
 
32.3

 
19.0

 
 
$
33.1

 
$
20.8


 
As of March 31, 2019 and December 31, 2018, asset derivatives are included within Other assets, net and liability derivatives are included within Accrued expenses in the Condensed Consolidated Balance Sheets.

The fair values of the commodity contracts, foreign currency contracts, and interest rate swap agreements are determined using Level 2 inputs. Level 2 inputs are inputs other than quoted market prices that are observable for an asset or liability, either directly or indirectly. The fair values of the 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.

We recorded the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations:
 
 
Location of Gain (Loss)
 
 
Three Months Ended
March 31,
 
 
Recognized in Net Loss
 
 
2019
 
2018
 
 
 
 
 
(In millions)
Mark-to-market unrealized gain (loss)
 
 
 

 
 

Commodity contracts
 
Other expense, net
 
 
$
1.7

 
$
(1.0
)
Foreign currency contracts
 
Other expense, net
 
 
(1.3
)
 
1.8

Interest rate swap agreements
 
Other expense, net
 
 
(16.3
)
 
(6.4
)
Total unrealized loss
 
 
 
 
(15.9
)
 
(5.6
)
Realized gain
 
 
 
 
 
 
 
Commodity contracts
 
Manufacturing related to Cost of sales and transportation related to Selling and distribution
 
 
0.5

 
2.4

Foreign currency contracts
 
Cost of sales
 
 
0.3

 
0.6

Interest rate swap agreements
 
Interest expense
 
 
2.4

 
0.8

Total realized gain
 
 
 
 
3.2

 
3.8

Total loss
 
 
 
 
$
(12.7
)
 
$
(1.8
)
v3.19.1
Segment Information
3 Months Ended
Mar. 31, 2019
Segment Reporting [Abstract]  
Segment Information
16. SEGMENT INFORMATION

On January 1, 2019, the Company changed how it manages its business, allocates resources, and goes to market, which resulted in modifications to its organizational and segment structure. As a result, the Company consolidated its Condiments and Meals segments into one segment called Meal Solutions. Additionally, the Bars and Ready-to-eat cereal categories moved from the Company's Snacks and Meals segments, respectively, into the Baked Goods segment. All prior period information has been recast to reflect this change in reportable segments.

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.

As of the first quarter of 2019, our segments are as follows:

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

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

Meal Solutions – Our Meal Solutions 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; table and flavored syrups; baking and mix powders; powdered soups and gravies; macaroni and cheese; pasta; hot cereals; and skillet dinners.

Snacks – Our Snacks segment sells snack nuts; trail mixes; dried fruit; 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, 2018.
Financial information relating to the Company’s reportable segments, revised to reflect the new segment structure, is as follows:
 
 
Three Months Ended
March 31,
 
 
2019
 
2018
 
 
(In millions)
Net sales to external customers:
 
 

 
 

Baked Goods
 
$
422.7

 
$
455.4

Beverages
 
237.2

 
249.1

Meal Solutions
 
464.9

 
523.3

Snacks
 
176.3

 
253.4

Total
 
$
1,301.1

 
$
1,481.2

Direct operating income:
 
 
 
 
Baked Goods
 
$
44.7

 
$
28.0

Beverages
 
43.9

 
39.4

Meal Solutions
 
46.9

 
56.2

Snacks
 
(13.8
)
 
7.6

Total
 
121.7

 
131.2

Unallocated selling, general, and administrative expenses
 
(58.5
)
 
(81.3
)
Unallocated cost of sales (1)
 
(8.1
)
 
(7.5
)
Unallocated corporate expense and other (1)
 
(56.0
)
 
(51.1
)
Operating loss
 
$
(0.9
)
 
$
(8.7
)
(1)
Includes charges related to restructuring programs and other costs managed at corporate.

Disaggregation of Revenue

Segment revenue disaggregated by product category groups, revised to reflect the new segment structure, is as follows:

 
 
Three Months Ended
March 31,
 
 
2019
 
2018
 
 
(In millions)
Retail bakery
 
$
159.9

 
$
177.1

Baked products
 
262.8

 
278.3

Total Baked Goods
 
422.7

 
455.4

Beverages
 
165.8

 
171.4

Beverage enhancers
 
71.4

 
77.7

Total Beverages
 
237.2

 
249.1

Dressings and sauces
 
225.9

 
246.2

Pickles
 
60.2

 
69.0

Pasta and dry dinners
 
113.4

 
142.0

Cereals and other meals
 
65.4

 
66.1

Total Meal Solutions
 
464.9

 
523.3

Snack nuts
 
149.9

 
202.4

Trail mix
 
26.4

 
51.0

Total Snacks
 
176.3

 
253.4

Total net sales
 
$
1,301.1

 
$
1,481.2

v3.19.1
Guarantor and Non-Guarantor Financial Information
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Guarantor and Non-Guarantor Financial Information
17. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
 
The 2022 Notes and 2024 Notes are fully and unconditionally, as well as jointly and severally, guaranteed by our directly and indirectly owned domestic subsidiaries, which are collectively known as the “Guarantor Subsidiaries”. Bay Valley Foods, LLC, which is a 100% owned direct subsidiary, maintains 100% direct and indirect ownership of the following Guarantor Subsidiaries: Sturm Foods, Inc.; S.T. Specialty Foods, Inc.; Associated Brands, Inc.; Cains Foods, Inc.; Cains Foods L.P.; Cains GP, LLC; Flagstone Foods, Inc., Protenergy Holdings, Inc.; Protenergy Natural Foods, Inc.; TreeHouse Private Brands, Inc. (formerly Ralcorp Holdings, Inc.); American Italian Pasta Company.; Nutcracker Brands, Inc.; Linette Quality Chocolates, Inc.; Ralcorp Frozen Bakery Products, Inc.; Cottage Bakery, Inc.; The Carriage House Companies, Inc. and certain other domestic subsidiaries that may become guarantors in the future. 

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, 2019 and December 31, 2018, and for the three months ended March 31, 2019 and 2018. 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, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Assets
 
 
 
 

 
 

 
 

 
 

Current assets:
 
 

 
 

 
 

 
 

 
 

Cash and cash equivalents
 
$
40.8

 
$

 
$
38.2

 
$

 
$
79.0

Accounts receivable, net
 
0.7

 
320.7

 
45.9

 

 
367.3

Inventories
 

 
748.8

 
105.4

 

 
854.2

Prepaid expenses and other current assets
 
99.3

 
60.9

 
24.7

 
(106.1
)
 
78.8

Total current assets
 
140.8

 
1,130.4

 
214.2

 
(106.1
)
 
1,379.3

Property, plant, and equipment, net
 
41.8

 
1,074.1

 
144.1

 

 
1,260.0

Operating lease right-of-use assets
 
38.1

 
160.8

 
29.9

 

 
228.8

Goodwill
 

 
2,046.7

 
117.2

 

 
2,163.9

Investment in subsidiaries
 
5,206.9

 
484.1

 

 
(5,691.0
)
 

Deferred income taxes
 
34.0

 

 

 
(34.0
)
 

Intangible and other assets, net
 
90.0

 
560.6

 
82.4

 

 
733.0

Total assets
 
$
5,551.6

 
$
5,456.7

 
$
587.8

 
$
(5,831.1
)
 
$
5,765.0

Liabilities and Stockholders’ Equity
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
37.5

 
$
495.3

 
$
58.3

 
$

 
$
591.1

Accrued expenses
 
65.4

 
260.5

 
25.8

 
(106.1
)
 
245.6

Current portion of long-term debt
 
4.1

 
0.4

 
0.1

 

 
4.6

Total current liabilities
 
107.0

 
756.2

 
84.2

 
(106.1
)
 
841.3

Long-term debt
 
2,284.2

 
0.4

 
0.6

 

 
2,285.2

Operating lease liabilities
 
43.6

 
135.5

 
25.5

 

 
204.6

Deferred income taxes
 

 
172.1

 
17.1

 
(34.0
)
 
155.2

Other long-term liabilities
 
9.0

 
142.0

 
4.5

 

 
155.5

Intercompany accounts (receivable) payable, net
 
984.6

 
(956.4
)
 
(28.2
)
 

 

Stockholders’ equity
 
2,123.2

 
5,206.9

 
484.1

 
(5,691.0
)
 
2,123.2

Total liabilities and stockholders’ equity
 
$
5,551.6

 
$
5,456.7

 
$
587.8

 
$
(5,831.1
)
 
$
5,765.0

 

Condensed Supplemental Consolidating Balance Sheet
December 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Assets
 
 

 
 

 
 

 
 

 
 

Current assets:
 
 

 
 

 
 

 
 

 
 

Cash and cash equivalents
 
$
77.9

 
$

 
$
86.4

 
$

 
$
164.3

Accounts receivable, net
 
1.0

 
314.1

 
36.2

 

 
351.3

Inventories
 

 
746.7

 
93.0

 

 
839.7

Prepaid expenses and other current assets
 
80.9

 
60.4

 
16.8

 
(96.3
)
 
61.8

Total current assets
 
159.8

 
1,121.2

 
232.4

 
(96.3
)
 
1,417.1

Property, plant, and equipment, net
 
42.8

 
1,087.8

 
143.8

 

 
1,274.4

Goodwill
 

 
2,046.7

 
114.7

 

 
2,161.4

Investment in subsidiaries
 
5,152.4

 
559.3

 

 
(5,711.7
)
 

Deferred income taxes
 
34.2

 

 

 
(34.2
)
 

Intangible and other assets, net
 
86.6

 
577.0

 
82.8

 

 
746.4

Total assets
 
$
5,475.8

 
$
5,392.0

 
$
573.7

 
$
(5,842.2
)
 
$
5,599.3

Liabilities and Stockholders’ Equity
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
23.9

 
$
508.3

 
$
45.7

 
$

 
$
577.9

Accrued expenses
 
71.8

 
261.6

 
19.0

 
(96.3
)
 
256.1

Current portion of long-term debt
 
0.6

 
0.5

 
0.1

 

 
1.2

Total current liabilities
 
96.3

 
770.4

 
64.8

 
(96.3
)
 
835.2

Long-term debt
 
2,296.2

 
0.6

 
0.6

 

 
2,297.4

Deferred income taxes
 

 
171.9

 
16.5

 
(34.2
)
 
154.2

Other long-term liabilities
 
17.7

 
147.8

 
5.1

 

 
170.6

Intercompany accounts (receivable) payable, net
 
923.7

 
(851.1
)
 
(72.6
)
 

 

Stockholders’ equity
 
2,141.9

 
5,152.4

 
559.3

 
(5,711.7
)
 
2,141.9

Total liabilities and stockholders’ equity
 
$
5,475.8

 
$
5,392.0

 
$
573.7

 
$
(5,842.2
)
 
$
5,599.3


 
Condensed Supplemental Consolidating Statement of Operations
Three Months Ended March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Net sales
 
$

 
$
1,245.7

 
$
152.7

 
$
(97.3
)
 
$
1,301.1

Cost of sales
 

 
1,058.3

 
145.5

 
(97.3
)
 
1,106.5

Gross profit
 

 
187.4

 
7.2

 

 
194.6

Selling, general, and administrative expense
 
34.7

 
102.0

 
8.4



 
145.1

Amortization expense
 
3.4

 
16.0

 
2.2

 

 
21.6

Other operating expense, net
 
19.4

 
9.1

 
0.3

 

 
28.8

Operating income (loss)
 
(57.5
)
 
60.3

 
(3.7
)
 

 
(0.9
)
Interest expense
 
26.1

 

 
0.8

 

 
26.9

(Gain) loss on foreign currency exchange
 

 
(0.4
)
 

 

 
(0.4
)
Other expense, net
 
13.6

 
0.2

 
(1.6
)
 

 
12.2

Loss before income taxes
 
(97.2
)
 
60.5

 
(2.9
)
 

 
(39.6
)
Income tax benefit
 
(22.3
)
 
9.7

 
0.3

 

 
(12.3
)
Equity in net income (loss) of subsidiaries
 
47.6

 
(3.2
)
 

 
(44.4
)
 

Net loss
 
$
(27.3
)
 
$
47.6

 
$
(3.2
)
 
$
(44.4
)
 
$
(27.3
)
 
 
Condensed Supplemental Consolidating Statement of Operations
Three Months Ended March 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
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 income (loss)
 
(66.4
)
 
51.6

 
6.1

 

 
(8.7
)
Interest expense
 
29.0

 

 
1.4

 
(1.9
)
 
28.5

(Gain) loss on foreign currency exchange
 
(0.4
)
 
2.1

 
0.8

 

 
2.5

Other expense, net
 
5.3

 
(0.2
)
 
(2.8
)
 
1.9

 
4.2

Loss before income taxes
 
(100.3
)
 
49.7

 
6.7

 

 
(43.9
)
Income tax benefit
 
(20.2
)
 
9.2

 
1.2

 

 
(9.8
)
Equity in net income (loss) of subsidiaries
 
46.0

 
5.5

 

 
(51.5
)
 

Net loss
 
$
(34.1
)
 
$
46.0

 
$
5.5

 
$
(51.5
)
 
$
(34.1
)

 
 
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)
Three Months Ended March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Net loss
 
$
(27.3
)
 
$
47.6

 
$
(3.2
)
 
$
(44.4
)
 
$
(27.3
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustments
 

 

 
6.8

 

 
6.8

Pension and postretirement reclassification
   adjustment, net of tax
 

 
0.1

 

 

 
0.1

Other comprehensive income (loss)
 

 
0.1

 
6.8

 

 
6.9

Equity in other comprehensive (loss) income of
   subsidiaries
 
6.9

 
6.8

 

 
(13.7
)
 

Comprehensive loss
 
$
(20.4
)
 
$
54.5

 
$
3.6

 
$
(58.1
)
 
$
(20.4
)

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)
Three Months Ended March 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Net loss
 
$
(34.1
)
 
$
46.0

 
$
5.5

 
$
(51.5
)
 
$
(34.1
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
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 income (loss)
 

 
(0.9
)
 
(10.1
)
 

 
(11.0
)
Equity in other comprehensive income (loss) of
   subsidiaries
 
(9.9
)
 
(10.1
)
 

 
20.0

 

Comprehensive loss
 
$
(44.0
)
 
$
35.0

 
$
(4.6
)
 
$
(31.5
)
 
$
(45.1
)


 


 
 



Condensed Supplemental Consolidating Statement of Cash Flows
Three Months Ended March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Cash flows from operating activities:
 
 

 
 

 
 

 
 

 
 

Net cash provided by (used in) operating
   activities
 
$
(50.0
)
 
$
61.9

 
$
(5.3
)
 
$
(44.5
)
 
$
(37.9
)
Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Additions to property, plant, and equipment
 

 
(27.7
)
 
(2.2
)
 

 
(29.9
)
Additions to intangible assets
 
(6.4
)
 
(0.1
)
 

 

 
(6.5
)
Intercompany transfer
 
(21.5
)
 
(11.8
)
 

 
33.3

 

Other
 

 

 
(0.1
)
 

 
(0.1
)
Net cash (used in) provided by investing
   activities
 
(27.9
)
 
(39.6
)
 
(2.3
)
 
33.3

 
(36.5
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Net (repayment) borrowing of debt
 
(10.0
)
 
(0.4
)
 

 

 
(10.4
)
Intercompany transfer
 
55.2

 
(21.9
)
 
(44.5
)
 
11.2

 

Receipts related to stock-based award activities
 
0.2

 

 

 

 
0.2

Payments related to stock-based award activities
 
(4.6
)
 

 

 

 
(4.6
)
Net cash (used in) provided by financing
   activities
 
40.8

 
(22.3
)
 
(44.5
)
 
11.2

 
(14.8
)
Effect of exchange rate changes on cash and
cash equivalents
 

 

 
3.9

 

 
3.9

Decrease (increase) in cash and cash equivalents
 
(37.1
)
 

 
(48.2
)
 

 
(85.3
)
Cash and cash equivalents, beginning of period
 
77.9

 

 
86.4

 

 
164.3

Cash and cash equivalents, end of period
 
$
40.8

 
$

 
$
38.2

 
$

 
$
79.0

 
Condensed Supplemental Consolidating Statement of Cash Flows
Three Months Ended March 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
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 (used in) provided by investing
   activities
 
(46.2
)
 
(76.0
)
 
(5.1
)
 
85.6

 
(41.7
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Net borrowing (repayment) 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 (used in) provided by 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

v3.19.1
Subsequent Events
3 Months Ended
Mar. 31, 2019
Subsequent Events [Abstract]  
Subsequent Events
18. SUBSEQUENT EVENTS

Ready-to-eat Cereal Divestiture

On May 2, 2019, the Company announced that it had entered into a definitive agreement to sell its Ready-to-eat cereal business. The business produces private label ready-to-eat cereal at plants located in Battle Creek, Michigan; Lancaster, Ohio, and Sparks, Nevada for the Baked Goods segment.  The transaction is subject to customary closing conditions and is expected to close in the third quarter of 2019.

Minneapolis Plant Closure

On May 2, 2019, the Company announced the closure of its Minneapolis, Minnesota Snack nuts and Trail mix plant by the end of the third quarter of 2019.  Costs associated with the facility closure are expected to be approximately $13 million, of which approximately $4 million is expected to be in cash. Components of the charges include non-cash asset write-offs of approximately $9 million, employee-related costs of approximately $1 million, and other closure costs of approximately $3 million.
v3.19.1
Recent Accounting Pronouncements (Policies)
3 Months Ended
Mar. 31, 2019
Accounting Changes and Error Corrections [Abstract]  
Recent Accounting Pronouncements
Adopted
In February 2016, the FASB issued Accounting Standards Update ("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 standard requires that entities apply the effects of these changes using a modified retrospective approach, which includes a number of optional practical expedients. In July 2018, the FASB issued ASU No. 2018-11, Leases (842), Targeted Improvements, which provides an additional transition election to not restate comparative periods for the effects of applying the new standard. This transition election permits entities to apply ASU No. 2016-02 on the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings. These ASU's are effective for fiscal years, and interim periods within those years, beginning after December 15, 2018.
The Company adopted these ASUs as of January 1, 2019 under the modified retrospective transition method prescribed by ASU 2018-11. Under this transition method, financial results reported in periods prior to the first quarter of 2019 are unchanged. The adoption of these ASUs resulted in the recognition of approximately $252.5 million of right-of-use assets and lease liabilities as of January 1, 2019. Also as a result of adoption, the Company reclassified $17.2 million of liabilities and $0.6 million of assets on its Condensed Consolidated Balance Sheet as of January 1, 2019 against the operating lease right-of-use asset. The adoption of these ASUs did not result in a cumulative-effect adjustment to the opening balance of retained earnings.
In addition, the Company elected the package of practical expedients permitted by the transition guidance. The adoption of these ASU’s did not have an impact on the Company’s Condensed Consolidated Statements of Operations or Cash Flows.
Refer to Note 4 for additional information regarding the Company's leases.

Not yet adopted

The Company does not anticipate a material impact upon adoption from any accounting standards issued but not yet adopted.
v3.19.1
Restructuring Programs (Tables)
3 Months Ended
Mar. 31, 2019
Restructuring Cost and Reserve [Line Items]  
Aggregate Expenses Incurred Associated with Facility Closure
Below is a summary of costs by line item for the Restructuring Programs:
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
(In millions)
Cost of sales
 
 
$
4.1

 
$
9.7

General and administrative
 
 
0.8

 

Other operating expense, net
 
 
28.8

 
28.9

Total
 
 
$
33.7

 
$
38.6

Activity of Restructuring Program Liabilities
The table below presents the activity of the liabilities associated with the Restructuring Programs as of March 31, 2019:  
 
 
Severance
 
Other Costs
 
Total Liabilities
 
 
(In millions)
Balance as of December 31, 2018
 
$
19.3

 
$
2.6

 
$
21.9

Expenses recognized
 
3.1

 

 
3.1

Cash payments
 
(7.7
)
 

 
(7.7
)
Reclassification due to adoption of ASU 2016-02
 

 
(2.6
)
 
(2.6
)
Balance as of March 31, 2019
 
$
14.7

 
$

 
$
14.7

TreeHouse 2020 Restructuring Plan  
Restructuring Cost and Reserve [Line Items]  
Aggregate Expenses Incurred Associated with Facility Closure
Below is a summary of the overall TreeHouse 2020 program costs by type: 
 
 
 
Three Months Ended March 31,
 
Cumulative Costs To Date
 
Total Expected Costs
 
 
 
2019
 
2018
 
 
 
 
(In millions)
Asset-related
 
 
$
2.9

 
$
5.3

 
$
58.7

 
$
71.0

Employee-related
 
 
4.7

 
8.4

 
54.6

 
77.0

Other costs
 
 
20.4

 
14.0

 
109.1

 
202.0

Total
 
 
$
28.0

 
$
27.7

 
$
222.4

 
$
350.0

Schedule of Facility Closures
The table below shows key information regarding the Company's announced plant closures, a component of the broader TreeHouse 2020 program:

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)
Dothan, Alabama
 
August 3, 2017
 
Partial closure completed in Q3 2018
 
Trail mix and snack nuts
 
Snacks
 
$
11.8

 
$
6.1

Brooklyn Park, Minnesota
 
August 3, 2017
 
Completed in Q4 2017
 
Dry dinners
 
Meal Solutions
 
16.1

 
9.6

Plymouth, Indiana
 
August 3, 2017
 
Completed in Q4 2017
 
Pickles
 
Meal Solutions
 
9.3

 
3.8

Battle Creek, Michigan
 
January 31, 2018
 
Q3 2019
 
Ready-to-eat cereal
 
Baked Goods
 
18.2

 
11.8

Visalia, California
 
February 15, 2018
 
Completed in Q1 2019
 
Pretzels
 
Baked Goods
 
22.1

 
8.8

 
 
 
 
 
 
 
 
 
 
$
77.5

 
$
40.1

Structure to Win Improvement Program  
Restructuring Cost and Reserve [Line Items]  
Aggregate Expenses Incurred Associated with Facility Closure
Below is a summary of costs by type associated with the Structure to Win program:
 
 
Three Months Ended March 31,
 
Cumulative Costs
To Date
 
Total Expected Costs
 
 
2019
 
2018
 
 
 
 
(In millions)
Asset-related
 
$
0.8

 
$

 
$
3.0

 
$
3.8

Employee-related
 
1.4

 
5.5

 
23.7

 
31.8

Other costs
 
3.5

 
2.9

 
24.1

 
27.4

Total
 
$
5.7

 
$
8.4

 
$
50.8

 
$
63.0

Restructuring and Margin Improvement Activities Categories  
Restructuring Cost and Reserve [Line Items]  
Aggregate Expenses Incurred Associated with Facility Closure
The costs by activity for the Restructuring Programs are outlined below:
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
(In millions)
TreeHouse 2020
 
 
$
28.0

 
$
27.7

Structure to Win
 
 
5.7

 
8.4

Other restructuring and plant closing costs
 
 

 
2.5

Total Restructuring Programs
 
 
$
33.7

 
$
38.6

v3.19.1
Leases (Tables)
3 Months Ended
Mar. 31, 2019
Leases [Abstract]  
Supplemental Balance Sheet Information Related to Leases
Supplemental balance sheet information related to leases was as follows:
 
 
Balance Sheet Classification
 
March 31, 2019
Assets
 
 
 
 
Operating
 
Operating lease right-of-use assets
 
$
228.8

Finance
 
Property, plant, and equipment, net
 
1.8

Total assets
 

 
$
230.6

 
 
 
 
 
Liabilities
 
 
 
 
Current liabilities
 
 
 
 
Operating
 
Accrued expenses
 
$
41.1

Finance
 
Current portion of long-term debt
 
1.1

Total current liabilities
 
 
 
42.2

Noncurrent liabilities
 
 
 
 
Operating
 
Operating lease liabilities
 
204.6

Finance
 
Long-term debt
 
1.3

Total noncurrent liabilities
 
 
 
205.9

Total lease liabilities
 
 
 
$
248.1

Components of Lease Expense
The components of lease expense were as follows:
 
 
 
 
Three Months Ended
 
 
Income Statement Classification
 
March 31, 2019
Operating lease cost
 
Cost of sales and General and administrative
 
$
11.6

Finance lease cost:
 
 
 
 
Amortization of right-of-use assets
 
Cost of sales and General and administrative
 
0.4

Interest on lease liabilities
 
Interest expense
 
0.1

Total finance lease cost
 
 
 
0.5

Variable lease cost (1)
 
Cost of sales and General and administrative
 
1.2

Net lease cost
 
 
 
$
13.3


(1)
Includes short-term leases, which are immaterial.
Future Maturities of Operating Lease Liabilities
Future maturities of lease liabilities were as follows:
 
 
 
 
 
 
 
Operating Leases (1)
 
Finance Leases
Nine months ended December 31, 2019
 
$
39.3

 
$
1.1

2020
 
47.0

 
0.5

2021
 
42.2

 
0.4

2022
 
33.8

 
0.1

2023
 
27.1

 
0.1

Thereafter
 
115.6

 
0.3

Total lease payments
 
305.0

 
2.5

Less: Interest
 
(59.3
)
 
(0.1
)
Present value of lease liabilities
 
$
245.7

 
$
2.4


(1)
Operating lease payments include $3.0 million related to options to extend lease terms that are reasonably certain of being exercised.

Future Maturities of Finance Lease Liabilities
Future maturities of lease liabilities were as follows:
 
 
 
 
 
 
 
Operating Leases (1)
 
Finance Leases
Nine months ended December 31, 2019
 
$
39.3

 
$
1.1

2020
 
47.0

 
0.5

2021
 
42.2

 
0.4

2022
 
33.8

 
0.1

2023
 
27.1

 
0.1

Thereafter
 
115.6

 
0.3

Total lease payments
 
305.0

 
2.5

Less: Interest
 
(59.3
)
 
(0.1
)
Present value of lease liabilities
 
$
245.7

 
$
2.4


(1)
Operating lease payments include $3.0 million related to options to extend lease terms that are reasonably certain of being exercised.
Other Information Related to Leases
Other information related to leases were as follows:
 
 
Three Months Ended
 
 
March 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
 
 
Operating cash flows from operating leases
 
$
12.6

Operating cash flows from finance leases
 
0.1

Financing cash flows from finance leases
 
0.4

Schedule of Weighted Average Remaining Lease Term
The weighted average remaining lease term was as follows:
 
 
March 31, 2019
Operating leases (in years)
 
7.9
Finance leases (in years)
 
2.6
Schedule of Weighted Average Discount Rate
The weighted average discount rate was as follows:
 
 
March 31, 2019
Operating leases
 
4.8
%
Finance leases
 
4.1

v3.19.1
Inventories (Tables)
3 Months Ended
Mar. 31, 2019
Inventory Disclosure [Abstract]  
Inventories
 
 
March 31, 2019
 
December 31, 2018
 
 
(In millions)
Raw materials and supplies
 
$
361.8

 
$
390.8

Finished goods
 
517.0

 
473.0

LIFO reserve
 
(24.6
)
 
(24.1
)
Total inventories
 
$
854.2

 
$
839.7

v3.19.1
Goodwill and Intangible Assets (Tables)
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in Carrying Amount of Goodwill
Changes in the carrying amount of goodwill for the three months ended March 31, 2019 are as follows:
 
 
Baked
Goods
 
Beverages
 
Meal Solutions
 
Snacks
 
Total
 
 
(In millions)
Goodwill
 
$
642.2

 
$
712.5

 
$
851.2

 
$
576.8

 
$
2,782.7

Accumulated impairment losses
 
(33.0
)
 

 
(11.5
)
 
(576.8
)
 
(621.3
)
Balance at January 1, 2019
 
609.2

 
712.5

 
839.7

 

 
2,161.4

Foreign currency exchange adjustments
 

 
1.0

 
1.5

 

 
2.5

Balance at March 31, 2019
 
$
609.2

 
$
713.5

 
$
841.2

 
$


$
2,163.9

Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives
The gross carrying amounts and accumulated amortization of intangible assets with finite lives as of March 31, 2019 and December 31, 2018 are as follows:
 
 
 
March 31, 2019
 
December 31, 2018
 
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
 
 
(In millions)
Intangible assets with finite lives:
 
 

 
 

 
 

 
 

 
 

 
 

Customer-related
 
$
957.0

 
$
(403.9
)
 
$
553.1

 
$
954.3

 
$
(387.9
)
 
$
566.4

Contractual agreements
 
3.0

 
(3.0
)
 

 
3.0

 
(3.0
)
 

Trademarks
 
59.2

 
(28.8
)
 
30.4

 
59.1

 
(27.6
)
 
31.5

Formulas/recipes
 
33.7

 
(24.8
)
 
8.9

 
33.7

 
(23.5
)
 
10.2

Computer software
 
165.4

 
(89.0
)
 
76.4

 
155.3

 
(84.6
)
 
70.7

Total finite lived intangibles
 
$
1,218.3

 
$
(549.5
)
 
$
668.8

 
$
1,205.4


$
(526.6
)
 
$
678.8

v3.19.1
Long-Term Debt (Tables)
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Long-Term Debt
 
 
March 31, 2019
 
December 31, 2018
 
 
(In millions)
Term Loan A
 
$
488.8

 
$
488.8

Term Loan A-1
 
841.3

 
851.2

2022 Notes
 
375.9

 
375.9

2024 Notes
 
602.9

 
602.9

Finance leases
 
2.4

 
2.5

Total outstanding debt
 
2,311.3

 
2,321.3

Deferred financing costs
 
(21.5
)
 
(22.7
)
Less current portion
 
(4.6
)
 
(1.2
)
Total long-term debt
 
$
2,285.2

 
$
2,297.4

v3.19.1
Earnings Per Share (Tables)
3 Months Ended
Mar. 31, 2019
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 loss per share:
 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
(In millions, except per share data)
Net loss
 
 
$
(27.3
)
 
$
(34.1
)
 
 
 
 
 
 
Weighted average common shares outstanding
 
 
56.1

 
56.5

Assumed exercise/vesting of equity awards (1)
 
 

 

Weighted average diluted common shares outstanding
 
 
56.1

 
56.5

 
 
 
 
 
 
Net loss per basic share
 
 
$
(0.49
)
 
$
(0.60
)
Net loss per diluted share
 
 
$
(0.49
)
 
$
(0.60
)
 
(1)
Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2019 and 2018, the weighted average common shares outstanding is the same for both the computations of basic and diluted shares because the Company had a net loss for the period.  Equity awards excluded from the Company's computation of diluted earnings per share because they were anti-dilutive, were 1.7 million and 2.1 million for the three months ended March 31, 2019 and 2018, respectively.
v3.19.1
Stock-Based Compensation (Tables)
3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Summary of Stock Option Activity
The following table summarizes stock option activity during the three months ended March 31, 2019.
 
 
Employee
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term (yrs)
 
Aggregate
Intrinsic
Value
 
 
(In thousands)
 
 
 
 
 
(In millions)
Outstanding, at December 31, 2018
 
1,720

 
$
75.24

 
4.8
 
$
1.1

Forfeited
 
(8
)
 
89.54

 
 
 
 
Exercised
 
(4
)
 
58.27

 
 
 
 
Expired
 
(74
)
 
77.45

 
 
 
 
Outstanding, at March 31, 2019
 
1,634

 
75.07

 
4.7
 
4.5

Vested/expected to vest, at March 31, 2019
 
1,619

 
74.99

 
4.6
 
4.4

Exercisable, at March 31, 2019
 
1,506

 
73.95

 
4.4
 
4.4

Highlight of Stock Options Activity
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Compensation expense
 
 
$
0.9

 
$
2.7

Intrinsic value of stock options exercised
 
 

 
1.5

Summary of Restricted Stock Unit Activity
The following table summarizes the restricted stock unit activity during the three months ended March 31, 2019:
 
 
 
Employee
Restricted
Stock Units
 
Weighted
Average
Grant Date
Fair Value
 
Director
Restricted
Stock Units
 
Weighted
Average
Grant Date
Fair Value
 
 
(In thousands)
 
 
 
(In thousands)
 
 
Outstanding, at December 31, 2018
 
685

 
$
52.20

 
129

 
$
53.75

Granted
 
327

 
64.39

 

 

Vested
 
(231
)
 
55.58

 
(9
)
 
38.27

Forfeited
 
(23
)
 
47.49

 

 

Outstanding, at March 31, 2019
 
758

 
56.59

 
120

 
54.99

Highlights of Restricted Stock Unit Activity
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Compensation expense
 
 
$
4.6

 
$
8.3

Fair value of vested restricted stock units
 
 
15.2

 
4.3

Tax benefit recognized from vested restricted stock units
 
 
2.6

 
1.0

Summary of Performance Unit Activity
The following table summarizes the performance unit activity during the three months ended March 31, 2019:  
 
 
Performance
Units
 
Weighted
Average
Grant Date
Fair Value
 
 
(In thousands)
 
 
Unvested, at December 31, 2018
 
176

 
$
71.49

Granted
 
353

 
62.07

Forfeited
 
(4
)
 
89.37

Unvested, at March 31, 2019
 
525

 
65.04

Highlight of Performance Unit Activity
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Compensation expense
 
 
$
0.6

 
$
5.3

v3.19.1
Accumulated Other Comprehensive Loss (Tables)
3 Months Ended
Mar. 31, 2019
Equity [Abstract]  
Components of Accumulated Other Comprehensive Loss Net of Tax
Accumulated other comprehensive loss consists of the following components, all of which are net of tax:
 
 
 
Foreign
Currency
Translation (1)
 
Unrecognized
Pension and
Postretirement
Benefits (1)
 
Accumulated
Other
Comprehensive
Loss
 
 
(In millions)
Balance at December 31, 2017
 
$
(57.2
)
 
$
(4.3
)
 
$
(61.5
)
Other comprehensive loss
 
(10.1
)
 

 
(10.1
)
Reclassifications from accumulated other comprehensive loss (2)
 

 
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
)
 
 
 
 
 
 
 
Balance at December 31, 2018
 
$
(91.7
)
 
$
(5.4
)
 
$
(97.1
)
Other comprehensive income
 
6.8

 

 
6.8

Reclassifications from accumulated other comprehensive income (2)
 

 
0.1

 
0.1

Other comprehensive income
 
6.8

 
0.1

 
6.9

Balance at March 31, 2019
 
$
(84.9
)
 
$
(5.3
)
 
$
(90.2
)
  
(1)
The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three months ended March 31, 2019 and 2018.
(2)
Refer to Note 13 for additional information regarding these reclassifications.
v3.19.1
Employee Retirement and Postretirement Benefits (Tables)
3 Months Ended
Mar. 31, 2019
Retirement Benefits [Abstract]  
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans
Components of net periodic pension benefit are as follows:
 
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Service cost
 
 
$
0.5

 
$
0.6

Interest cost
 
 
3.2

 
2.9

Expected return on plan assets
 
 
(3.8
)
 
(4.0
)
Amortization of unrecognized prior service cost
 
 

 

Amortization of unrecognized net loss
 
 
0.1

 
0.2

Net periodic pension benefit
 
 
$

 
$
(0.3
)
 
Components of net periodic postretirement expense are as follows:
 
 
 
Three Months Ended
March 31,
 
 
 
2019
 
2018
 
 
 
(In millions)
Interest cost
 
 
$
0.3

 
$
0.3

Net periodic postretirement cost
 
 
$
0.3

 
$
0.3

v3.19.1
Derivative Instruments (Tables)
3 Months Ended
Mar. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheet
 The following table identifies the fair value of each derivative instrument:
 
 
Fair Value
 
 
March 31, 2019
 
December 31, 2018
Asset Derivatives
 
(In millions)
Commodity contracts
 
$
1.2

 
$
0.6

Foreign currency contracts
 
0.3

 
1.5

Interest rate swap agreements
 
7.1

 
10.1

 
 
$
8.6

 
$
12.2

Liability Derivatives
 
 
 
 
Commodity contracts
 
$
0.7

 
$
1.8

Foreign currency contracts
 
0.1

 

Interest rate swap agreements
 
32.3

 
19.0

 
 
$
33.1

 
$
20.8

Gains and Losses on Derivative Contracts
We recorded the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations:
 
 
Location of Gain (Loss)
 
 
Three Months Ended
March 31,
 
 
Recognized in Net Loss
 
 
2019
 
2018
 
 
 
 
 
(In millions)
Mark-to-market unrealized gain (loss)
 
 
 

 
 

Commodity contracts
 
Other expense, net
 
 
$
1.7

 
$
(1.0
)
Foreign currency contracts
 
Other expense, net
 
 
(1.3
)
 
1.8

Interest rate swap agreements
 
Other expense, net
 
 
(16.3
)
 
(6.4
)
Total unrealized loss
 
 
 
 
(15.9
)
 
(5.6
)
Realized gain
 
 
 
 
 
 
 
Commodity contracts
 
Manufacturing related to Cost of sales and transportation related to Selling and distribution
 
 
0.5

 
2.4

Foreign currency contracts
 
Cost of sales
 
 
0.3

 
0.6

Interest rate swap agreements
 
Interest expense
 
 
2.4

 
0.8

Total realized gain
 
 
 
 
3.2

 
3.8

Total loss
 
 
 
 
$
(12.7
)
 
$
(1.8
)
v3.19.1
Segment Information (Tables)
3 Months Ended
Mar. 31, 2019
Segment Reporting [Abstract]  
Financial Information Relating to Reportable Segments
Financial information relating to the Company’s reportable segments, revised to reflect the new segment structure, is as follows:
 
 
Three Months Ended
March 31,
 
 
2019
 
2018
 
 
(In millions)
Net sales to external customers:
 
 

 
 

Baked Goods
 
$
422.7

 
$
455.4

Beverages
 
237.2

 
249.1

Meal Solutions
 
464.9

 
523.3

Snacks
 
176.3

 
253.4

Total
 
$
1,301.1

 
$
1,481.2

Direct operating income:
 
 
 
 
Baked Goods
 
$
44.7

 
$
28.0

Beverages
 
43.9

 
39.4

Meal Solutions
 
46.9

 
56.2

Snacks
 
(13.8
)
 
7.6

Total
 
121.7

 
131.2

Unallocated selling, general, and administrative expenses
 
(58.5
)
 
(81.3
)
Unallocated cost of sales (1)
 
(8.1
)
 
(7.5
)
Unallocated corporate expense and other (1)
 
(56.0
)
 
(51.1
)
Operating loss
 
$
(0.9
)
 
$
(8.7
)
(1)
Includes charges related to restructuring programs and other costs managed at corporate.
Schedule of Segment Revenue Disaggregated by Product Category
Segment revenue disaggregated by product category groups, revised to reflect the new segment structure, is as follows:

 
 
Three Months Ended
March 31,
 
 
2019
 
2018
 
 
(In millions)
Retail bakery
 
$
159.9

 
$
177.1

Baked products
 
262.8

 
278.3

Total Baked Goods
 
422.7

 
455.4

Beverages
 
165.8

 
171.4

Beverage enhancers
 
71.4

 
77.7

Total Beverages
 
237.2

 
249.1

Dressings and sauces
 
225.9

 
246.2

Pickles
 
60.2

 
69.0

Pasta and dry dinners
 
113.4

 
142.0

Cereals and other meals
 
65.4

 
66.1

Total Meal Solutions
 
464.9

 
523.3

Snack nuts
 
149.9

 
202.4

Trail mix
 
26.4

 
51.0

Total Snacks
 
176.3

 
253.4

Total net sales
 
$
1,301.1

 
$
1,481.2

v3.19.1
Guarantor and Non-Guarantor Financial Information (Tables)
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Condensed Supplemental Consolidating Balance Sheet
densed Supplemental Consolidating Balance Sheet
March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Assets
 
 
 
 

 
 

 
 

 
 

Current assets:
 
 

 
 

 
 

 
 

 
 

Cash and cash equivalents
 
$
40.8

 
$

 
$
38.2

 
$

 
$
79.0

Accounts receivable, net
 
0.7

 
320.7

 
45.9

 

 
367.3

Inventories
 

 
748.8

 
105.4

 

 
854.2

Prepaid expenses and other current assets
 
99.3

 
60.9

 
24.7

 
(106.1
)
 
78.8

Total current assets
 
140.8

 
1,130.4

 
214.2

 
(106.1
)
 
1,379.3

Property, plant, and equipment, net
 
41.8

 
1,074.1

 
144.1

 

 
1,260.0

Operating lease right-of-use assets
 
38.1

 
160.8

 
29.9

 

 
228.8

Goodwill
 

 
2,046.7

 
117.2

 

 
2,163.9

Investment in subsidiaries
 
5,206.9

 
484.1

 

 
(5,691.0
)
 

Deferred income taxes
 
34.0

 

 

 
(34.0
)
 

Intangible and other assets, net
 
90.0

 
560.6

 
82.4

 

 
733.0

Total assets
 
$
5,551.6

 
$
5,456.7

 
$
587.8

 
$
(5,831.1
)
 
$
5,765.0

Liabilities and Stockholders’ Equity
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
37.5

 
$
495.3

 
$
58.3

 
$

 
$
591.1

Accrued expenses
 
65.4

 
260.5

 
25.8

 
(106.1
)
 
245.6

Current portion of long-term debt
 
4.1

 
0.4

 
0.1

 

 
4.6

Total current liabilities
 
107.0

 
756.2

 
84.2

 
(106.1
)
 
841.3

Long-term debt
 
2,284.2

 
0.4

 
0.6

 

 
2,285.2

Operating lease liabilities
 
43.6

 
135.5

 
25.5

 

 
204.6

Deferred income taxes
 

 
172.1

 
17.1

 
(34.0
)
 
155.2

Other long-term liabilities
 
9.0

 
142.0

 
4.5

 

 
155.5

Intercompany accounts (receivable) payable, net
 
984.6

 
(956.4
)
 
(28.2
)
 

 

Stockholders’ equity
 
2,123.2

 
5,206.9

 
484.1

 
(5,691.0
)
 
2,123.2

Total liabilities and stockholders’ equity
 
$
5,551.6

 
$
5,456.7

 
$
587.8

 
$
(5,831.1
)
 
$
5,765.0

 

Condensed Supplemental Consolidating Balance Sheet
December 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Assets
 
 

 
 

 
 

 
 

 
 

Current assets:
 
 

 
 

 
 

 
 

 
 

Cash and cash equivalents
 
$
77.9

 
$

 
$
86.4

 
$

 
$
164.3

Accounts receivable, net
 
1.0

 
314.1

 
36.2

 

 
351.3

Inventories
 

 
746.7

 
93.0

 

 
839.7

Prepaid expenses and other current assets
 
80.9

 
60.4

 
16.8

 
(96.3
)
 
61.8

Total current assets
 
159.8

 
1,121.2

 
232.4

 
(96.3
)
 
1,417.1

Property, plant, and equipment, net
 
42.8

 
1,087.8

 
143.8

 

 
1,274.4

Goodwill
 

 
2,046.7

 
114.7

 

 
2,161.4

Investment in subsidiaries
 
5,152.4

 
559.3

 

 
(5,711.7
)
 

Deferred income taxes
 
34.2

 

 

 
(34.2
)
 

Intangible and other assets, net
 
86.6

 
577.0

 
82.8

 

 
746.4

Total assets
 
$
5,475.8

 
$
5,392.0

 
$
573.7

 
$
(5,842.2
)
 
$
5,599.3

Liabilities and Stockholders’ Equity
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
23.9

 
$
508.3

 
$
45.7

 
$

 
$
577.9

Accrued expenses
 
71.8

 
261.6

 
19.0

 
(96.3
)
 
256.1

Current portion of long-term debt
 
0.6

 
0.5

 
0.1

 

 
1.2

Total current liabilities
 
96.3

 
770.4

 
64.8

 
(96.3
)
 
835.2

Long-term debt
 
2,296.2

 
0.6

 
0.6

 

 
2,297.4

Deferred income taxes
 

 
171.9

 
16.5

 
(34.2
)
 
154.2

Other long-term liabilities
 
17.7

 
147.8

 
5.1

 

 
170.6

Intercompany accounts (receivable) payable, net
 
923.7

 
(851.1
)
 
(72.6
)
 

 

Stockholders’ equity
 
2,141.9

 
5,152.4

 
559.3

 
(5,711.7
)
 
2,141.9

Total liabilities and stockholders’ equity
 
$
5,475.8

 
$
5,392.0

 
$
573.7

 
$
(5,842.2
)
 
$
5,599.3

Condensed Supplemental Consolidating Statement of Operations
Condensed Supplemental Consolidating Statement of Operations
Three Months Ended March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Net sales
 
$

 
$
1,245.7

 
$
152.7

 
$
(97.3
)
 
$
1,301.1

Cost of sales
 

 
1,058.3

 
145.5

 
(97.3
)
 
1,106.5

Gross profit
 

 
187.4

 
7.2

 

 
194.6

Selling, general, and administrative expense
 
34.7

 
102.0

 
8.4



 
145.1

Amortization expense
 
3.4

 
16.0

 
2.2

 

 
21.6

Other operating expense, net
 
19.4

 
9.1

 
0.3

 

 
28.8

Operating income (loss)
 
(57.5
)
 
60.3

 
(3.7
)
 

 
(0.9
)
Interest expense
 
26.1

 

 
0.8

 

 
26.9

(Gain) loss on foreign currency exchange
 

 
(0.4
)
 

 

 
(0.4
)
Other expense, net
 
13.6

 
0.2

 
(1.6
)
 

 
12.2

Loss before income taxes
 
(97.2
)
 
60.5

 
(2.9
)
 

 
(39.6
)
Income tax benefit
 
(22.3
)
 
9.7

 
0.3

 

 
(12.3
)
Equity in net income (loss) of subsidiaries
 
47.6

 
(3.2
)
 

 
(44.4
)
 

Net loss
 
$
(27.3
)
 
$
47.6

 
$
(3.2
)
 
$
(44.4
)
 
$
(27.3
)
 
 
Condensed Supplemental Consolidating Statement of Operations
Three Months Ended March 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
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 income (loss)
 
(66.4
)
 
51.6

 
6.1

 

 
(8.7
)
Interest expense
 
29.0

 

 
1.4

 
(1.9
)
 
28.5

(Gain) loss on foreign currency exchange
 
(0.4
)
 
2.1

 
0.8

 

 
2.5

Other expense, net
 
5.3

 
(0.2
)
 
(2.8
)
 
1.9

 
4.2

Loss before income taxes
 
(100.3
)
 
49.7

 
6.7

 

 
(43.9
)
Income tax benefit
 
(20.2
)
 
9.2

 
1.2

 

 
(9.8
)
Equity in net income (loss) of subsidiaries
 
46.0

 
5.5

 

 
(51.5
)
 

Net loss
 
$
(34.1
)
 
$
46.0

 
$
5.5

 
$
(51.5
)
 
$
(34.1
)
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)
Three Months Ended March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Net loss
 
$
(27.3
)
 
$
47.6

 
$
(3.2
)
 
$
(44.4
)
 
$
(27.3
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustments
 

 

 
6.8

 

 
6.8

Pension and postretirement reclassification
   adjustment, net of tax
 

 
0.1

 

 

 
0.1

Other comprehensive income (loss)
 

 
0.1

 
6.8

 

 
6.9

Equity in other comprehensive (loss) income of
   subsidiaries
 
6.9

 
6.8

 

 
(13.7
)
 

Comprehensive loss
 
$
(20.4
)
 
$
54.5

 
$
3.6

 
$
(58.1
)
 
$
(20.4
)

Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss)
Three Months Ended March 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Net loss
 
$
(34.1
)
 
$
46.0

 
$
5.5

 
$
(51.5
)
 
$
(34.1
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
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 income (loss)
 

 
(0.9
)
 
(10.1
)
 

 
(11.0
)
Equity in other comprehensive income (loss) of
   subsidiaries
 
(9.9
)
 
(10.1
)
 

 
20.0

 

Comprehensive loss
 
$
(44.0
)
 
$
35.0

 
$
(4.6
)
 
$
(31.5
)
 
$
(45.1
)
Condensed Supplemental Consolidating Statement of Cash Flows
Condensed Supplemental Consolidating Statement of Cash Flows
Three Months Ended March 31, 2019
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
Cash flows from operating activities:
 
 

 
 

 
 

 
 

 
 

Net cash provided by (used in) operating
   activities
 
$
(50.0
)
 
$
61.9

 
$
(5.3
)
 
$
(44.5
)
 
$
(37.9
)
Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Additions to property, plant, and equipment
 

 
(27.7
)
 
(2.2
)
 

 
(29.9
)
Additions to intangible assets
 
(6.4
)
 
(0.1
)
 

 

 
(6.5
)
Intercompany transfer
 
(21.5
)
 
(11.8
)
 

 
33.3

 

Other
 

 

 
(0.1
)
 

 
(0.1
)
Net cash (used in) provided by investing
   activities
 
(27.9
)
 
(39.6
)
 
(2.3
)
 
33.3

 
(36.5
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Net (repayment) borrowing of debt
 
(10.0
)
 
(0.4
)
 

 

 
(10.4
)
Intercompany transfer
 
55.2

 
(21.9
)
 
(44.5
)
 
11.2

 

Receipts related to stock-based award activities
 
0.2

 

 

 

 
0.2

Payments related to stock-based award activities
 
(4.6
)
 

 

 

 
(4.6
)
Net cash (used in) provided by financing
   activities
 
40.8

 
(22.3
)
 
(44.5
)
 
11.2

 
(14.8
)
Effect of exchange rate changes on cash and
cash equivalents
 

 

 
3.9

 

 
3.9

Decrease (increase) in cash and cash equivalents
 
(37.1
)
 

 
(48.2
)
 

 
(85.3
)
Cash and cash equivalents, beginning of period
 
77.9

 

 
86.4

 

 
164.3

Cash and cash equivalents, end of period
 
$
40.8

 
$

 
$
38.2

 
$

 
$
79.0

 
Condensed Supplemental Consolidating Statement of Cash Flows
Three Months Ended March 31, 2018
(In millions)
 
 
 
Parent
Company
 
Guarantor
Subsidiaries
 
Non-Guarantor
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 (used in) provided by investing
   activities
 
(46.2
)
 
(76.0
)
 
(5.1
)
 
85.6

 
(41.7
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Net borrowing (repayment) 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 (used in) provided by 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

v3.19.1
Recent Accounting Pronouncements - Additional Information (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Jan. 01, 2019
Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating lease right-of-use assets $ 228.8   $ 0.0
Operating lease, liability 245.7    
Liabilities 3,641.8   3,457.4
Assets $ 5,765.0   5,599.3
Accounting Standards Update 2016-02      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating lease right-of-use assets   $ 252.5  
Operating lease, liability   $ 252.5  
Liabilities     17.2
Assets     $ 0.6
v3.19.1
Restructuring Programs - Aggregate Expenses Incurred Associated with Facility Closure (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 33.7 $ 38.6  
Cost of sales      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 4.1 9.7  
General and administrative      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0.8 0.0  
Other operating expense, net      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 28.8 28.9  
TreeHouse 2020 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 28.0 27.7  
Cumulative costs to date 222.4    
Total Costs to Close 350.0    
Structure to Win Improvement Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 5.7 8.4  
Cumulative costs to date 50.8    
Total Costs to Close 63.0   $ 49.5
Restructuring and Margin Improvement Activities Categories      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 33.7 38.6  
Restructuring and Margin Improvement Activities Categories | TreeHouse 2020 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 28.0 27.7  
Restructuring and Margin Improvement Activities Categories | Structure to Win Improvement Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 5.7 8.4  
Restructuring and Margin Improvement Activities Categories | Restructuring Plans Other Than TreeHouse 2020      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0.0 2.5  
Asset Related Costs | TreeHouse 2020 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 2.9 5.3  
Cumulative costs to date 58.7    
Total Costs to Close 71.0    
Asset Related Costs | Structure to Win Improvement Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0.8 0.0  
Cumulative costs to date 3.0    
Total Costs to Close 3.8    
Employee Related Costs | TreeHouse 2020 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 4.7 8.4  
Cumulative costs to date 54.6    
Total Costs to Close 77.0    
Employee Related Costs | Structure to Win Improvement Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 1.4 5.5  
Cumulative costs to date 23.7    
Total Costs to Close 31.8    
Other Restructuring Costs | TreeHouse 2020 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 20.4 14.0  
Cumulative costs to date 109.1    
Total Costs to Close 202.0    
Other Restructuring Costs | Structure to Win Improvement Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 3.5 $ 2.9  
Cumulative costs to date 24.1    
Total Costs to Close $ 27.4    
v3.19.1
Restructuring Programs - Activity of Restructuring Program Liabilities (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Restructuring Reserve [Roll Forward]    
Expenses recognized $ 33.7 $ 38.6
Restructuring Plans Other Than TreeHouse 2020 | Severance    
Restructuring Reserve [Roll Forward]    
Balance as of December 31, 2018 19.3  
Cash payments (7.7)  
Reclassification due to adoption of ASU 2016-02 0.0  
Balance as of March 31, 2019 14.7  
Restructuring Plans Other Than TreeHouse 2020 | Other Costs    
Restructuring Reserve [Roll Forward]    
Balance as of December 31, 2018 2.6  
Cash payments 0.0  
Reclassification due to adoption of ASU 2016-02 (2.6)  
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs    
Restructuring Reserve [Roll Forward]    
Balance as of December 31, 2018 21.9  
Cash payments (7.7)  
Reclassification due to adoption of ASU 2016-02 (2.6)  
Balance as of March 31, 2019 14.7  
Operating Expense | Restructuring Plans Other Than TreeHouse 2020 | Severance    
Restructuring Reserve [Roll Forward]    
Expenses recognized 3.1  
Operating Expense | Restructuring Plans Other Than TreeHouse 2020 | Other Costs    
Restructuring Reserve [Roll Forward]    
Expenses recognized 0.0  
Operating Expense | Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs    
Restructuring Reserve [Roll Forward]    
Expenses recognized $ 3.1  
v3.19.1
Restructuring Programs - Schedule of Facility Closures (Detail) - TreeHouse 2020 Restructuring Plan
$ in Millions
3 Months Ended
Mar. 31, 2019
USD ($)
Restructuring Cost and Reserve [Line Items]  
Total Costs to Close $ 350.0
Dothan, Alabama  
Restructuring Cost and Reserve [Line Items]  
Facility Location Dothan, Alabama
Date of Closure Announcement Aug. 03, 2017
Full Facility Closure Partial closure completed in Q3 2018
Primary Products Produced Trail mix and snack nuts
Primary Segment(s) Affected Snacks
Total Costs to Close $ 11.8
Total Cash Costs (Proceeds) to Close $ 6.1
Brooklyn Park, Minnesota  
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 Meal Solutions
Total Costs to Close $ 16.1
Total Cash Costs (Proceeds) to Close $ 9.6
Plymouth, Indiana  
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 Meal Solutions
Total Costs to Close $ 9.3
Total Cash Costs (Proceeds) to Close $ 3.8
Battle Creek, Michigan  
Restructuring Cost and Reserve [Line Items]  
Facility Location Battle Creek, Michigan
Date of Closure Announcement Jan. 31, 2018
Full Facility Closure Q3 2019
Primary Products Produced Ready-to-eat cereal
Primary Segment(s) Affected Baked Goods
Total Costs to Close $ 18.2
Total Cash Costs (Proceeds) to Close $ 11.8
Visalia, California  
Restructuring Cost and Reserve [Line Items]  
Facility Location Visalia, California
Date of Closure Announcement Feb. 15, 2018
Full Facility Closure Completed in Q1 2019
Primary Products Produced Pretzels
Primary Segment(s) Affected Baked Goods
Total Costs to Close $ 22.1
Total Cash Costs (Proceeds) to Close 8.8
Dothan, Brooklyn Park, Plymouth, Battle Creek and Visalia  
Restructuring Cost and Reserve [Line Items]  
Total Costs to Close 77.5
Total Cash Costs (Proceeds) to Close $ 40.1
v3.19.1
Restructuring Programs - Additional Information (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Restructuring Cost and Reserve [Line Items]      
Restructuring costs other than facility closing $ 0.0 $ 2.5  
St. Louis Missouri Facility Closure      
Restructuring Cost and Reserve [Line Items]      
Expected Cost $ 7.8    
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 cost reductions will increase our capacity utilization, expand operating margins, and streamline our plant structure to optimize our supply chain.    
Expected Cost $ 350.0    
TreeHouse 2020 Restructuring Plan | Facility Closing      
Restructuring Cost and Reserve [Line Items]      
Description of restructuring plan In 2017, the Company announced the closure of the Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility.  In the first quarter of 2018, the Company announced the closure of the Company’s Visalia, California and Battle Creek, Michigan facilities.    
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 drive 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 administrative functions.    
Expected Cost $ 63.0   $ 49.5
v3.19.1
Leases - Narrative (Detail)
3 Months Ended
Mar. 31, 2019
Lessee, Lease, Description [Line Items]  
Lessee, operating and financing leases, option to extend, term (in years) 29 years
Lessee, operating and financing leases, option to terminate, term (in years) 1 year
Minimum  
Lessee, Lease, Description [Line Items]  
Lessee, operating and financing leases, term of contract (in years) 1 year
Maximum  
Lessee, Lease, Description [Line Items]  
Lessee, operating and financing leases, term of contract (in years) 21 years
v3.19.1
Leases - Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Assets    
Operating $ 228.8 $ 0.0
Finance 1.8  
Total assets 230.6  
Current liabilities:    
Operating 41.1  
Finance 1.1  
Total current liabilities 42.2  
Noncurrent liabilities    
Operating 204.6 $ 0.0
Finance 1.3  
Total noncurrent liabilities 205.9  
Total lease liabilities $ 248.1  
v3.19.1
Leases - Components of Lease Expense (Detail)
$ in Millions
3 Months Ended
Mar. 31, 2019
USD ($)
Operating lease cost: [Abstract]  
Operating lease cost $ 11.6
Finance lease cost:  
Amortization of right-of-use assets 0.4
Interest on lease liabilities 0.1
Total finance lease cost 0.5
Variable lease cost 1.2
Net lease cost $ 13.3
v3.19.1
Leases - Operating and Finance Lease Liability (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Dec. 31, 2018
Operating Leases    
2019 $ 39.3  
2020 47.0  
2021 42.2  
2022 33.8  
2023 27.1  
Thereafter 115.6  
Total lease payments 305.0  
Less: Interest (59.3)  
Present value of lease liabilities 245.7  
Finance Leases    
2019 1.1  
2020 0.5  
2021 0.4  
2022 0.1  
2023 0.1  
Thereafter 0.3  
Total lease payments 2.5  
Less: Interest (0.1)  
Present value of lease liabilities 2.4 $ 2.5
Lessee, operating lease, option to extend, amount $ 3.0  
v3.19.1
Leases - Other Information Relating to Leases (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Leases [Abstract]    
Operating cash flows from operating leases $ 12.6  
Operating cash flows from finance leases 0.1  
Financing cash flows from finance leases $ 0.4 $ 0.3
v3.19.1
Leases - Schedule of Weighted Average Remaining Lease Term (Detail)
Mar. 31, 2019
Leases [Abstract]  
Finance lease, weighted average remaining lease term 7 years 10 months 24 days
Operating lease, weighted average remaining lease term 2 years 7 months 6 days
v3.19.1
Leases - Schedule of Weighted Average Discount Rate (Detail)
Mar. 31, 2019
Leases [Abstract]  
Operating lease, weighted average discount rate, percent 4.80%
Finance lease, weighted average discount rate, percent 4.10%
v3.19.1
Receivables Sales Agreement - Additional Information (Detail) - USD ($)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Sep. 28, 2018
Receivables Sales Agreement [Line Items]        
Outstanding amount of principal balances under the receivables sales agreement $ 148,700,000   $ 177,000,000  
Loss on sale of receivables 900,000 $ 600,000    
Retained interest 0      
Cash from customers not yet remitted $ 97,500,000   $ 119,300,000  
Minimum        
Receivables Sales Agreement [Line Items]        
Proceeds from receivables sales       $ 200,000,000
Maximum        
Receivables Sales Agreement [Line Items]        
Proceeds from receivables sales       $ 300,000,000
v3.19.1
Inventories (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Inventory Disclosure [Abstract]    
Raw materials and supplies $ 361.8 $ 390.8
Finished goods 517.0 473.0
LIFO reserve (24.6) (24.1)
Total inventories $ 854.2 $ 839.7
v3.19.1
Inventories - Additional Information (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Inventory Disclosure [Abstract]    
LIFO inventory $ 53.5 $ 67.8
v3.19.1
Goodwill and Intangible Assets - Additional Information (Detail)
$ in Millions
3 Months Ended
Mar. 31, 2019
USD ($)
segment
Dec. 31, 2018
USD ($)
Indefinite-lived Intangible Assets [Line Items]    
Number of operating segments (segment) | segment 4  
Trademarks    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite lived intangibles | $ $ 21.7 $ 21.4
v3.19.1
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Dec. 31, 2018
Goodwill [Roll Forward]    
Goodwill   $ 2,782.7
Accumulated impairment losses   (621.3)
Beginning Balance $ 2,161.4  
Foreign currency exchange adjustments 2.5  
Ending Balance 2,163.9  
Baked Goods    
Goodwill [Roll Forward]    
Goodwill   642.2
Accumulated impairment losses   (33.0)
Beginning Balance 609.2  
Foreign currency exchange adjustments 0.0  
Ending Balance 609.2  
Beverages    
Goodwill [Roll Forward]    
Goodwill   712.5
Accumulated impairment losses   0.0
Beginning Balance 712.5  
Foreign currency exchange adjustments 1.0  
Ending Balance 713.5  
Condiments    
Goodwill [Roll Forward]    
Goodwill   851.2
Accumulated impairment losses   (11.5)
Beginning Balance 839.7  
Foreign currency exchange adjustments 1.5  
Ending Balance 841.2  
Snacks    
Goodwill [Roll Forward]    
Goodwill   576.8
Accumulated impairment losses   $ (576.8)
Beginning Balance 0.0  
Foreign currency exchange adjustments 0.0  
Ending Balance $ 0.0  
v3.19.1
Goodwill and Intangible Assets - Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 1,218.3 $ 1,205.4
Accumulated Amortization (549.5) (526.6)
Net Carrying Amount 668.8 678.8
Customer-related    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 957.0 954.3
Accumulated Amortization (403.9) (387.9)
Net Carrying Amount 553.1 566.4
Contractual agreements    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 3.0 3.0
Accumulated Amortization (3.0) (3.0)
Net Carrying Amount 0.0 0.0
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 59.2 59.1
Accumulated Amortization (28.8) (27.6)
Net Carrying Amount 30.4 31.5
Formulas/recipes    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 33.7 33.7
Accumulated Amortization (24.8) (23.5)
Net Carrying Amount 8.9 10.2
Computer software    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 165.4 155.3
Accumulated Amortization (89.0) (84.6)
Net Carrying Amount $ 76.4 $ 70.7
v3.19.1
Income Taxes - Additional Information (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Income Tax Disclosure [Abstract]    
Effective income tax rate 31.10% 22.30%
Effective income tax rate impact of discrete expense rate attributable to vesting and exercise of share based awards 1.30%  
Decrease in total amount of unrecognized tax benefits within the next 12 months $ 4.0  
Decrease in unrecognized tax benefits is reasonably possible 1.0  
Tax cuts and jobs act of 2017 incomplete accounting provisional income tax expense (benefit). $ (1.4)  
v3.19.1
Long-Term Debt (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Debt Instrument [Line Items]    
Finance leases $ 2.4 $ 2.5
Total outstanding debt 2,311.3 2,321.3
Deferred financing costs (21.5) (22.7)
Less current portion (4.6) (1.2)
Total long-term debt 2,285.2 2,297.4
Term Loan A    
Debt Instrument [Line Items]    
Term Loan 488.8 488.8
Term Loan A-1    
Debt Instrument [Line Items]    
Term Loan 841.3 851.2
2022 Notes    
Debt Instrument [Line Items]    
Senior notes 375.9 375.9
2024 Notes    
Debt Instrument [Line Items]    
Senior notes $ 602.9 $ 602.9
v3.19.1
Long-Term Debt - Additional Information (Detail) - USD ($)
3 Months Ended
Mar. 31, 2019
Dec. 31, 2018
Debt Instrument [Line Items]    
Average interest rate on debt outstanding 4.34%  
Credit agreement interest rate including effect of interest rate swaps 3.62%  
Long-term debt, fair value $ 2,337,500,000 $ 2,311,300,000
Long-term debt, carrying value 2,308,900,000 $ 2,318,800,000
Revolving Credit Facility    
Debt Instrument [Line Items]    
Letters of credit facility issued but undrawn 30,400,000  
Revolving credit facility available 719,600,000  
Revolving credit facility - maximum borrowing capacity $ 750,000,000  
v3.19.1
Earnings Per Share - 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, 2019
Mar. 31, 2018
Earnings Per Share [Abstract]    
Net loss $ (27.3) $ (34.1)
Weighted average common shares outstanding (shares) 56.1 56.5
Assumed exercise/vesting of equity awards (shares) 0.0 0.0
Weighted average diluted common shares outstanding (shares) 56.1 56.5
Net loss per basic share (in usd per share) $ (0.49) $ (0.60)
Net loss per diluted share (in usd per share) $ (0.49) $ (0.60)
v3.19.1
Earnings Per Share - Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share (Footnote) (Detail) - shares
shares in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Earnings Per Share [Abstract]    
Equity awards, excluded from computation of diluted earnings (in shares) 1.7 2.1
v3.19.1
Stock-Based Compensation - Additional Information (Detail) - USD ($)
shares in Thousands, $ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Apr. 25, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation $ 6.1 $ 16.3  
Tax benefit recognized related to the compensation cost of share-based awards 1.5 4.0  
Expense on modification of stock award   10.0  
Employee Stock Option      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation $ 0.9 2.7  
Expense on modification of stock award   1.2  
Share based compensation arrangement, award expiration period (in years) 10 years    
Compensation costs, unrecognized $ 1.8    
Compensation costs, recognition weighted average remaining period (in years) 10 months 24 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 $ 0.6 5.3  
Expense on modification of stock award   5.0  
Compensation costs, unrecognized $ 23.3    
Compensation costs, recognition weighted average remaining period (in years) 2 years 9 months 18 days    
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 (shares) 118    
Employee Restricted Stock Units and Director Restricted Stock Units      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation $ 4.6 $ 8.3  
Compensation costs, unrecognized $ 32.1    
Compensation costs, recognition weighted average remaining period (in years) 2 years 4 months 24 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 (shares) 17,500    
Shares available (shares) 4,600    
Subsequent Event      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Common stock, number of additional shares reserved for issuance (shares)     1,500
v3.19.1
Stock-Based Compensation - 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, 2019
Dec. 31, 2018
Employee Options    
Options Outstanding, Beginning Balance 1,720  
Options, Forfeited (8)  
Options, Exercised (4)  
Options, Expired (74)  
Options Outstanding, Ending Balance 1,634 1,720
Weighted Average Exercise Price    
Weighted Average Exercise Price, Outstanding, Beginning Balance $ 75.24  
Weighted Average Exercise Price, Forfeited 89.54  
Weighted Average Exercise Price, Exercised 58.27  
Weighted Average Exercise Price, Expired 77.45  
Weighted Average Exercise Price, Outstanding, Ending Balance $ 75.07 $ 75.24
Weighted Average Remaining Contractual Term (yrs)    
Options, Vested/expected to vest, at March 31, 2019 1,619  
Weighted Average Exercise Price, Vested/expected to vest, at March 31, 2019 $ 74.99  
Weighted Average Remaining Contractual Term, Vested/expected to vest 4 years 7 months 21 days  
Aggregate Intrinsic Value, Vested/expected to vest, at March 31, 2019 $ 4.4  
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]    
Options, Exercisable, at March 31, 2019 1,506  
Weighted Average Exercise Price, Exercisable, at March 31, 2019 $ 73.95  
Weighted Average Remaining Contractual Term, Exercisable 4 years 4 months 28 days  
Aggregate Intrinsic Value, Exercisable, at March 31, 2019 $ 4.4  
Weighted Average Remaining Contractual Term, Outstanding 4 years 8 months 1 day 4 years 9 months 18 days
Aggregate Intrinsic Value, Outstanding $ 4.5 $ 1.1
v3.19.1
Stock-Based Compensation - Summary of Employee Stock Option Highlights (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Compensation expense $ 6.1 $ 16.3
Employee Stock Option    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Compensation expense 0.9 2.7
Intrinsic value of stock options exercised $ 0.0 $ 1.5
v3.19.1
Stock-Based Compensation - Summary of Restricted Stock and Restricted Stock Unit Activity (Detail)
shares in Thousands
3 Months Ended
Mar. 31, 2019
$ / shares
shares
Employee Restricted Stock Units  
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]  
Stock Units, Outstanding, Beginning Balance (shares) | shares 685
Stock Units, Granted (shares) | shares 327
Stock Units, Vested (shares) | shares (231)
Stock Units, Forfeited (shares) | shares (23)
Stock Units, Outstanding, Ending Balance (shares) | shares 758
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance (in dollars per share) | $ / shares $ 52.20
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares 64.39
Weighted Average Grant Date Fair Value, Vested (in dollars per share) | $ / shares 55.58
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) | $ / shares 47.49
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance (in dollars per share) | $ / shares $ 56.59
Director Restricted Stock Units  
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]  
Stock Units, Outstanding, Beginning Balance (shares) | shares 129
Stock Units, Granted (shares) | shares 0
Stock Units, Vested (shares) | shares (9)
Stock Units, Forfeited (shares) | shares 0
Stock Units, Outstanding, Ending Balance (shares) | shares 120
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance (in dollars per share) | $ / shares $ 53.75
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares 0.00
Weighted Average Grant Date Fair Value, Vested (in dollars per share) | $ / shares 38.27
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) | $ / shares 0.00
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance (in dollars per share) | $ / shares $ 54.99
v3.19.1
Stock-Based Compensation - Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Compensation expense $ 6.1 $ 16.3
Employee Restricted Stock Units and Director Restricted Stock Units    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Compensation expense 4.6 8.3
Fair value of vested restricted stock units 15.2 4.3
Tax benefit recognized from vested restricted stock units $ 2.6 $ 1.0
v3.19.1
Stock-Based Compensation - Summary of Performance Unit Activity (Detail) - Performance Units
shares in Thousands
3 Months Ended
Mar. 31, 2019
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]  
Stock Units, Outstanding, Beginning Balance (shares) | shares 176
Stock Units, Granted (shares) | shares 353
Stock Units, Forfeited (shares) | shares (4)
Stock Units, Outstanding, Ending Balance (shares) | shares 525
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance (in dollars per share) | $ / shares $ 71.49
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares 62.07
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) | $ / shares 89.37
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance (in dollars per share) | $ / shares $ 65.04
v3.19.1
Stock-Based Compensation - Summary of Performance Unit Highlights (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Compensation expense $ 6.1 $ 16.3
Performance Units    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Compensation expense $ 0.6 $ 5.3
v3.19.1
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss Net of Tax (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Increase (Decrease) in Stockholders' Equity [Roll Forward]    
Beginning balance $ 2,141.9 $ 2,263.3
Other comprehensive (loss) income 6.8 (10.1)
Reclassifications from accumulated other comprehensive (loss) income 0.1 0.2
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 0.0 (1.1)
Other comprehensive income (loss) 6.9 (11.0)
Ending balance 2,123.2 2,219.8
Foreign Currency Translation    
Increase (Decrease) in Stockholders' Equity [Roll Forward]    
Beginning balance (91.7) (57.2)
Other comprehensive (loss) income 6.8 (10.1)
Reclassifications from accumulated other comprehensive (loss) income 0.0 0.0
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02   0.0
Other comprehensive income (loss) 6.8 (10.1)
Ending balance (84.9) (67.3)
Unrecognized Pension and Postretirement Benefits    
Increase (Decrease) in Stockholders' Equity [Roll Forward]    
Beginning balance (5.4) (4.3)
Other comprehensive (loss) income 0.0 0.0
Reclassifications from accumulated other comprehensive (loss) income 0.1 0.2
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02   (1.1)
Other comprehensive income (loss) 0.1 (0.9)
Ending balance (5.3) (5.2)
Accumulated Other Comprehensive Loss    
Increase (Decrease) in Stockholders' Equity [Roll Forward]    
Beginning balance (97.1) (61.5)
Ending balance $ (90.2) $ (72.5)
v3.19.1
Employee Retirement and Postretirement Benefits - Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Pension Benefits    
Components of net periodic costs:    
Service cost $ 0.5 $ 0.6
Interest cost 3.2 2.9
Expected return on plan assets (3.8) (4.0)
Amortization of unrecognized prior service cost 0.0 0.0
Amortization of unrecognized net loss 0.1 0.2
Net periodic pension and postretirement (benefit) cost 0.0 (0.3)
Postretirement Benefits    
Components of net periodic costs:    
Interest cost 0.3 0.3
Net periodic pension and postretirement (benefit) cost $ 0.3 $ 0.3
v3.19.1
Derivative Instruments - Additional Information (Detail)
lb in Millions, gal in Millions
3 Months Ended
Mar. 31, 2019
USD ($)
MW
DTH
lb
gal
Dec. 31, 2025
Dec. 31, 2020
Interest rate swap agreements      
Derivative [Line Items]      
Weighted average fixed interest rate 1.54%    
Interest rate swap agreements | LIBOR Interest Rate      
Derivative [Line Items]      
Derivative notional amount $ 1,800,000,000    
Foreign currency contracts      
Derivative [Line Items]      
Derivative notional amount $ 6,300,000    
Derivative, expiration period throughout 2019.    
Electricity Contract      
Derivative [Line Items]      
Derivative, expiration period throughout 2019, and 2020    
Notional amount outstanding | MW 100,000    
Diesel Contract      
Derivative [Line Items]      
Derivative, expiration period throughout 2019    
Derivative, notional amount, volume (in gal) | gal 12.7    
Natural Gas Contract      
Derivative [Line Items]      
Derivative, expiration period throughout 2019    
Notional amount outstanding | DTH 2,100,000    
Resin Contract      
Derivative [Line Items]      
Derivative, expiration period throughout 2019    
Derivative, notional amount, mass (in lbs) | lb 15.5    
Scenario, Forecast | Interest rate swap agreements      
Derivative [Line Items]      
Weighted average fixed interest rate   2.91% 2.68%
v3.19.1
Derivative Instruments - Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value $ 8.6 $ 12.2
Liability derivative, fair value 33.1 20.8
Commodity contracts    
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value 1.2 0.6
Liability derivative, fair value 0.7 1.8
Foreign currency contracts    
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value 0.3 1.5
Liability derivative, fair value 0.1 0.0
Interest rate swap agreements    
Derivatives, Fair Value [Line Items]    
Asset derivative, fair value 7.1 10.1
Liability derivative, fair value $ 32.3 $ 19.0
v3.19.1
Derivative Instruments - Gains and Losses on Derivative Contracts (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized gain (loss), derivative $ (15.9) $ (5.7)
Mark to market unrealized gain (loss), commodity and derivative (15.9) (5.6)
Realized gain 3.2 3.8
Total loss (12.7) (1.8)
Commodity contracts | Other expense, net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized gain (loss), commodity 1.7 (1.0)
Commodity contracts | Manufacturing related to Cost of sales and transportation related to Selling and distribution    
Derivative Instruments, Gain (Loss) [Line Items]    
Realized gain 0.5 2.4
Foreign currency contracts | Other expense, net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized gain (loss), derivative (1.3) 1.8
Foreign currency contracts | Cost of sales    
Derivative Instruments, Gain (Loss) [Line Items]    
Realized gain 0.3 0.6
Interest rate swap agreements | Other expense, net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark to market unrealized gain (loss), derivative (16.3) (6.4)
Interest rate swap agreements | Interest expense    
Derivative Instruments, Gain (Loss) [Line Items]    
Realized gain $ 2.4 $ 0.8
v3.19.1
Segment Information - Financial Information Relating to Reportable Segments (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Segment Reporting Information [Line Items]    
Net sales $ 1,301.1 $ 1,481.2
Direct operating income 121.7 131.2
Unallocated selling, general, and administrative expenses (145.1) (189.5)
Unallocated cost of sales (1,106.5) (1,249.3)
Operating loss (0.9) (8.7)
Baked Goods    
Segment Reporting Information [Line Items]    
Net sales 422.7 455.4
Beverages    
Segment Reporting Information [Line Items]    
Net sales 237.2 249.1
Meal Solutions    
Segment Reporting Information [Line Items]    
Net sales 464.9 523.3
Snacks    
Segment Reporting Information [Line Items]    
Net sales 176.3 253.4
Operating Segments | Baked Goods    
Segment Reporting Information [Line Items]    
Net sales 422.7 455.4
Direct operating income 44.7 28.0
Operating Segments | Beverages    
Segment Reporting Information [Line Items]    
Net sales 237.2 249.1
Direct operating income 43.9 39.4
Operating Segments | Meal Solutions    
Segment Reporting Information [Line Items]    
Net sales 464.9 523.3
Direct operating income 46.9 56.2
Operating Segments | Snacks    
Segment Reporting Information [Line Items]    
Net sales 176.3 253.4
Direct operating income (13.8) 7.6
Unallocated Amount to Segment    
Segment Reporting Information [Line Items]    
Unallocated selling, general, and administrative expenses (58.5) (81.3)
Corporate And Reconciling Items    
Segment Reporting Information [Line Items]    
Unallocated cost of sales (8.1) (7.5)
Unallocated corporate expense and other $ (56.0) $ (51.1)
v3.19.1
Segment Information - Disaggregation of Revenue (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Disaggregation of Revenue [Line Items]    
Net sales $ 1,301.1 $ 1,481.2
Baked Goods    
Disaggregation of Revenue [Line Items]    
Net sales 422.7 455.4
Beverages    
Disaggregation of Revenue [Line Items]    
Net sales 237.2 249.1
Meal Solutions    
Disaggregation of Revenue [Line Items]    
Net sales 464.9 523.3
Snacks    
Disaggregation of Revenue [Line Items]    
Net sales 176.3 253.4
Retail bakery | Baked Goods    
Disaggregation of Revenue [Line Items]    
Net sales 159.9 177.1
Baked products | Baked Goods    
Disaggregation of Revenue [Line Items]    
Net sales 262.8 278.3
Beverages | Beverages    
Disaggregation of Revenue [Line Items]    
Net sales 165.8 171.4
Beverage enhancers | Beverages    
Disaggregation of Revenue [Line Items]    
Net sales 71.4 77.7
Dressings and sauces | Meal Solutions    
Disaggregation of Revenue [Line Items]    
Net sales 225.9 246.2
Pickles | Meal Solutions    
Disaggregation of Revenue [Line Items]    
Net sales 60.2 69.0
Pasta and dry dinners | Meal Solutions    
Disaggregation of Revenue [Line Items]    
Net sales 113.4 142.0
Cereals and other meals | Meal Solutions    
Disaggregation of Revenue [Line Items]    
Net sales 65.4 66.1
Snack nuts | Snacks    
Disaggregation of Revenue [Line Items]    
Net sales 149.9 202.4
Trail mix | Snacks    
Disaggregation of Revenue [Line Items]    
Net sales $ 26.4 $ 51.0
v3.19.1
Guarantor and Non-Guarantor Financial Information - Additional Information (Detail)
3 Months Ended
Mar. 31, 2019
Direct And Indirect Guarantor Subsidiaries  
Guarantor And Non Guarantor Financial Information [Line Items]  
Ownership percentage of direct and indirect Guarantor subsidiaries 100.00%
v3.19.1
Guarantor and Non-Guarantor Financial Information - Condensed Supplemental Consolidating Balance Sheet (Detail) - USD ($)
$ in Millions
Mar. 31, 2019
Dec. 31, 2018
Mar. 31, 2018
Dec. 31, 2017
Current assets:        
Cash and cash equivalents $ 79.0 $ 164.3    
Accounts receivable, net 367.3 351.3    
Inventories 854.2 839.7    
Prepaid expenses and other current assets 78.8 61.8    
Total current assets 1,379.3 1,417.1    
Property, plant and equipment, net 1,260.0 1,274.4    
Operating lease right-of-use assets 228.8 0.0    
Goodwill 2,163.9 2,161.4    
Investment in subsidiaries 0.0 0.0    
Deferred income taxes 0.0 0.0    
Intangible and other assets, net 733.0 746.4    
Total assets 5,765.0 5,599.3    
Current liabilities:        
Accounts payable 591.1 577.9    
Accrued expenses 245.6 256.1    
Current portion of long-term debt 4.6 1.2    
Total current liabilities 841.3 835.2    
Long-term debt 2,285.2 2,297.4    
Operating lease liabilities 204.6 0.0    
Deferred income taxes 155.2 154.2    
Other long-term liabilities 155.5 170.6    
Intercompany accounts (receivable) payable, net 0.0 0.0    
Stockholders’ equity 2,123.2 2,141.9 $ 2,219.8 $ 2,263.3
Total liabilities and stockholders’ equity 5,765.0 5,599.3    
Eliminations        
Current assets:        
Cash and cash equivalents 0.0 0.0    
Accounts receivable, net 0.0 0.0    
Inventories 0.0 0.0    
Prepaid expenses and other current assets (106.1) (96.3)    
Total current assets (106.1) (96.3)    
Property, plant and equipment, net 0.0 0.0    
Operating lease right-of-use assets 0.0      
Goodwill 0.0 0.0    
Investment in subsidiaries (5,691.0) (5,711.7)    
Deferred income taxes (34.0) (34.2)    
Intangible and other assets, net 0.0 0.0    
Total assets (5,831.1) (5,842.2)    
Current liabilities:        
Accounts payable 0.0 0.0    
Accrued expenses (106.1) (96.3)    
Current portion of long-term debt 0.0 0.0    
Total current liabilities (106.1) (96.3)    
Long-term debt 0.0 0.0    
Operating lease liabilities 0.0      
Deferred income taxes (34.0) (34.2)    
Other long-term liabilities 0.0 0.0    
Intercompany accounts (receivable) payable, net 0.0 0.0    
Stockholders’ equity (5,691.0) (5,711.7)    
Total liabilities and stockholders’ equity (5,831.1) (5,842.2)    
Parent Company        
Current assets:        
Cash and cash equivalents 40.8 77.9    
Accounts receivable, net 0.7 1.0    
Inventories 0.0 0.0    
Prepaid expenses and other current assets 99.3 80.9    
Total current assets 140.8 159.8    
Property, plant and equipment, net 41.8 42.8    
Operating lease right-of-use assets 38.1      
Goodwill 0.0 0.0    
Investment in subsidiaries 5,206.9 5,152.4    
Deferred income taxes 34.0 34.2    
Intangible and other assets, net 90.0 86.6    
Total assets 5,551.6 5,475.8    
Current liabilities:        
Accounts payable 37.5 23.9    
Accrued expenses 65.4 71.8    
Current portion of long-term debt 4.1 0.6    
Total current liabilities 107.0 96.3    
Long-term debt 2,284.2 2,296.2    
Operating lease liabilities 43.6      
Deferred income taxes 0.0 0.0    
Other long-term liabilities 9.0 17.7    
Intercompany accounts (receivable) payable, net 984.6 923.7    
Stockholders’ equity 2,123.2 2,141.9    
Total liabilities and stockholders’ equity 5,551.6 5,475.8    
Guarantor Subsidiaries        
Current assets:        
Cash and cash equivalents 0.0 0.0    
Accounts receivable, net 320.7 314.1    
Inventories 748.8 746.7    
Prepaid expenses and other current assets 60.9 60.4    
Total current assets 1,130.4 1,121.2    
Property, plant and equipment, net 1,074.1 1,087.8    
Operating lease right-of-use assets 160.8      
Goodwill 2,046.7 2,046.7    
Investment in subsidiaries 484.1 559.3    
Deferred income taxes 0.0 0.0    
Intangible and other assets, net 560.6 577.0    
Total assets 5,456.7 5,392.0    
Current liabilities:        
Accounts payable 495.3 508.3    
Accrued expenses 260.5 261.6    
Current portion of long-term debt 0.4 0.5    
Total current liabilities 756.2 770.4    
Long-term debt 0.4 0.6    
Operating lease liabilities 135.5      
Deferred income taxes 172.1 171.9    
Other long-term liabilities 142.0 147.8    
Intercompany accounts (receivable) payable, net (956.4) (851.1)    
Stockholders’ equity 5,206.9 5,152.4    
Total liabilities and stockholders’ equity 5,456.7 5,392.0    
Non-Guarantor Subsidiaries        
Current assets:        
Cash and cash equivalents 38.2 86.4    
Accounts receivable, net 45.9 36.2    
Inventories 105.4 93.0    
Prepaid expenses and other current assets 24.7 16.8    
Total current assets 214.2 232.4    
Property, plant and equipment, net 144.1 143.8    
Operating lease right-of-use assets 29.9      
Goodwill 117.2 114.7    
Investment in subsidiaries 0.0 0.0    
Deferred income taxes 0.0 0.0    
Intangible and other assets, net 82.4 82.8    
Total assets 587.8 573.7    
Current liabilities:        
Accounts payable 58.3 45.7    
Accrued expenses 25.8 19.0    
Current portion of long-term debt 0.1 0.1    
Total current liabilities 84.2 64.8    
Long-term debt 0.6 0.6    
Operating lease liabilities 25.5      
Deferred income taxes 17.1 16.5    
Other long-term liabilities 4.5 5.1    
Intercompany accounts (receivable) payable, net (28.2) (72.6)    
Stockholders’ equity 484.1 559.3    
Total liabilities and stockholders’ equity $ 587.8 $ 573.7    
v3.19.1
Guarantor and Non-Guarantor Financial Information - Condensed Supplemental Consolidating Statement of Operations (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Condensed Financial Statements, Captions [Line Items]    
Net sales $ 1,301.1 $ 1,481.2
Cost of sales 1,106.5 1,249.3
Gross profit 194.6 231.9
Selling, general, and administrative expense 145.1 189.5
Amortization expense 21.6 22.2
Other operating expense, net 28.8 28.9
Operating loss (0.9) (8.7)
Interest expense 26.9 28.5
(Gain) loss on foreign currency exchange (0.4) 2.5
Other expense, net 12.2 4.2
Loss before income taxes (39.6) (43.9)
Income tax benefit (12.3) (9.8)
Equity in net income (loss) of subsidiaries 0.0 0.0
Net loss (27.3) (34.1)
Eliminations    
Condensed Financial Statements, Captions [Line Items]    
Net sales (97.3) (104.8)
Cost of sales (97.3) (104.8)
Gross profit 0.0 0.0
Selling, general, and administrative expense 0.0 0.0
Amortization expense 0.0 0.0
Other operating expense, net 0.0 0.0
Operating loss 0.0 0.0
Interest expense 0.0 (1.9)
(Gain) loss on foreign currency exchange 0.0 0.0
Other expense, net 0.0 1.9
Loss before income taxes 0.0 0.0
Income tax benefit 0.0 0.0
Equity in net income (loss) of subsidiaries (44.4) (51.5)
Net loss (44.4) (51.5)
Parent Company    
Condensed Financial Statements, Captions [Line Items]    
Net sales 0.0 0.0
Cost of sales 0.0 0.0
Gross profit 0.0 0.0
Selling, general, and administrative expense 34.7 44.6
Amortization expense 3.4 3.0
Other operating expense, net 19.4 18.8
Operating loss (57.5) (66.4)
Interest expense 26.1 29.0
(Gain) loss on foreign currency exchange 0.0 (0.4)
Other expense, net 13.6 5.3
Loss before income taxes (97.2) (100.3)
Income tax benefit (22.3) (20.2)
Equity in net income (loss) of subsidiaries 47.6 46.0
Net loss (27.3) (34.1)
Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net sales 1,245.7 1,408.8
Cost of sales 1,058.3 1,194.3
Gross profit 187.4 214.5
Selling, general, and administrative expense 102.0 136.0
Amortization expense 16.0 16.9
Other operating expense, net 9.1 10.0
Operating loss 60.3 51.6
Interest expense 0.0 0.0
(Gain) loss on foreign currency exchange (0.4) 2.1
Other expense, net 0.2 (0.2)
Loss before income taxes 60.5 49.7
Income tax benefit 9.7 9.2
Equity in net income (loss) of subsidiaries (3.2) 5.5
Net loss 47.6 46.0
Non-Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net sales 152.7 177.2
Cost of sales 145.5 159.8
Gross profit 7.2 17.4
Selling, general, and administrative expense 8.4 8.9
Amortization expense 2.2 2.3
Other operating expense, net 0.3 0.1
Operating loss (3.7) 6.1
Interest expense 0.8 1.4
(Gain) loss on foreign currency exchange 0.0 0.8
Other expense, net (1.6) (2.8)
Loss before income taxes (2.9) 6.7
Income tax benefit 0.3 1.2
Equity in net income (loss) of subsidiaries 0.0 0.0
Net loss $ (3.2) $ 5.5
v3.19.1
Guarantor and Non-Guarantor Financial Information - Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Condensed Financial Statements, Captions [Line Items]    
Net loss $ (27.3) $ (34.1)
Other comprehensive income:    
Foreign currency translation adjustments 6.8 (10.1)
Pension and postretirement reclassification adjustment, net of tax 0.1 0.2
Adoption of ASU 2018-02 reclassification to retained earnings 0.0 (1.1)
Other comprehensive income (loss) 6.9 (11.0)
Equity in other comprehensive (loss) income of subsidiaries 0.0 0.0
Comprehensive loss (20.4) (45.1)
Eliminations    
Condensed Financial Statements, Captions [Line Items]    
Net loss (44.4) (51.5)
Other comprehensive income:    
Foreign currency translation adjustments 0.0 0.0
Pension and postretirement reclassification adjustment, net of tax 0.0 0.0
Adoption of ASU 2018-02 reclassification to retained earnings   0.0
Other comprehensive income (loss) 0.0 0.0
Equity in other comprehensive (loss) income of subsidiaries (13.7) 20.0
Comprehensive loss (58.1) (31.5)
Parent Company    
Condensed Financial Statements, Captions [Line Items]    
Net loss (27.3) (34.1)
Other comprehensive income:    
Foreign currency translation adjustments 0.0 0.0
Pension and postretirement reclassification adjustment, net of tax 0.0 0.0
Adoption of ASU 2018-02 reclassification to retained earnings   0.0
Other comprehensive income (loss) 0.0 0.0
Equity in other comprehensive (loss) income of subsidiaries 6.9 (9.9)
Comprehensive loss (20.4) (44.0)
Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net loss 47.6 46.0
Other comprehensive income:    
Foreign currency translation adjustments 0.0 0.0
Pension and postretirement reclassification adjustment, net of tax 0.1 0.2
Adoption of ASU 2018-02 reclassification to retained earnings   (1.1)
Other comprehensive income (loss) 0.1 (0.9)
Equity in other comprehensive (loss) income of subsidiaries 6.8 (10.1)
Comprehensive loss 54.5 35.0
Non-Guarantor Subsidiaries    
Condensed Financial Statements, Captions [Line Items]    
Net loss (3.2) 5.5
Other comprehensive income:    
Foreign currency translation adjustments 6.8 (10.1)
Pension and postretirement reclassification adjustment, net of tax 0.0 0.0
Adoption of ASU 2018-02 reclassification to retained earnings   0.0
Other comprehensive income (loss) 6.8 (10.1)
Equity in other comprehensive (loss) income of subsidiaries 0.0 0.0
Comprehensive loss $ 3.6 $ (4.6)
v3.19.1
Guarantor and Non-Guarantor Financial Information - Condensed Supplemental Consolidating Statement of Cash Flows (Detail) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Cash flows from operating activities:    
Net cash provided by (used in) operating activities $ (37.9) $ 57.8
Cash flows from investing activities:    
Additions to property, plant, and equipment (29.9) (38.5)
Additions to intangible assets (6.5) (2.9)
Intercompany transfer 0.0 0.0
Other (0.1) (0.3)
Net cash used in investing activities (36.5) (41.7)
Cash flows from financing activities:    
Net (repayment) borrowing of debt (10.4) (3.8)
Intercompany transfer 0.0 0.0
Repurchases of common stock 0.0 (17.1)
Receipts related to stock-based award activities 0.2 1.9
Payments related to stock-based award activities (4.6) (1.1)
Net cash used in financing activities (14.8) (20.1)
Effect of exchange rate changes on cash and cash equivalents 3.9 (0.3)
Net decrease in cash and cash equivalents (85.3) (4.3)
Cash and cash equivalents, beginning of period 164.3 132.8
Cash and cash equivalents, end of period 79.0 128.5
Eliminations    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities (44.5) (51.2)
Cash flows from investing activities:    
Additions to property, plant, and equipment 0.0 0.0
Additions to intangible assets 0.0 0.0
Intercompany transfer 33.3 85.6
Other 0.0 0.0
Net cash used in investing activities 33.3 85.6
Cash flows from financing activities:    
Net (repayment) borrowing of debt 0.0 0.0
Intercompany transfer 11.2 (34.4)
Repurchases of common stock   0.0
Receipts related to stock-based award activities 0.0 0.0
Payments related to stock-based award activities 0.0 0.0
Net cash used in financing activities 11.2 (34.4)
Effect of exchange rate changes on cash and cash equivalents 0.0 0.0
Net decrease in cash and cash equivalents 0.0 0.0
Cash and cash equivalents, beginning of period 0.0 0.0
Cash and cash equivalents, end of period 0.0 0.0
Parent Company    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities (50.0) 41.3
Cash flows from investing activities:    
Additions to property, plant, and equipment 0.0 (0.9)
Additions to intangible assets (6.4) (2.5)
Intercompany transfer (21.5) (42.8)
Other 0.0 0.0
Net cash used in investing activities (27.9) (46.2)
Cash flows from financing activities:    
Net (repayment) borrowing of debt (10.0) (2.4)
Intercompany transfer 55.2 10.8
Repurchases of common stock   (17.1)
Receipts related to stock-based award activities 0.2 1.9
Payments related to stock-based award activities (4.6) (1.1)
Net cash used in financing activities 40.8 (7.9)
Effect of exchange rate changes on cash and cash equivalents 0.0 0.0
Net decrease in cash and cash equivalents (37.1) (12.8)
Cash and cash equivalents, beginning of period 77.9 83.2
Cash and cash equivalents, end of period 40.8 70.4
Guarantor Subsidiaries    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities 61.9 41.2
Cash flows from investing activities:    
Additions to property, plant, and equipment (27.7) (32.3)
Additions to intangible assets (0.1) (0.4)
Intercompany transfer (11.8) (43.3)
Other 0.0 0.0
Net cash used in investing activities (39.6) (76.0)
Cash flows from financing activities:    
Net (repayment) borrowing of debt (0.4) (1.4)
Intercompany transfer (21.9) 36.2
Repurchases of common stock   0.0
Receipts related to stock-based award activities 0.0 0.0
Payments related to stock-based award activities 0.0 0.0
Net cash used in financing activities (22.3) 34.8
Effect of exchange rate changes on cash and cash equivalents 0.0 0.0
Net decrease in cash and cash equivalents 0.0 0.0
Cash and cash equivalents, beginning of period 0.0 0.2
Cash and cash equivalents, end of period 0.0 0.2
Non-Guarantor Subsidiaries    
Cash flows from operating activities:    
Net cash provided by (used in) operating activities (5.3) 26.5
Cash flows from investing activities:    
Additions to property, plant, and equipment (2.2) (5.3)
Additions to intangible assets 0.0 0.0
Intercompany transfer 0.0 0.5
Other (0.1) (0.3)
Net cash used in investing activities (2.3) (5.1)
Cash flows from financing activities:    
Net (repayment) borrowing of debt 0.0 0.0
Intercompany transfer (44.5) (12.6)
Repurchases of common stock   0.0
Receipts related to stock-based award activities 0.0 0.0
Payments related to stock-based award activities 0.0 0.0
Net cash used in financing activities (44.5) (12.6)
Effect of exchange rate changes on cash and cash equivalents 3.9 (0.3)
Net decrease in cash and cash equivalents (48.2) 8.5
Cash and cash equivalents, beginning of period 86.4 49.4
Cash and cash equivalents, end of period $ 38.2 $ 57.9
v3.19.1
Subsequent Events - Additional Information (Detail) - Subsequent Event
$ in Millions
May 02, 2019
USD ($)
Subsequent Event [Line Items]  
Expected payments for restructuring $ 4.0
Facility Closing  
Subsequent Event [Line Items]  
Expected Cost 13.0
Non-Cash Write-Off  
Subsequent Event [Line Items]  
Expected Cost 9.0
Severance  
Subsequent Event [Line Items]  
Expected Cost 1.0
Other Costs  
Subsequent Event [Line Items]  
Expected Cost $ 3.0
v3.19.1
Label Element Value
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability us-gaap_RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability $ 252,500,000