Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 08, 2022 | Nov. 04, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Oct. 08, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | FLO | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Security Exchange Name | NYSE | |
Entity Registrant Name | FLOWERS FOODS, INC | |
Entity Central Index Key | 0001128928 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 1-16247 | |
Entity Tax Identification Number | 58-2582379 | |
Entity Address, Address Line One | 1919 FLOWERS CIRCLE | |
Entity Address, City or Town | THOMASVILLE | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 31757 | |
City Area Code | 229 | |
Local Phone Number | 226-9110 | |
Entity Incorporation, State or Country Code | 2Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 211,133,114 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 172,744 | $ 185,871 |
Accounts and notes receivable, net of allowances of $19,799 and $15,398, respectively | 369,038 | 305,196 |
Inventories, net: | ||
Raw materials | 66,349 | 54,458 |
Packaging materials | 31,565 | 24,580 |
Finished goods | 69,021 | 55,942 |
Inventories, net | 166,935 | 134,980 |
Spare parts and supplies | 71,897 | 68,479 |
Other | 54,802 | 51,592 |
Total current assets | 835,416 | 746,118 |
Property, plant and equipment: | ||
Property, plant and equipment | 2,289,170 | 2,192,392 |
Less: accumulated depreciation | (1,451,024) | (1,393,664) |
Property, plant and equipment, net | 838,146 | 798,728 |
Financing lease right-of-use assets | 2,172 | 3,476 |
Operating lease right-of-use assets | 273,183 | 289,013 |
Notes receivable from independent distributor partners | 141,835 | 154,310 |
Assets held for sale | 14,189 | 11,369 |
Other assets | 21,404 | 9,623 |
Goodwill | 545,244 | 545,244 |
Other intangible assets, net | 671,718 | 695,432 |
Total assets | 3,343,307 | 3,253,313 |
Current liabilities: | ||
Current maturities of financing leases | 1,780 | 1,584 |
Current maturities of operating leases | 47,118 | 46,390 |
Accounts payable | 348,707 | 268,500 |
Other accrued liabilities | 196,926 | 203,443 |
Total current liabilities | 594,531 | 519,917 |
Noncurrent long-term debt | 891,542 | 890,609 |
Noncurrent financing lease obligations | 406 | 1,910 |
Noncurrent operating lease obligations | 234,781 | 250,638 |
Total long-term debt and right-of-use lease liabilities | 1,126,729 | 1,143,157 |
Other liabilities: | ||
Postretirement/post-employment obligations | 6,797 | 7,249 |
Deferred taxes | 144,679 | 133,757 |
Other long-term liabilities | 35,806 | 37,959 |
Total other long-term liabilities | 187,282 | 178,965 |
Commitments and Contingencies | ||
Stockholders’ equity: | ||
Common stock — $.01 stated par value and $.001 current par value, 500,000,000 authorized shares and 228,729,585 shares issued | 199 | 199 |
Treasury stock -- 17,596,471 shares and 17,334,804 shares, respectively | (252,625) | (232,304) |
Capital in excess of par value | 684,273 | 678,414 |
Retained earnings | 1,002,123 | 962,378 |
Accumulated other comprehensive income | 795 | 2,587 |
Total stockholders’ equity | 1,434,765 | 1,411,274 |
Total liabilities and stockholders’ equity | 3,343,307 | 3,253,313 |
Series A Preferred Stock | ||
Stockholders’ equity: | ||
Preferred Stock, value | ||
Series B Preferred Stock | ||
Stockholders’ equity: | ||
Preferred Stock, value |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Accounts and notes receivable, allowances | $ 19,799 | $ 15,398 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, current par value | $ 0.001 | $ 0.001 |
Common stock, authorized shares | 500,000,000 | 500,000,000 |
Common stock, shares issued | 228,729,585 | 228,729,585 |
Treasury stock, shares | 17,596,471 | 17,334,804 |
Series A Preferred Stock | ||
Preferred stock, par value | $ 100 | $ 100 |
Preferred stock, shares authorized | 200,000 | 200,000 |
Preferred stock, shares issued | 0 | 0 |
Series B Preferred Stock | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 800,000 | 800,000 |
Preferred stock, shares issued | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Income Statement [Abstract] | ||||
Sales | $ 1,158,169 | $ 1,027,800 | $ 3,723,152 | $ 3,347,277 |
Materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately below) | 615,621 | 515,078 | 1,926,297 | 1,662,716 |
Selling, distribution and administrative expenses | 447,363 | 426,575 | 1,440,665 | 1,336,255 |
Depreciation and amortization | 32,899 | 31,680 | 109,244 | 104,685 |
Recovery on inferior ingredients | (950) | (828) | ||
Plant closure costs and impairment of assets | 6,835 | 7,825 | ||
Multi-employer pension plan withdrawal costs | 3,300 | 3,300 | ||
Income from operations | 55,451 | 52,117 | 239,121 | 241,149 |
Interest expense | 6,801 | 6,670 | 22,239 | 24,907 |
Interest income | (5,459) | (5,359) | (17,292) | (18,325) |
Loss on extinguishment of debt | 16,149 | |||
Other components of net periodic pension and postretirement benefit plans credit | (178) | (94) | (594) | (312) |
Income before income taxes | 54,287 | 50,900 | 234,768 | 218,730 |
Income tax expense | 13,759 | 12,048 | 54,971 | 51,865 |
Net income | $ 40,528 | $ 38,852 | $ 179,797 | $ 166,865 |
Basic: | ||||
Net income per common share | $ 0.19 | $ 0.18 | $ 0.85 | $ 0.79 |
Weighted average shares outstanding | 212,016 | 211,921 | 212,060 | 211,912 |
Diluted: | ||||
Net income per common share | $ 0.19 | $ 0.18 | $ 0.84 | $ 0.78 |
Weighted average shares outstanding | 213,326 | 213,187 | 213,317 | 212,979 |
Cash dividends paid per common share | $ 0.2200 | $ 0.2100 | $ 0.6500 | $ 0.6200 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 40,528 | $ 38,852 | $ 179,797 | $ 166,865 |
Pension and postretirement plans: | ||||
Amortization of prior service (credit) cost included in net income | (32) | 9 | (104) | 31 |
Amortization of actuarial loss included in net income | 50 | 92 | 165 | 307 |
Pension and postretirement plans, net of tax | 18 | 101 | 61 | 338 |
Derivative instruments: | ||||
Net change in fair value of derivatives | 7,851 | (3,618) | 2,654 | (3,215) |
Gain reclassified to net income | (1,908) | (426) | (4,507) | (800) |
Derivative instruments, net of tax | 5,943 | (4,044) | (1,853) | (4,015) |
Other comprehensive income (loss), net of tax | 5,961 | (3,943) | (1,792) | (3,677) |
Comprehensive income | $ 46,489 | $ 34,909 | $ 178,005 | $ 163,188 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Balances at Jan. 02, 2021 | $ 1,372,994 | $ 199 | $ 659,682 | $ 932,094 | $ 6,424 | $ (225,405) |
Balances (in shares) at Jan. 02, 2021 | 228,729,585 | |||||
Balances, treasury shares at Jan. 02, 2021 | (17,126,261) | |||||
Net income | 166,865 | 166,865 | ||||
Derivative instruments, net of tax | (4,015) | (4,015) | ||||
Pension and postretirement plans, net of tax | 338 | 338 | ||||
Amortization of stock-based compensation awards | 16,768 | 16,768 | ||||
Issuance of deferred compensation | (165) | $ 165 | ||||
Issuance of deferred compensation (in shares) | 12,563 | |||||
Time-based restricted stock units issued | (1,798) | $ 1,798 | ||||
Time-based restricted stock units issued (in shares) | 136,652 | |||||
Issuance of deferred stock awards | (636) | $ 636 | ||||
Issuance of deferred stock awards (in shares) | 48,231 | |||||
Share repurchases | (9,510) | $ (9,510) | ||||
Share repurchases (in shares) | (406,840) | |||||
Dividends paid on vested stock-based payment awards | (234) | (234) | ||||
Dividends paid | (131,276) | (131,276) | ||||
Balances at Oct. 09, 2021 | 1,411,930 | $ 199 | 673,851 | 967,449 | 2,747 | $ (232,316) |
Balances (in shares) at Oct. 09, 2021 | 228,729,585 | |||||
Balances, treasury shares at Oct. 09, 2021 | (17,335,655) | |||||
Balances at Jul. 17, 2021 | 1,425,130 | $ 199 | 669,051 | 973,065 | 6,690 | $ (223,875) |
Balances (in shares) at Jul. 17, 2021 | 228,729,585 | |||||
Balances, treasury shares at Jul. 17, 2021 | (16,976,284) | |||||
Net income | 38,852 | 38,852 | ||||
Derivative instruments, net of tax | (4,044) | (4,044) | ||||
Pension and postretirement plans, net of tax | 101 | 101 | ||||
Amortization of stock-based compensation awards | 4,811 | 4,811 | ||||
Issuance of deferred compensation | (11) | $ 11 | ||||
Issuance of deferred compensation (in shares) | 851 | |||||
Share repurchases | (8,452) | $ (8,452) | ||||
Share repurchases (in shares) | (360,222) | |||||
Dividends paid | (44,468) | (44,468) | ||||
Balances at Oct. 09, 2021 | 1,411,930 | $ 199 | 673,851 | 967,449 | 2,747 | $ (232,316) |
Balances (in shares) at Oct. 09, 2021 | 228,729,585 | |||||
Balances, treasury shares at Oct. 09, 2021 | (17,335,655) | |||||
Balances at Jan. 01, 2022 | $ 1,411,274 | $ 199 | 678,414 | 962,378 | 2,587 | $ (232,304) |
Balances (in shares) at Jan. 01, 2022 | 228,729,585 | |||||
Balances, treasury shares at Jan. 01, 2022 | (17,334,804) | (17,334,804) | ||||
Net income | $ 179,797 | 179,797 | ||||
Derivative instruments, net of tax | (1,853) | (1,853) | ||||
Pension and postretirement plans, net of tax | 61 | 61 | ||||
Amortization of stock-based compensation awards | 20,124 | 20,124 | ||||
Issuance of deferred compensation | (34) | $ 34 | ||||
Issuance of deferred compensation (in shares) | 2,554 | |||||
Time-based restricted stock units issued | (2,860) | $ 2,860 | ||||
Time-based restricted stock units issued (in shares) | 213,436 | |||||
Performance-contingent restricted stock awards issued (Note 15) | (10,469) | $ 10,469 | ||||
Performance-contingent restricted stock awards issued (in shares) | 777,773 | |||||
Issuance of deferred stock awards | (902) | $ 902 | ||||
Issuance of deferred stock awards (in shares) | 65,687 | |||||
Share repurchases | (34,586) | $ (34,586) | ||||
Share repurchases (in shares) | (1,321,117) | |||||
Dividends paid on vested stock-based payment awards | (2,260) | (2,260) | ||||
Dividends paid | (137,792) | (137,792) | ||||
Balances at Oct. 08, 2022 | $ 1,434,765 | $ 199 | 684,273 | 1,002,123 | 795 | $ (252,625) |
Balances (in shares) at Oct. 08, 2022 | 228,729,585 | |||||
Balances, treasury shares at Oct. 08, 2022 | (17,596,471) | (17,596,471) | ||||
Balances at Jul. 16, 2022 | $ 1,447,468 | $ 199 | 678,901 | 1,008,200 | (5,166) | $ (234,666) |
Balances (in shares) at Jul. 16, 2022 | 228,729,585 | |||||
Balances, treasury shares at Jul. 16, 2022 | (16,898,017) | |||||
Net income | 40,528 | 40,528 | ||||
Derivative instruments, net of tax | 5,943 | 5,943 | ||||
Pension and postretirement plans, net of tax | 18 | 18 | ||||
Amortization of stock-based compensation awards | 5,485 | 5,485 | ||||
Issuance of deferred compensation | (12) | $ 12 | ||||
Issuance of deferred compensation (in shares) | 852 | |||||
Issuance of deferred stock awards | (101) | $ 101 | ||||
Issuance of deferred stock awards (in shares) | 7,253 | |||||
Share repurchases | (18,072) | $ (18,072) | ||||
Share repurchases (in shares) | (706,559) | |||||
Dividends paid | (46,605) | (46,605) | ||||
Balances at Oct. 08, 2022 | $ 1,434,765 | $ 199 | $ 684,273 | $ 1,002,123 | $ 795 | $ (252,625) |
Balances (in shares) at Oct. 08, 2022 | 228,729,585 | |||||
Balances, treasury shares at Oct. 08, 2022 | (17,596,471) | (17,596,471) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Cash dividends paid per common share | $ 0.2200 | $ 0.2100 | $ 0.6500 | $ 0.6200 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 08, 2022 | Oct. 09, 2021 | |
CASH FLOWS PROVIDED BY (DISBURSED FOR) OPERATING ACTIVITIES: | ||
Net income | $ 179,797 | $ 166,865 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Loss on foreign currency exchange rates | 8,371 | |
Stock-based compensation | 20,124 | 16,768 |
Gain reclassified from accumulated other comprehensive income to net income | (5,625) | (1,055) |
Depreciation and amortization | 109,244 | 104,685 |
Deferred income taxes | 11,519 | (1,294) |
Impairment of assets | 3,897 | |
Provision for inventory obsolescence | 1,521 | 652 |
Allowances for accounts receivable | 5,811 | 5,880 |
Pension and postretirement plans cost | 485 | 694 |
Other | 2,167 | 4,319 |
Qualified pension plan contributions | (1,000) | |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (71,882) | (5,961) |
Inventories, net | (33,476) | (8,200) |
Hedging activities, net | 2,654 | (1,002) |
Accounts payable | 78,351 | 36,917 |
Other assets and accrued liabilities | (20,424) | (4,045) |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 291,534 | 315,223 |
CASH FLOWS PROVIDED BY (DISBURSED FOR) INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (128,372) | (86,723) |
Proceeds from sale of property, plant and equipment | 3,335 | 2,525 |
Repurchase of independent distributor territories | (6,534) | (3,549) |
Acquisition of trademarks | (10,200) | |
Cash paid at issuance of notes receivable | (9,645) | (8,837) |
Principal payments from notes receivable | 30,558 | 24,024 |
Investment in unconsolidated affiliate | (9,000) | |
Other investing activities | 402 | 1,046 |
NET CASH DISBURSED FOR INVESTING ACTIVITIES | (119,256) | (81,714) |
CASH FLOWS PROVIDED BY (DISBURSED FOR) FINANCING ACTIVITIES: | ||
Dividends paid, including dividends on stock-based payment awards | (140,052) | (131,510) |
Stock repurchases | (34,586) | (9,510) |
Change in bank overdrafts | (817) | (3,462) |
Proceeds from debt borrowings | 330,000 | 497,570 |
Debt obligation payments | (330,000) | (579,428) |
Payments on financing leases | (1,306) | (1,311) |
Payments for financing fees | (273) | (5,811) |
NET CASH DISBURSED FOR FINANCING ACTIVITIES | (177,034) | (233,462) |
Effect of exchange rates on cash | (8,371) | |
Net (decrease) increase in cash and cash equivalents | (4,756) | 47 |
Cash and cash equivalents at beginning of period | 185,871 | 307,476 |
Cash and cash equivalents at end of period | $ 172,744 | $ 307,523 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Oct. 08, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION BASIS OF ACCOUNTING — The accompanying unaudited Condensed Consolidated Financial Statements of Flowers Foods, Inc. (the “company”, “Flowers Foods”, “Flowers”, “us”, “we”, or “our”) have been prepared by the company’s management in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, they do not include all the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the unaudited Condensed Consolidated Financial Statements included herein contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the company’s financial position, results of operations and cash flows. The results of operations for the twelve and forty weeks ended October 8, 2022 and October 9, 2021 are not necessarily indicative of the results to be expected for a full fiscal year. The Condensed Consolidated Balance Sheet at January 1, 2022 has been derived from the audited financial statements at that date but does not include all the information and footnotes required by GAAP for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended January 1, 2022 (the “Form 10-K”). MACROECONOMIC FACTORS AND COVID-19 — We continue to monitor the impact of the inflationary economic environment, supply chain disruptions, and labor shortages, the conflict between Russia and Ukraine, and the COVID-19 pandemic on our business. Our results through the third quarter of Fiscal 2022 have continued to benefit from a more optimized sales mix of branded retail products as compared to pre-pandemic periods. We have experienced significant input cost inflation for commodities and transportation and, to a lesser extent, labor in the current year. We implemented multiple price increases during Fiscal 2022 to mitigate these cost pressures. In light of COVID-19, the company took actions to safeguard its capital position. As the pandemic impact has moderated, we continue to maintain higher levels of cash on hand compared to pre-pandemic levels, which we believe reduces financial risk and offers strategic optionality. In the first quarter of Fiscal 2021, we issued $ 500.0 million of 2.400 % senior notes due 2031 (the “2031 notes”) and used the net proceeds to redeem in full the $ 400.0 million of 4.375 % senior notes due 2022 (the “2022 notes”), extending the earliest maturity date of our non-revolving debt to 2026. Additionally, we repaid the outstanding balances on both the accounts receivable securitization facility (the “facility”) and the credit facility (the “credit facility”) with proceeds from the issuance of the 2031 notes and from cash flows from operations. As of October 8, 2022, the company had available liquidity of $ 864.3 million consisting of the available balances on its debt facilities and cash on hand. INVESTMENT IN UNCONSOLIDATED AFFILIATE — In the second quarter of Fiscal 2022, we invested $ 9.0 million in Base Culture, a Clearwater, Florida-based company with one manufacturing facility. Base Culture's product offerings include better-for-you, gluten-free, and grain-free sliced breads and baked goods and are all-natural, 100% Paleo-certified, kosher-certified, dairy-free, soy-free, and non-GMO verified. The investment is being accounted for at cost, less any impairment, adjusted for changes resulting from observable price changes in orderly transactions involving the affiliate, as we do not control nor do we have the ability to significantly influence the affiliate, nor is there a readily determinable fair value. Should circumstances change where the fair value is known, a fair value adjustment may be necessary. ESTIMATES — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The company believes the following critical accounting estimates affect its more significant judgments and estimates used in the preparation of its consolidated financial statements: revenue recognition, derivative financial instruments, valuation of long-lived assets, goodwill and other intangible assets, leases, self-insurance reserves, income tax expense and accruals, postretirement plans, stock-based compensation, and commitments and contingencies. These estimates are summarized in the Form 10-K. REPORTING PERIODS — Fiscal Year End . Our fiscal year ends on the Saturday nearest December 31, resulting in a 53 rd reporting week every five or six years. The last 53-week year was our Fiscal 2020. The next 53-week year will be Fiscal 2025. Our internal financial results and key performance indicators are reported on a weekly calendar basis to ensure the same numbers of Saturdays and Sundays in comparable months and to allow for a consistent four-week progression analysis. The company has elected the first quarter to report the extra four-week period. As such, our quarters are divided as follows: Quarter Number of Weeks First Quarter Sixteen Second Quarter Twelve Third Quarter Twelve Fourth Quarter Twelve (or Thirteen in fiscal years with an extra week) Accordingly, interim results may not be indicative of subsequent interim period results, or comparable to prior or subsequent interim period results, due to differences in the lengths of the interim periods. Fiscal 2022 consists of 52 weeks, with the company’s quarterly reporting periods as follows: first quarter ended April 23, 2022 (sixteen weeks), second quarter ended July 16, 2022 (twelve weeks), third quarter ended October 8, 2022 (twelve weeks) and fourth quarter ending December 31, 2022 (twelve weeks). REPORTING SEGMENT — The company has one operating segment based on the nature of products the company sells, intertwined production and distribution model, the internal management structure and information that is regularly reviewed by the chief executive officer (“CEO”), who is the chief operating decision maker, for the purpose of assessing performance and allocating resources. SIGNIFICANT CUSTOMER — Below is the effect that our largest customer, Walmart/Sam’s Club, had on the company’s sales for the twelve and forty weeks ended October 8, 2022 and October 9, 2021. Walmart/Sam’s Club is the only customer to account for greater than 10% of the company’s sales. For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 (% of Sales) (% of Sales) Total 22.1 21.2 21.7 21.4 Walmart/Sam’s Club is our only customer with greater than 10% of outstanding trade receivables, representing 25.2 % and 19.8 % , on a consolidated basis, as of October 8, 2022 and January 1, 2022, respectively, of our trade receivables. BUSINESS PROCESS IMPROVEMENT COSTS — In the second half of Fiscal 2020, we launched initiatives to transform our business operations, which include upgrading our information system, as well as investments in e-commerce, autonomous planning, and our “bakery of the future” initiative. In the first quarter of Fiscal 2022, we launched the digital logistics and digital sales initiatives. These costs may be expensed as incurred, capitalized, recognized as a cloud computing arrangement, or recognized as a prepaid service contract. The expensed portion of the consulting costs related to the transformation strategy initiatives incurred was $ 8.1 million and $ 28.9 million for the twelve and forty weeks ended October 8, 2022, respectively. The expensed portion of the consulting costs related to the transformation strategy initiatives incurred was $ 9.2 million and $ 27.4 million for the twelve and forty weeks ended October 9, 2021, respectively. These costs are reflected in the selling, distribution and administrative expenses line item of the Condensed Consolidated Statements of Income. RECOVERY ON INFERIOR INGREDIENTS — In the first quarter of Fiscal 2021, we incurred additional costs of $ 0.1 million associated with receiving inferior ingredients used in the production of certain gluten-free products in the fourth quarter of Fiscal 2020. In the third quarter of Fiscal 2021, we received reimbursements of approximately $ 1.0 million for these previously incurred costs. PLANT CLOSURE COSTS AND IMPAIRMENT OF ASSETS — On July 19, 2022, the company announced the closure of the Holsum Bakery in Phoenix, Arizona. The bakery produced bread and bun products and ceased production on October 31, 2022. This closure is part of our strategy to optimize our sales portfolio and improve supply chain and manufacturing efficiency. The company r ecognized severance costs of $ 1.7 million, multi-employer pension plan withdrawal costs of $ 1.3 million, and asset impairment and equipment relocation charges for bakery equipment of $ 3.8 million in the third quarter of Fiscal 2022. See Note 16, Postretirement Plans , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for details on the multi-employer pension plan withdrawal costs. During the first quarter of Fiscal 2022, the company decided to sell two warehouses acquired at the end of Fiscal 2021 and recorded an impairment charge of $ 1.0 million. The company completed the sale of the impaired warehouse at the end of the first quarter of Fiscal 2022. ACQUISITION-RELATED COSTS – In the third quarter of Fiscal 2022, we incurred $ 11.6 million in costs from the pursuit of an acquisition that failed to materialize. Of this amount, $ 8.4 million related to realized foreign currency exchange losses. Although the majority of the target company's sales were made in the U.S., the target company's foreign domicile required us to convert funds from U.S. dollars to complete the transaction. Following that conversion, a significant strengthening of the U.S. dollar relative to the target company's currency resulted in the foreign currency exchange loss upon conversion back into U.S. dollars following the failure of the deal. These costs are reflected in the selling, distribution and administrative expenses line item of the Condensed Consolidated Statements of Income. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Oct. 08, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 2. RECENT ACCOUNTING PRONOUNCEMENTS Recently adopted accounting pronouncements The company did not adopt any accounting pronouncements during the forty weeks ended October 8, 2022. Accounting pronouncements not yet adopted In September 2022, the FASB issued ASU No. 2022-04, "Liabilities - Supplier Finance Programs (Subtopic 405-50)". This ASU requires the buyer in a supplier finance program to disclose information about the key terms of the program, outstanding confirmed amounts as of the end of the period, a rollforward of such amounts during each annual period, and a description of where in the financial statements outstanding amounts are presented. The amendments in the ASU are effective for all entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the disclosure of rollforward information, which is effective for fiscal years beginning after December 15, 2023. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our condensed consolidated financial statements and disclosures. |
Leases
Leases | 9 Months Ended |
Oct. 08, 2022 | |
Leases [Abstract] | |
Leases | 3. LEASES The company’s leases consist of the following types of assets: two bakeries, corporate office space, warehouses, bakery equipment, transportation and IT equipment. The quantitative disclosures for our leases follow below. The following table details lease modifications and renewals and lease terminations (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Lease modifications and renewals $ 3,353 $ 6,965 $ 22,007 $ 44,667 Lease terminations $ 155 $ 2,289 $ 5,883 $ 4,943 The lease modifications and renewals for the forty weeks ended October 8, 2022 include $ 11.2 million related to a 10 year extension for a warehouse lease that occurred during our first quarter of Fiscal 2022. For the forty weeks ended October 9, 2021, the lease modifications and renewals include $ 28.9 million related to a five year extension for a freezer storage lease executed during the first quarter of Fiscal 2021. Lease costs incurred by lease type, and/or type of payment, and other supplemental quantitative disclosures as of and for the forty weeks ended October 8, 2022 and October 9, 2021 were as follows (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Lease cost: Amortization of right-of-use assets $ 394 $ 408 $ 1,311 $ 1,359 Interest on lease liabilities 20 32 77 124 Operating lease cost 13,886 15,612 48,165 53,308 Short-term lease cost 748 654 2,121 2,155 Variable lease cost 7,517 6,425 25,378 19,377 Total lease cost $ 22,565 $ 23,131 $ 77,052 $ 76,323 For the Forty Weeks Ended October 8, 2022 October 9, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 77 $ 124 Operating cash flows from operating leases $ 46,982 $ 52,389 Financing cash flows from financing leases $ 1,306 $ 1,311 Right-of-use assets obtained in exchange for new financing lease liabilities $ — $ 37 Right-of-use assets obtained in exchange for new operating lease liabilities $ 21,357 $ 48,684 Weighted-average remaining lease term (years): Financing leases 1.3 Operating leases 8.1 Weighted-average IBR (percentage): Financing leases 3.5 Operating leases 3.8 Estimated undiscounted future lease payments under non-cancelable operating leases and financing leases, along with a reconciliation of the undiscounted cash flows to operating and financing lease liabilities, respectively, as of October 8, 2022 (in thousands) were as follows: Operating lease Financing lease Remainder of 2022 $ 10,644 $ 307 2023 56,893 1,828 2024 50,932 100 2025 48,134 — 2026 32,940 — 2027 and thereafter 139,637 — Total minimum lease payments 339,180 2,235 Less: amount of lease payments representing interest ( 57,281 ) ( 49 ) Present value of future minimum lease payments 281,899 2,186 Less: current obligations under leases ( 47,118 ) ( 1,780 ) Long-term lease obligations $ 234,781 $ 406 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) ("AOCI") | 9 Months Ended |
Oct. 08, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) ("AOCI") | 4. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (“AOCI”) The company’s total comprehensive income presently consists of net income, adjustments for our derivative financial instruments accounted for as cash flow hedges, and various pension and other postretirement benefit related items. During the twelve and forty weeks ended October 8, 2022 and October 9, 2021, reclassifications out of AOCI were as follows (amounts in thousands): Amount Reclassified from AOCI For the Twelve Weeks Ended Affected Line Item in the Statement Details about AOCI Components (Note 2) October 8, 2022 October 9, 2021 Where Net Income is Presented Derivative instruments: Interest rate contracts $ 115 $ 115 Interest expense Commodity contracts 2,428 453 Cost of sales, Note 3 Total before tax 2,543 568 Total before tax Tax expense ( 635 ) ( 142 ) Income tax expense Total net of tax 1,908 426 Net of tax Pension and postretirement plans: Prior-service credits (costs) 41 ( 12 ) Note 1 Actuarial losses ( 66 ) ( 122 ) Note 1 Total before tax ( 25 ) ( 134 ) Total before tax Tax benefit 7 33 Income tax expense Total net of tax ( 18 ) ( 101 ) Net of tax Total reclassifications $ 1,890 $ 325 Net of tax Amount Reclassified from AOCI For the Forty Weeks Ended Affected Line Item in the Statement Details about AOCI Components (Note 2) October 8, 2022 October 9, 2021 Where Net Income is Presented Derivative instruments: Interest rate contracts $ 383 $ 11 Interest expense Commodity contracts 5,625 1,055 Cost of sales, Note 3 Total before tax 6,008 1,066 Total before tax Tax expense ( 1,501 ) ( 266 ) Income tax expense Total net of tax 4,507 800 Net of tax Pension and postretirement plans: Prior-service credits (costs) 137 ( 41 ) Note 1 Actuarial losses ( 220 ) ( 409 ) Note 1 Total before tax ( 83 ) ( 450 ) Total before tax Tax benefit 22 112 Income tax expense Total net of tax ( 61 ) ( 338 ) Net of tax Total reclassifications $ 4,446 $ 462 Net of tax Note 1: These items are included in the computation of net periodic pension cost and are reported in the other components of net periodic pension and postretirement benefits credit line item on the Condensed Consolidated Statements of Income. See Note 16, Postretirement Plans , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for additional information. Note 2: Amounts in parentheses indicate debits to determine net income. Note 3: Amounts are presented as an adjustment to reconcile net income to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. During the forty weeks ended October 8, 2022, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Cash Flow Defined Pension Total AOCI at January 1, 2022 $ 6,043 $ ( 3,456 ) $ 2,587 Other comprehensive loss before reclassifications 2,654 — 2,654 Reclassified to earnings from AOCI ( 4,507 ) 61 ( 4,446 ) AOCI at October 8, 2022 $ 4,190 $ ( 3,395 ) $ 795 During the forty weeks ended October 9, 2021, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Cash Flow Defined Pension Total AOCI at January 2, 2021 $ 13,072 $ ( 6,648 ) $ 6,424 Other comprehensive income before reclassifications ( 3,215 ) — ( 3,215 ) Reclassified to earnings from AOCI ( 800 ) 338 ( 462 ) AOCI at October 9, 2021 $ 9,057 $ ( 6,310 ) $ 2,747 Amounts reclassified out of AOCI to net income that relate to commodity contracts are presented as an adjustment to reconcile net income to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. The following table presents the net of tax amount reclassified from AOCI for our commodity contracts (amounts in thousands and positive value indicates credits to determine net income): For the Forty Weeks Ended October 8, 2022 October 9, 2021 Gross gain reclassified from AOCI into net $ 5,625 $ 1,055 Tax expense ( 1,406 ) ( 263 ) Net of tax $ 4,219 $ 792 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Oct. 08, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 5. GOODWILL AND OTHER INTANGIBLE ASSETS The table below summarizes our goodwill and other intangible assets at October 8, 2022 and January 1, 2022, respectively, each of which is explained in additional detail below (amounts in thousands): October 8, 2022 January 1, 2022 Goodwill $ 545,244 $ 545,244 Amortizable intangible assets, net 544,618 568,332 Indefinite-lived intangible assets 127,100 127,100 Total goodwill and other intangible assets $ 1,216,962 $ 1,240,676 As of October 8, 2022 and January 1, 2022, respectively, the company had the following amounts related to amortizable intangible assets (amounts in thousands): October 8, 2022 January 1, 2022 Asset Cost Accumulated Net Cost Accumulated Net Trademarks $ 477,115 $ 89,385 $ 387,730 $ 477,115 $ 78,124 $ 398,991 Customer relationships 318,021 163,954 154,067 318,021 151,496 166,525 Non-compete agreements 5,154 5,105 49 5,154 5,074 80 Distributor relationships 4,123 3,609 514 4,123 3,398 725 Distributor routes held and used 3,249 991 2,258 2,548 537 2,011 Total $ 807,662 $ 263,044 $ 544,618 $ 806,961 $ 238,629 $ 568,332 Aggregate amortization expense for the twelve and forty weeks ended October 8, 2022 and October 9, 2021 was as follows (amounts in thousands): Amortization For the twelve weeks ended October 8, 2022 $ 7,334 For the twelve weeks ended October 9, 2021 $ 7,223 For the forty weeks ended October 8, 2022 $ 24,415 For the forty weeks ended October 9, 2021 $ 23,545 Estimated amortization of intangibles for each of the next five years is as follows (amounts in thousands): Amortization of Remainder of 2022 $ 7,248 2023 $ 30,794 2024 $ 30,098 2025 $ 29,387 2026 $ 27,302 There were $ 127.1 million of indefinite-lived intangible trademark assets separately identified from goodwill at October 8, 2022 and January 1, 2022 . These trademarks are classified as indefinite-lived because we believe they are well established brands with a long history and well-defined markets. We believe these factors support an indefinite life. We perform an annual impairment analysis, or on an interim basis if the facts and circumstances change, to determine if the trademarks are realizing their expected economic benefits. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Oct. 08, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 6. FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying value of cash and cash equivalents, accounts receivable, and short-term debt approximates fair value because of the short-term maturity of the instruments. Notes receivable are entered into in connection with the purchase of independent distributors’ distribution rights by independent distributor partners (“IDPs”). These notes receivable are recorded in the Condensed Consolidated Balance Sheets at carrying value, which represents the closest approximation of fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The company financed approximately 3,500 and 3,700 IDPs’ distribution rights as of October 8, 2022 and January 1, 2022 , respectively, all with varied financial histories and credit risks. However, the current stated interest rates used to record the carrying values are appropriately reflective of our estimated interest rates which would be made to borrowers with similar credit ratings for the remaining maturities of the distributor notes receivable. The distribution rights are generally purchased by the IDP with a 5 % down payment with the remainder financed for up to 10 years. The distributor notes receivable are collateralized by the IDPs’ distribution rights. The company maintains a wholly-owned subsidiary to assist in financing the distribution rights purchase activities if requested by new IDPs, using the distribution rights and certain associated assets as collateral. These notes receivable earn interest at a fixed rate. Interest income was primarily related to the IDPs’ notes receivable and was as follows (amounts in thousands): Interest For the twelve weeks ended October 8, 2022 $ 5,459 For the twelve weeks ended October 9, 2021 $ 5,359 For the forty weeks ended October 8, 2022 $ 17,292 For the forty weeks ended October 9, 2021 $ 18,325 At October 8, 2022 and January 1, 2022, respectively, the carrying value of the distributor notes receivable was as follows (amounts in thousands): October 8, 2022 January 1, 2022 Distributor notes receivable $ 168,700 $ 183,403 Less: current portion of distributor notes receivable recorded in ( 26,865 ) ( 29,093 ) Long-term portion of distributor notes receivable $ 141,835 $ 154,310 During the third quarter of Fiscal 2021, the company recorded a reserve of $ 1.9 million for the distributor notes receivable related to a legal settlement. The company commenced repurchasing the distribution rights during the second quarter of Fiscal 2022 and the reserve balance was $ 0.5 million at October 8, 2022. See Note 13, Commitments and Contingencies , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for additional information. Payments on these distributor notes receivable are collected by the company weekly in conjunction with the distributor settlement process. The fair value of the company’s variable rate debt at October 8, 2022 is presented below. The fair value of the company’s 2031 notes and 3.500 % senior notes due 2026 (“2026 notes”), as discussed in Note 11, Debt and Other Obligations , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q, are estimated using yields obtained from independent pricing sources for similar types of borrowing arrangements and are considered a Level 2 valuation. The fair value of the 2031 notes and 2026 notes are presented in the table below (amounts in thousands, except level classification): Carrying Value Fair Value Level 2031 notes $ 493,826 $ 386,428 2 2026 notes $ 397,716 $ 368,802 2 For fair value disclosure information about our derivative assets and liabilities see Note 7, Derivative Financial Instruments, of Notes to Condensed Consolidated Financial Statements of this Form 10-Q. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Oct. 08, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 7. DERIVATIVE FINANCIAL INSTRUMENTS The company measures the fair value of its derivative portfolio by using the price that would be received to sell an asset or paid to transfer a liability in the principal market for that asset or liability. These measurements are classified into a hierarchy by the inputs used to perform the fair value calculation as follows: Level 1: Fair value based on unadjusted quoted prices for identical assets or liabilities at the measurement date Level 2: Modeled fair value with model inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly Level 3: Modeled fair value with unobservable model inputs that are used to estimate the fair value of the asset or liability Commodity Risk The company enters into commodity derivatives designated as cash-flow hedges of existing or future exposure to changes in commodity prices. The company’s primary raw materials are flour, sweeteners and shortening, along with pulp, paper and petroleum-based packaging products. Natural gas, which is used as oven fuel, and diesel fuel are also important commodity inputs. As of October 8, 2022, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 1,865 $ — $ — $ 1,865 Other long-term 124 — — 124 Total 1,989 — — 1,989 Liabilities: Other current ( 119 ) — — ( 119 ) Other long-term — — — — Total ( 119 ) — — ( 119 ) Net Fair Value $ 1,870 $ — $ — $ 1,870 As of January 1, 2022, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 3,955 $ — $ — $ 3,955 Other long-term — — — — Total 3,955 — — 3,955 Liabilities: Other current ( 220 ) — — ( 220 ) Other long-term — — — — Total ( 220 ) — — ( 220 ) Net Fair Value $ 3,735 $ — $ — $ 3,735 The positions held in the portfolio are used to hedge economic exposure to changes in various raw material prices and effectively fix, or limit increases in, prices for a period extending into Fiscal 2024. These instruments are designated as cash-flow hedges. The change in the fair value for these derivatives is reported in AOCI. All the company-held commodity derivatives at October 8, 2022 and January 1, 2022, respectively, qualified for hedge accounting. Interest Rate Risk During the first quarter of Fiscal 2021, the company entered into treasury locks to fix the interest rate for the 2031 notes issued on March 9, 2021. The derivative positions were closed when the debt was priced on March 2, 2021 with a cash settlement net receipt of $ 3.9 million that offset changes in the benchmark treasury rate between execution of the treasury rate locks and the debt pricing date. These rate locks were designated as a cash flow hedge and the deferred amount reported in AOCI is being reclassified to interest expense as interest payments are made on the notes through the maturity date. The company previously entered into treasury rate locks at the time we executed the 2026 notes. These rate locks were designated as a cash flow hedge and the fair value at termination was deferred in AOCI. The deferred amount reported in AOCI is being reclassified to interest expense as interest payments are made on the related notes through the maturity date. Derivative Assets and Liabilities The company has the following derivative instruments located on the Condensed Consolidated Balance Sheets, which are utilized for the risk management purposes detailed above (amounts in thousands): Derivative Assets Derivative Liabilities October 8, 2022 January 1, 2022 October 8, 2022 January 1, 2022 Derivatives Designated as Balance Fair Value Balance Fair Value Balance Fair Value Balance Fair Value Commodity contracts Other $ 1,865 Other $ 3,955 Other $ 119 Other $ 220 Commodity contracts Other 124 Other — Other — Other — Total $ 1,989 $ 3,955 $ 119 $ 220 Derivative AOCI transactions The company had the following derivative instruments for deferred gains and (losses) on closed contracts and the effective portion for changes in fair value recorded in AOCI (no amounts were excluded from the effectiveness test), all of which are utilized for the risk management purposes detailed above (amounts in thousands and net of tax): Amount of Gain or ( Loss) Amount of Gain Recognized in AOCI on Derivatives Reclassified from AOCI (Effective Portion) Location of Gain or (Loss) into Income (Effective Portion) Derivatives in Cash Flow For the Twelve Weeks Ended Reclassified from AOCI For the Twelve Weeks Ended Hedge Relationships(1) October 8, 2022 October 9, 2021 into Income (Effective Portion)(2) October 8, 2022 October 9, 2021 Interest rate contracts $ — $ — Interest expense $ 86 $ 86 Commodity contracts 7,851 ( 3,618 ) Production costs(3) 1,822 340 Total $ 7,851 $ ( 3,618 ) $ 1,908 $ 426 Amount of Gain or (Loss) Amount of Gain Recognized in AOCI on Derivatives Reclassified from AOCI (Effective Portion) Location of Gain or (Loss) into Income (Effective Portion) Derivatives in Cash Flow For the Forty Weeks Ended Reclassified from AOCI For the Forty Weeks Ended Hedge Relationships(1) October 8, 2022 October 9, 2021 into Income (Effective Portion)(2) October 8, 2022 October 9, 2021 Interest rate contracts $ — $ 2,927 Interest expense $ 287 $ 8 Commodity contracts 2,654 ( 6,142 ) Production costs(3) 4,220 792 Total $ 2,654 $ ( 3,215 ) $ 4,507 $ 800 1. Amounts in parentheses indicate debits to determine net income. 2. Amounts in parentheses, if any, indicate credits to determine net income. 3. Included in materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately). There was no hedging ineffectiveness, and no amounts were excluded from the ineffectiveness testing, during the twelve and forty weeks ended October 8, 2022 and October 9, 2021, respectively, related to the company’s commodity risk hedges. At October 8, 2022, the balance in AOCI related to commodity price risk and interest rate risk derivative transactions that closed or will expire over the following years are as follows (amounts in thousands and net of tax) (amounts in parenthesis indicate a debit balance): Commodity Interest Totals Closed contracts $ 12 $ 2,776 $ 2,788 Expiring in 2022 358 — 358 Expiring in 2023 1,040 — 1,040 Expiring in 2024 4 — 4 Total $ 1,414 $ 2,776 $ 4,190 Derivative Transactions Notional Amounts As of October 8, 2022, the company had the following outstanding financial contracts that were entered to hedge commodity risk (amounts in thousands): Notional Wheat contracts $ 19,606 Soybean oil contracts 11,261 Natural gas contracts 6,491 Corn contracts 1,443 Total $ 38,801 The company’s derivative instruments contain no credit-risk related contingent features at October 8, 2022. As of October 8, 2022 and January 1, 2022 , the company had $ 7.5 million and $ 2.0 million, respectively, in other current assets representing collateral for hedged positions. As of October 8, 2022 and January 1, 2022, the company had $ 6.1 million and $ 3.4 million, respectively, recorded in other accrued liabilities representing collateral due to counterparties for hedged positions. |
Other Current and Non-Current A
Other Current and Non-Current Assets | 9 Months Ended |
Oct. 08, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current and Non-Current Assets | 8. OTHER CURRENT AND NON-CURRENT ASSETS Other current assets consist of (amounts in thousands): October 8, 2022 January 1, 2022 Prepaid assets $ 3,826 $ 3,219 Service contracts 16,332 19,884 Prepaid insurance 8,334 5,254 Prepaid marketing 2,377 4,103 Fair value of derivative instruments 1,865 3,955 Collateral to counterparties for derivative positions 7,535 2,039 Income taxes receivable 14,119 13,001 Other 414 137 Total $ 54,802 $ 51,592 Other non-current assets consist of (amounts in thousands): October 8, 2022 January 1, 2022 Unamortized financing fees $ 1,435 $ 1,574 Investments 2,503 3,145 Investment in unconsolidated affiliate 9,000 — Deposits 2,274 2,202 Unamortized cloud computing arrangement costs 465 1,215 Noncurrent postretirement benefit plan asset 2,163 1,281 Noncurrent service contracts 3,344 — Other 220 206 Total $ 21,404 $ 9,623 |
Other Accrued Liabilities and O
Other Accrued Liabilities and Other Long-Term Liabilities | 9 Months Ended |
Oct. 08, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Accrued Liabilities and Other Long-Term Liabilities | 9. OTHER ACCRUED LIABILITIES AND OTHER LONG-TERM LIABILITIES Other accrued liabilities consist of (amounts in thousands): October 8, 2022 January 1, 2022 Employee compensation $ 30,399 $ 25,505 Employee vacation 17,731 15,782 Employee bonus 29,418 33,413 Fair value of derivative instruments 119 220 Self-insurance reserves 28,958 29,828 Bank overdraft 16,344 17,161 Accrued interest 1,211 7,202 Accrued utilities 7,677 6,741 Accrued taxes 13,003 7,557 Deferred payroll taxes under the CARES Act 16,354 16,354 Accrued advertising 3,677 4,294 Accrued legal settlements 5,500 16,500 Accrued legal costs 4,644 1,746 Accrued short-term deferred income 3,983 4,040 Collateral due to counterparties for derivative positions 6,124 3,377 Acquisition consideration adjustment 3,400 3,400 Multi-employer pension plan withdrawal liability 1,297 2,100 Repurchase obligations of distribution rights 1,680 4,743 Other 5,407 3,480 Total $ 196,926 $ 203,443 In connection with an acquisition completed in Fiscal 2012, the company agreed to make the sellers whole for certain taxes incurred by the sellers on the sale. There was recently a tax determination that the sellers owed additional taxes, which we have appealed. If the appeal is unsuccessful, the company estimates that it will owe the sellers approximately $ 3.4 million. The company recorded this cost in the selling, distribution and administrative expenses line item of the Condensed Consolidated Statements of Income during the second quarter of Fiscal 2021. The repurchase of distribution rights is part of a legal settlement which requires a phased repurchase of approximately 75 distribution rights. The company commenced repurchasing the distribution rights during the second quarter of Fiscal 2022. See Note 13, Commitments and Contingencies , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for details on this settlement. Other long-term liabilities consist of (amounts in thousands): October 8, 2022 January 1, 2022 Deferred income $ 12,077 $ 15,676 Deferred compensation 22,864 20,188 Other deferred credits 463 720 Other 402 1,375 Total $ 35,806 $ 37,959 |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Oct. 08, 2022 | |
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract] | |
Assets Held for Sale | 10. ASSETS HELD FOR SALE The company repurchases distribution rights from IDPs in circumstances when the company decides to exit a territory or, in some cases, when the IDP elects to terminate its relationship with the company. In most of the distributor agreements, if the company decides to exit a territory or stop using the independent distribution model in a territory, the company is contractually required to purchase the distribution rights from the IDP. In the event an IDP terminates its relationship with the company, the company, although not legally obligated, may repurchase and operate those distribution rights as a company-owned territory. The IDPs may also sell their distribution rights to another person or entity. Distribution rights purchased from IDPs and operated as company-owned territories are recorded on the Condensed Consolidated Balance Sheets in the line item assets held for sale while the company actively seeks another IDP to purchase the distribution rights for the territory. Distribution rights held for sale and operated by the company are sold to IDPs at fair market value pursuant to the terms of a distributor agreement. There are multiple versions of the distributor agreement in place at any given time and the terms of such distributor agreements vary. Additional assets recorded in assets held for sale are for property, plant and equipment. During the first quarter of Fiscal 2022, the company reclassified two warehouses acquired at the end of Fiscal 2021 as held for sale and recorded an impairment charge of $ 1.0 million. The company completed the sale of the impaired warehouse at the end of the first quarter of Fiscal 2022. The company received net proceeds of $ 1.2 million. During the third quarter of Fiscal 2022, the company reclassified a facility as held for sale and completed the sale of a bakery previously included in held for sale. The company received net proceeds of $ 1.6 million. The carrying values of assets held for sale are not amortized and are evaluated for impairment as required at the end of the reporting period. The table below presents the assets held for sale as of October 8, 2022 and January 1, 2022, respectively (amounts in thousands): October 8, 2022 January 1, 2022 Distributor territories $ 6,395 $ 5,147 Property, plant and equipment $ 7,794 6,222 Total assets held for sale $ 14,189 $ 11,369 |
Debt and Other Obligations
Debt and Other Obligations | 9 Months Ended |
Oct. 08, 2022 | |
Debt Disclosure [Abstract] | |
Debt and Other Obligations | 11. DEBT AND OTHER OBLIGATIONS Long-term debt (net of issuance costs and debt discounts excluding line-of-credit arrangements) (leases are separately discussed in Note 3, Leases ) consisted of the following at October 8, 2022 and January 1, 2022, respectively (amounts in thousands): October 8, 2022 January 1, 2022 Unsecured credit facility $ — $ — 2031 notes 493,826 493,333 2026 notes 397,716 397,276 Accounts receivable securitization facility — — 891,542 890,609 Less current maturities of long-term debt — — Total long-term debt $ 891,542 $ 890,609 Bank overdrafts occur when checks have been issued but have not been presented to the bank for payment. Certain of our banks allow us to delay funding of issued checks until the checks are presented for payment. The delay in funding results in a temporary source of financing from the bank. The activity related to bank overdrafts is shown as a financing activity in our Condensed Consolidated Statements of Cash Flows. Bank overdrafts are included in other accrued liabilities on our Condensed Consolidated Balance Sheets. The company also had standby letters of credit (“LOCs”) outstanding of $ 8.4 million at October 8, 2022 and January 1, 2022, which reduce the availability of funds under the credit facility. The outstanding LOCs are for the benefit of certain insurance companies and lessors. None of the outstanding LOCs are recorded as a liability on the Condensed Consolidated Balance Sheets. 2031 Notes, 2026 Notes, Accounts Receivable Securitization Facility, 2022 Notes, and Credit Facility 2031 Notes. On March 9, 2021, the company issued $ 500.0 million of senior notes. The company will pay semiannual interest on the 2031 notes on each March 15 and September 15 and the 2031 notes will mature on March 15, 2031 . The notes bear interest at 2.400 % per annum. On any date prior to December 15, 2030, the company may redeem some or all of the notes at a price equal to the greater of (1) 100 % of the principal amount of the notes redeemed and (2) a “make-whole” amount plus, in each case, accrued and unpaid interest. The make-whole amount is equal to the sum of the present values of the remaining scheduled payments of principal and interest on the 2031 notes to be redeemed that would be due if such notes matured December 15, 2030 (exclusive of interest accrued to, but not including, the date of redemption), discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the sum of the applicable treasury rate (as defined in the indenture governing the notes), plus 20 basis points, plus, in each case, accrued and unpaid interest. At any time on or after December 15, 2030, the company may redeem some or all of the 2031 notes at a price equal to 100 % of the principal amount of the notes redeemed plus accrued and unpaid interest. If the company experiences a “change of control triggering event” (which involves a change of control of the company and the related rating of the notes below investment grade), it is required to offer to purchase the notes at a purchase price equal to 101 % of the principal amount, plus accrued and unpaid interest thereon unless the company has exercised its option to redeem the notes in whole. The 2031 notes are also subject to customary restrictive covenants for investment grade debt, including certain limitations on liens and sale and leaseback transactions. The face value of the 2031 notes is $ 500.0 million. There was a debt discount of $ 2.4 million representing the difference between the net proceeds, after expenses, received upon issuance of debt and the amount repayable at its maturity. The company also accrued issuance costs of $ 4.8 million (including underwriting fees and other fees) on the 2031 notes. Debt issuance costs and the debt discount are being amortized to interest expense over the term of the 2031 notes. As of October 8, 2022 and January 1, 2022, respectively, the company was in compliance with all restrictive covenants under the indenture governing the 2031 notes. 2026 Notes . On September 28, 2016, the company issued $ 400.0 million of senior notes. The company pays semiannual interest on the 2026 notes on each April 1 and October 1 and the 2026 notes will mature on October 1, 2026 . The notes bear interest at 3.500 % per annum. The 2026 notes are subject to interest rate adjustments if either Moody’s or S&P downgrades (or downgrades and subsequently upgrades) the credit rating assigned to the 2026 notes. On any date prior to July 1, 2026, the company may redeem some or all of the notes at a price equal to the greater of (1) 100 % of the principal amount of the notes redeemed and (2) a “make-whole” amount plus, in each case, accrued and unpaid interest. The make-whole amount is equal to the sum of the present values of the remaining scheduled payments of principal and interest on the 2026 notes to be redeemed that would be due if such notes matured July 1, 2026 (exclusive of interest accrued to, but not including, the date of redemption), discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the treasury rate (as defined in the indenture governing the notes), plus 30 basis points, plus in each case accrued and unpaid interest. At any time on or after July 1, 2026, the company may redeem some or all of the 2026 notes at a price equal to 100 % of the principal amount of the notes redeemed plus accrued and unpaid interest. If the company experiences a “change of control triggering event” (which involves a change of control of the company and the related rating of the notes below investment grade), it is required to offer to purchase the notes at a purchase price equal to 101 % of the principal amount, plus accrued and unpaid interest thereon unless the company exercised its option to redeem the notes in whole. The 2026 notes are also subject to customary restrictive covenants for investment grade debt, including certain limitations on liens and sale and leaseback transactions. The face value of the 2026 notes is $ 400.0 million. There was a debt discount of $ 2.1 million representing the difference between the net proceeds, after expenses, received upon issuance of debt and the amount repayable at its maturity. The company also paid issuance costs of $ 3.6 million (including underwriting fees and other fees) on the 2026 notes. Debt issuance costs and the debt discount are being amortized to interest expense over the term of the 2026 notes. As of October 8, 2022, and January 1, 2022, respectively, the company was in compliance with all restrictive covenants under the indenture governing the 2026 notes. Accounts Receivable Securitization Facility . On July 17, 2013, the company entered into the facility. The company has amended the facility 10 times since execution, most recently on September 27, 2022 (the “tenth amendment”). These 10 amendments include provisions that (i) increased the revolving commitments under the facility to $ 200.0 million from $ 150.0 million, (ii) added a leverage pricing grid, (iii) added an additional bank to the lending group, (iv) made certain other conforming changes, (v) removed a bank from the lending group, and (vi) most recently, extended the term by one additional year to September 27, 2024 and transitioned to SOFR from LIBOR as the benchmark rate. The amendment that added the additional bank was accounted for as an extinguishment of the debt. The remaining amendments were accounted for as modifications. Under the facility, a wholly-owned, bankruptcy-remote subsidiary purchases, on an ongoing basis, substantially all trade receivables of the company’s subsidiaries. The subsidiary pledges the receivables as collateral for the obligations under the facility. In the event of liquidation of the subsidiary, its creditors would be entitled to satisfy their claims from the subsidiary’s pledged receivables prior to distributions of collections to the company. We include the subsidiary in our Condensed Consolidated Financial Statements. The facility contains certain customary representations and warranties, affirmative and negative covenants, and events of default. As of October 8, 2022 and January 1, 2022 , respectively, the company was in compliance with all restrictive covenants under the facility. The table below presents the borrowings and repayments under the facility during the forty weeks ended October 8, 2022: Amount Balance at January 1, 2022 $ — Borrowings 100,000 Payments ( 100,000 ) Balance at October 8, 2022 $ — The table below presents the net amount available for working capital and general corporate purposes under the facility as of October 8, 2022: Amount Gross amount available $ 200,000 Outstanding — Available for withdrawal $ 200,000 Amounts available for withdrawal under the facility are determined as the lesser of the total commitments and a formula derived amount based on qualifying trade receivables. Optional principal repayments may be made at any time without premium or penalty. Interest is due 18 days after our reporting periods end in arrears on the outstanding borrowings and is computed as SOFR plus an applicable margin of 95 basis points. An unused fee of 40 basis points is applicable on the unused commitment at each reporting period. Financing costs paid at inception of the facility and at the time amendments are executed are being amortized over the life of the facility. The company incurred $ 0.2 million in financing costs during the third quarter of Fiscal 2022 for the tenth amendment. The balance of unamortized financing costs was $ 0.3 million on October 8, 2022 and $ 0.3 million on January 1, 2022, respectively, and is recorded in other assets on the Condensed Consolidated Balance Sheets. 2022 Notes . On April 3, 2012, the company issued $ 400.0 million of senior notes. Prior to the early redemption discussed below, the company paid semiannual interest on the 2022 notes on each April 1 and October 1 and the 2022 notes would have matured on April 1, 2022 . The 2022 notes bore interest at 4.375 % per annum. On April 8, 2021, the company completed the early redemption of the 2022 notes with proceeds received from the issuance of the 2031 notes on March 9, 2021. We recognized a loss on extinguishment of debt of $ 16.1 million comprised of a make-whole cash payment of $ 15.4 million and the write-off of unamortized debt discount and debt issuance costs of $ 0.7 million. Credit Facility . The company is party to an amended and restated credit agreement, dated as of October 24, 2003, with the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent, the swingline lender and issuing lender (as amended, restated, modified or supplemented from time to time, the “amended and restated credit agreement”). The company has amended the amended and restated credit agreement seven times since execution, most recently on July 30, 2021 (the “seventh amendment”). Under the amended and restated credit agreement, our credit facility is a five-year , $ 500.0 million senior unsecured revolving loan facility with the following terms and conditions: (i) a maturity date of July 30, 2026 ; (ii) an applicable margin for revolving loans maintained as (1) base rate loans and swingline loans with a range of 0.00 % to 0.525 % and (2) Eurodollar loans with a range of 0.815 % to 1.525 %, in each case, based on the more favorable (to the company) of (x) the leverage ratio of the company and its subsidiaries and (y) the company’s debt rating; (iii) an applicable facility fee with a range of 0.06 % to 0.225 %, due quarterly on all commitments under the amended and restated credit agreement, based on the more favorable (to the company) of (x) the leverage ratio of the company and its subsidiaries and (y) the company’s debt rating; and (iv) a maximum leverage ratio covenant to permit the company, at its option, in connection with certain acquisitions and investments and subject to the terms and conditions provided in the amended and restated credit agreement, to increase the maximum ratio permitted thereunder on one or more occasions to 4.00 to 1.00 for a period of four consecutive fiscal quarters, including and/or immediately following the fiscal quarter in which such acquisitions or investments were completed (the “covenant holiday”), provided that each additional covenant holiday will not be available to the company until it has achieved and maintained a leverage ratio of at least 3.75 to 1.00 and has been complied with for at least two fiscal quarters. Additionally, the seventh amendment to the amended and restated credit agreement appointed Deutsche Bank Trust Company Americas as successor administrative agent to Deutsche Bank AG New York Branch and added provisions to address LIBOR transition. In addition, the credit facility contains a provision that permits the company to request up to $ 200.0 million in additional revolving commitments, for a total of up to $ 700.0 million, subject to the satisfaction of certain conditions. Proceeds from the credit facility may be used for working capital and general corporate purposes, including capital expenditures, acquisition financing, refinancing of indebtedness, dividends and share repurchases. The credit facility includes certain customary restrictions, which, among other things, require maintenance of financial covenants and limit encumbrance of assets and creation of indebtedness. Restrictive financial covenants include such ratios as a minimum interest coverage ratio and a maximum leverage ratio. The company believes that, given its current cash position, its cash flow from operating activities and its available credit capacity, it can comply with the current terms of the amended credit facility and can meet its presently foreseeable financial requirements. As of October 8, 2022 and January 1, 2022, respectively, the company was in compliance with all restrictive covenants under the credit facility. Financing costs paid at inception of the credit facility and at the time amendments are executed are being amortized over the life of the credit facility. The company incurred $ 1.1 million in financing costs during the third quarter of Fiscal 2021 for the seventh amendment. There was an additional financing cost paid in the first quarter of Fiscal 2022 that was less than $ 0.1 million. The balance of unamortized financing costs was $ 1.1 million and $ 1.3 million on October 8, 2022 and January 1, 2022, respectively, and are recorded in other assets on the Condensed Consolidated Balance Sheets. Amounts outstanding under the credit facility can vary daily. Changes in the gross borrowings and repayments can be caused by cash flow activity from operations, capital expenditures, acquisitions, dividends, share repurchases, and tax payments, as well as derivative transactions, which are part of the company’s overall risk management strategy as discussed in Note 7, Derivative Financial Instruments , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q. The table below presents the borrowings and repayments under the credit facility during the forty weeks ended October 8, 2022. Amount Balance at January 1, 2022 $ — Borrowings 230,000 Payments ( 230,000 ) Balance at October 8, 2022 $ — The table below presents the net amount available under the credit facility as of October 8, 2022: Amount Gross amount available $ 500,000 Outstanding — Letters of credit ( 8,400 ) Available for withdrawal $ 491,600 Aggregate maturities of debt outstanding as of October 8, 2022 are as follows (excluding unamortized debt discount and issuance costs) (amounts in thousands): Remainder of 2022 $ — 2023 — 2024 — 2025 — 2026 400,000 2027 and thereafter 500,000 Total $ 900,000 Debt discount and issuance costs are being amortized straight-line (which approximates the effective method) over the term of the underlying debt outstanding. The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at October 8, 2022 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2031 notes $ 500,000 $ 6,174 $ 493,826 2026 notes 400,000 2,284 397,716 Total $ 900,000 $ 8,458 $ 891,542 The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at January 1, 2022 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2031 notes $ 500,000 $ 6,667 $ 493,333 2026 notes 400,000 2,724 397,276 Total $ 900,000 $ 9,391 $ 890,609 |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Oct. 08, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | 12. VARIABLE INTEREST ENTITIES Distribution rights agreement VIE analysis The incorporated IDPs qualify as VIEs. The IDPs who are formed as sole proprietorships are excluded from the following VIE accounting analysis and discussion. Incorporated IDPs acquire distribution rights and enter into a contract with the company to sell the company’s products in the IDPs’ defined geographic territory. The incorporated IDPs have the option to finance the acquisition of their distribution rights with the company. They can also pay cash or obtain external financing at the time they acquire the distribution rights. The combination of the company’s loans to the incorporated IDPs and the ongoing distributor arrangements with the incorporated IDPs provide a level of funding to the equity owners of the various incorporated IDPs that would not otherwise be available. As of October 8, 2022 and January 1, 2022 , there was $ 149.5 million and $ 159.5 million, respectively, in gross distribution rights notes receivable outstanding from incorporated IDPs. The company is not considered to be the primary beneficiary of the VIEs because the company does not (i) have the ability to direct the significant activities of the VIEs that would affect their ability to operate their respective businesses and (ii) provide any implicit or explicit guarantees or other financial support to the VIEs, other than the financing described above, for specific return or performance benchmarks. The activities controlled by the incorporated IDPs that are deemed to most significantly impact the ultimate success of the incorporated IDP entities relate to those decisions inherent in operating the distribution business in the territory, including acquiring trucks and trailers, managing fuel costs, employee matters and other strategic decisions. In addition, we do not provide, nor do we intend to provide, financial or other support to the IDP. The IDPs are responsible for the operations of their respective territories. The company’s maximum contractual exposure to loss for the incorporated IDP relates to the distributor rights note receivable for the portion of the territory the incorporated IDPs financed at the time they acquired the distribution rights. The incorporated IDPs remit payment on their distributor rights note receivable each week during the settlement process of their weekly activity. The company will operate a territory on behalf of an incorporated IDP in situations where the IDP has abandoned its distribution rights. Any remaining balance outstanding on the distribution rights notes receivable is relieved once the distribution rights have been sold on the IDPs behalf. The company’s collateral from the territory distribution rights mitigates the potential losses. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 08, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. COMMITMENTS AND CONTINGENCIES Self-insurance reserves and other commitments and contingencies The company records self-insurance reserves as an other accrued liability on our Condensed Consolidated Balance Sheets. The reserves include an estimate of expected settlements on pending claims, defense costs and a provision for claims incurred but not reported. These estimates are based on the company’s assessment of potential liability using an analysis of available information with respect to pending claims, historical experience and current cost trends. The amount of the company’s ultimate liability in respect of these matters may differ materially from these estimates. In the event the company ceases to utilize the independent distributor model or exits a geographic market, the company is contractually required in some situations to purchase the distribution rights from the independent distributor. The company cannot reasonably estimate the potential cost until which time it becomes probable that a transaction will occur. The company expects to continue operating under this model and has concluded that the possibility of a loss is remote. The company’s facilities are subject to various federal, state and local laws and regulations regarding the discharge of material into the environment and the protection of the environment in other ways. The company is not a party to any material proceedings arising under these laws and regulations. The company believes that compliance with existing environmental laws and regulations will not materially affect the consolidated financial condition, results of operations, cash flows or the competitive position of the company. The company believes it is currently in substantial compliance with all material environmental laws and regulations affecting the company and its properties. Litigation The company and its subsidiaries from time to time are parties to, or targets of, lawsuits, claims, investigations and proceedings, including personal injury, commercial, contract, environmental, antitrust, product liability, health and safety and employment matters, which are being handled and defended in the ordinary course of business. At this time, the company is defending 21 complaints filed by distributors alleging that such distributors were misclassified as independent contractors. Seven of these lawsuits seek class and/or collective action treatment. The remaining fourteen cases either allege individual claims or do not seek class or collective action treatment or, in cases in which class treatment was sought, the court denied class certification. The respective courts have ruled on plaintiffs’ motions for class certification in three of the pending cases, each of which is discussed below. Unless otherwise noted, a class was conditionally certified under the FLSA in each of the cases described below, although the company has the ability to petition the court to decertify that class at a later date: Case Name Case No. Venue Date Filed Status Richard et al. v. Flowers Foods, Inc., 6:15-cv-02557 U.S. District Court Western 10/21/2015 On April 9, 2021, the court decertified the FLSA collective action and denied plaintiffs' motion to certify under Federal Rule of Civil Procedure 23 a state law class of distributors who operated in the state of Louisiana. Martins v. Flowers Foods, Inc., 8:16-cv-03145 U.S. District Court Middle 11/8/2016 Ludlow et al. v. Flowers Foods, Inc., Flowers Bakeries, LLC and Flowers Finance, LLC 3:18-cv-01190 U.S. District Court Southern District of California 6/6/2018 On July 5, 2022, the Court granted plaintiffs’ motion under Federal Rule of Civil Procedure 23 to certify a California state law class comprising of distributors who worked within California from June 6, 2014 to present and were classified as independent contractors. The company and/or its respective subsidiaries contests the allegations and are vigorously defending all of these lawsuits. Given the stage of the complaints and the claims and issues presented, except for lawsuits disclosed herein that have reached a settlement or agreement in principle, the company cannot reasonably estimate at this time the possible loss or range of loss that may arise from the unresolved lawsuits. Since the beginning of Fiscal 2021, the company has settled, and the appropriate court has approved, the following collective/class action lawsuits filed by distributors alleging that such distributors were misclassified as independent contractors: Case Name Case No. Venue Date Filed Comments Coronado v. Flowers Foods, Inc. 1:16-cv-00350 U.S. District Court District of 4/27/2016 On June 7, 2022, the Court approved an agreement to settle this matter for $ 137,500 , inclusive of attorneys’ fees, costs, damages and incentives for class members who are active distributors to enter into an amendment to their distributor agreements. The settlement was paid and the expense was recorded in the selling, distribution, and administrative expenses line item of the Condensed Consolidated Statements of Income during the second quarter of Fiscal 2022. Noll v. Flowers Foods, Inc., Lepage 1:15-cv-00493 U.S. District Court District of 12/3/2015 On April 26, 2022, the Court approved an agreement to settle this and two companion cases pending in the U.S. District Court for the District of Maine – Bowen et al. v. Flowers Foods, Inc. et al. (No. 1:20-cv-00411); and Aucoin et al. v. Flowers Foods, Inc. et al (No. 1:20-cv-00410) – for a payment of $ 16.5 million, comprised of $ 9.0 million in settlement funds and $ 7.5 million in attorneys’ fees. The settlement was paid during the second quarter of Fiscal 2022. The settlement also required a phased repurchase of approximately 75 distribution territories in Maine, which, once completed, the company will service its Maine market using company sales employees. The company estimates this cost to be $ 6.6 million (of which $ 4.7 million was originally included in other accrued liabilities and the remainder as a contra account to notes receivable). These amounts were recorded in the selling, distribution, and administrative expenses line item of the Condensed Consolidated Statements of Income during the third quarter of Fiscal 2021. The company remains committed to its IDP program. See Note 11, Debt and Other Obligations , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for additional information on the company’s commitments. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Oct. 08, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 14. EARNINGS PER SHARE The following is a reconciliation of net income and weighted average shares for calculating basic and diluted earnings per common share for the twelve and forty weeks ended October 8, 2022 and October 9, 2021, respectively (amounts and shares in thousands, except per share data): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Net income $ 40,528 $ 38,852 $ 179,797 $ 166,865 Basic Earnings Per Common Share: Basic weighted average shares outstanding for common stock 212,016 211,921 212,060 211,912 Basic earnings per common share $ 0.19 $ 0.18 $ 0.85 $ 0.79 Diluted Earnings Per Common Share: Basic weighted average shares outstanding for common stock 212,016 211,921 212,060 211,912 Add: Shares of common stock assumed issued upon exercise of 1,310 1,266 1,257 1,067 Diluted weighted average shares outstanding for common stock 213,326 213,187 213,317 212,979 Diluted earnings per common share $ 0.19 $ 0.18 $ 0.84 $ 0.78 There were no anti-dilutive shares and 327,950 anti-dilutive shares during the twelve and forty weeks ended October 8, 2022, respectively. There were no anti-dilutive shares during the twelve and forty weeks ended October 9, 2021. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Oct. 08, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 15. STOCK-BASED COMPENSATION On March 5, 2014, our Board of Directors approved and adopted the 2014 Omnibus Equity and Incentive Compensation Plan (“Omnibus Plan”). The Omnibus Plan was approved by our shareholders on May 21, 2014. The Omnibus Plan authorizes the compensation committee of the Board of Directors to provide equity-based compensation in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, dividend equivalents and other awards to provide our officers, key employees, and non-employee directors’ incentives and rewards for performance. Equity awards granted after May 21, 2014 are governed by the Omnibus Plan. Awards granted under the Omnibus Plan are limited to the authorized amount of 8,000,000 shares. The following is a summary of restricted stock and deferred stock outstanding under the Omnibus Plan described above. Information relating to the company’s stock appreciation rights, which were issued under a separate stock appreciation right plan, is also described below. The company typically grants awards at the beginning of its fiscal year. Information on grants to employees during Fiscal 2022 is discussed below. Performance-Contingent Restricted Stock Awards Performance-Contingent Total Shareholder Return Shares (“TSR Shares”) Certain key employees have been granted performance-contingent restricted stock under the Omnibus Plan in the form of TSR Shares. The awards vest approximately three years from the date of grant (after the filing of the company’s Annual Report on Form 10-K), and the shares become non-forfeitable if, and to the extent that, on that date the vesting conditions are satisfied. The total shareholder return (“TSR”) is the percent change in the company’s stock price over the measurement period plus the dividends paid to shareholders. The performance payout is calculated at the end of each of the last four quarters (averaged) in the measurement period. Once the TSR is determined for the company (“Company TSR”), it is compared to the TSR of our food company peers (“Peer Group TSR”). The Company TSR compared to the Peer Group TSR will determine the payout as set forth below: Percentile Payout as % 90 th 200 % 70 th 150 % 50 th 100 % 30 th 50 % Below 30 th 0 % For performance between the levels described above, the degree of vesting is interpolated on a linear basis. The TSR shares vest immediately if the grantee dies or becomes disabled. However, if the grantee retires at age 65 (or age 55 with at least 10 years of service with the company) or later, on the normal vesting date the grantee will receive a pro-rated number of shares based upon the retirement date and measured at the actual performance for the entire performance period. In addition, if the company undergoes a change in control, the TSR shares will immediately vest at the target level, provided that if 12 months of the performance period have been completed, vesting will be determined based on Company TSR as of the date of the change in control without application of four-quarter averaging. During the vesting period, the grantee has none of the rights of a shareholder. Dividends declared during the vesting period will accrue and will be paid at vesting on the TSR shares that ultimately vest. The fair value estimate was determined using a Monte Carlo simulation model, which utilizes multiple input variables to estimate the probability of the company achieving the market condition discussed above. Inputs into the model included the following for the company and comparator companies: (i) TSR from the beginning of the performance cycle through the measurement date; (ii) volatility; (iii) risk-free interest rates; and (iv) the correlation of the comparator companies’ TSR. The inputs are based on historical capital market data. The following performance-contingent TSR Shares have been granted during the forty weeks ended October 8, 2022 under the Omnibus Plan (amounts in thousands, except price data): Grant Date Shares Vesting Date Fair Value 1/2/2022 331 3/1/2025 $ 31.97 4/24/2022 8 3/1/2025 $ 27.38 Performance-Contingent Return on Invested Capital Shares (“ROIC Shares”) Certain key employees have been granted performance-contingent restricted stock under the Omnibus Plan in the form of ROIC Shares. The awards generally vest approximately three years from the date of grant (after the filing of the company’s Annual Report on Form 10-K), and the shares become non-forfeitable if, and to the extent that, on that date, the vesting conditions are satisfied. Return on Invested Capital (“ROIC”) is calculated by dividing our profit, as defined, by the invested capital. Generally, the performance condition requires the company’s average ROIC to exceed its average weighted cost of capital (“WACC”) by between 1.75 to 4.75 percentage points (the “ROI Target”) over the three fiscal year performance period. If the lowest ROI Target is not met, the awards are forfeited. The ROIC Shares can be earned based on a range from 0 % to 125 % of target as defined below: • ROIC above WACC by less than 1.75 percentage points pays 0 % of ROI Target; • ROIC above WACC by 1.75 percentage points pays 50 % of ROI Target; • ROIC above WACC by 3.75 percentage points pays 100 % of ROI Target; or • ROIC above WACC by 4.75 percentage points pays 125 % of ROI Target. For performance between the levels described above, the degree of vesting is interpolated on a linear basis. The ROIC Shares vest immediately if the grantee dies or becomes disabled. However, if the grantee retires at age 65 (or age 55 with at least 10 years of service with the company) or later, on the normal vesting date the grantee will receive a pro-rated number of ROIC Shares based upon the retirement date and actual performance for the entire performance period. In addition, if the company undergoes a change in control, the ROIC Shares will immediately vest at the target level. During the vesting period, the grantee has none of the rights of a shareholder. Dividends declared during the vesting period will accrue and will be paid at vesting on the ROIC Shares that ultimately vest. The fair value of this type of award is equal to the stock price on the grant date. Since these awards have a performance condition feature, the expense associated with these awards may change depending on the expected ROI Target attained at each reporting period. The 2020 award is being expensed at our current estimated payout percentage of 125 % of ROI Target, and the 2021 and 2022 awards are being expensed at 100 %. The following performance-contingent ROIC Shares have been granted under the Omnibus Plan during the forty weeks ended October 8, 2022 (amounts in thousands, except price data): Grant Date Shares Vesting Date Fair Value 1/2/2022 331 3/1/2025 $ 27.47 4/24/2022 8 3/1/2025 $ 27.38 Performance-Contingent Restricted Stock The table below presents the TSR modifier share adjustment (a 137 % final payout), ROIC modifier share adjustment (a 125 % final payout), accumulated dividends on vested shares, and the tax benefit/(expense) at vesting of the performance-contingent restricted stock awards (amounts in thousands, except per share data): Award Granted Fiscal Year TSR Modifier ROIC Modifier Dividends at Tax Fair Value at 2019 2022 109,729 74,154 $ 1,843 $ 2,196 $ 22,143 The company’s performance-contingent restricted stock activity for the forty weeks ended October 8, 2022 is presented below (amounts in thousands, except price data): Shares Weighted Nonvested shares at January 1, 2022 1,972 $ 22.89 Granted 679 $ 29.66 Grant increase for achieving the ROIC modifier 74 $ 29.72 Grant increase for achieving the TSR modifier 110 $ 29.72 Vested ( 778 ) $ 20.25 Forfeited ( 25 ) $ 25.04 Nonvested shares at October 8, 2022 2,032 $ 25.91 As of October 8, 2022, there was $ 25.2 million of total unrecognized compensation cost related to non-vested restricted stock granted under the Omnibus Plan. That cost is expected to be recognized over a weighted-average period of 1.92 years. Time-Based Restricted Stock Units Certain key employees have been granted time-based restricted stock units (“TBRSU Shares”). The executive officers of the company did not receive any TBRSU Shares. These awards vest on January 5 th each year in equal installments over a three-year period which began in Fiscal 2020. Dividends earned on shares will be held by the company during the vesting period and paid in cash when the awards vest and shares are distributed. The following TBRSU Shares have been granted under the Omnibus Plan during the forty weeks ended October 8, 2022 (amounts in thousands, except price data): Grant Date Shares Granted Vesting Date Fair Value 1/2/2022 206 Equally over 3 years $ 27.47 The TBRSU Shares activity for the forty weeks ended October 8, 2022 is set forth below (amounts in thousands, except price data): TBRSU Shares Weighted Weighted Unrecognized Nonvested shares at January 1, 2022 492 $ 21.87 Vested ( 213 ) $ 20.99 Granted 206 $ 27.47 Forfeitures ( 14 ) $ 24.32 Nonvested shares at October 8, 2022 471 $ 24.63 1.79 $ 6,883 The table below presents the accumulated dividends on vested shares and the tax benefit/(expense) at vesting of the time-based restricted stock units (amounts in thousands). Award Granted Fiscal Year Dividends at Tax Fair Value at 2021 2022 $ 159 $ 106 $ 2,262 2020 2022 $ 106 $ 100 $ 1,818 2019 2022 $ 67 $ 161 $ 1,870 Deferred Stock Non-employee directors may convert their annual board retainers into deferred stock equal in value to 100 % of the cash payments directors would otherwise receive and the vesting period is a one-year period to match the period that cash would have been received if no conversion existed. Accumulated dividends are paid upon delivery of the shares. During the forty weeks ended October 8, 2022, non-employee directors elected to receive, and were granted, an aggregate grant of 3,640 common shares for board retainer deferrals pursuant to the Omnibus Plan. Non-employee directors also receive annual grants of deferred stock. This deferred stock vests one year from the grant date. The deferred stock will be distributed to the grantee at a time designated by the grantee at the date of grant. Compensation expense is recorded on this deferred stock over the one-year vesting period. During the second quarter of Fiscal 2021, non-employee directors were granted 66,550 shares, of which 18,150 shares were deferred, for their annual grant pursuant to the Omnibus Plan that vested during the second quarter of Fiscal 2022. During the second quarter of Fiscal 2022, non-employee directors were granted 58,300 shares for their annual grant pursuant to the Omnibus Plan. Non-employee directors received 16,260 shares of previously deferred annual grant awards during the forty weeks ended October 8, 2022. The deferred stock activity for the forty weeks ended October 8, 2022 is set forth below (amounts in thousands, except price data): Shares Weighted Weighted Unrecognized Nonvested shares at January 1, 2022 67 $ 24.00 Vested ( 67 ) $ 24.00 Granted 62 $ 27.37 Nonvested shares at October 8, 2022 62 $ 27.37 0.62 $ 1,026 Stock-Based Payments Compensation Expense Summary The following table summarizes the company’s stock-based compensation expense for the twelve and forty weeks ended October 8, 2022 and October 9, 2021, respectively (amounts in thousands): For the Twelve Weeks Ended October 8, 2022 October 9, 2021 Performance-contingent restricted stock awards $ 3,917 $ 3,287 TBRSU Shares 1,179 1,146 Deferred and restricted stock 389 378 Total stock-based compensation $ 5,485 $ 4,811 For the Forty Weeks Ended October 8, 2022 October 9, 2021 Performance-contingent restricted stock awards $ 14,778 $ 11,910 TBRSU Shares 4,040 3,701 Deferred and restricted stock 1,306 1,157 Total stock-based compensation $ 20,124 $ 16,768 |
Postretirement Plans
Postretirement Plans | 9 Months Ended |
Oct. 08, 2022 | |
Retirement Benefits [Abstract] | |
Postretirement Plans | 16. POSTRETIREMENT PLANS The following summarizes the company’s Condensed Consolidated Balance Sheets related pension and other postretirement benefit plan accounts at October 8, 2022 compared to accounts at January 1, 2022 (amounts in thousands): October 8, 2022 January 1, 2022 Noncurrent benefit asset $ 2,163 $ 1,281 Current benefit liability $ 804 $ 804 Noncurrent benefit liability $ 6,797 $ 7,249 AOCI, net of tax $ ( 3,395 ) $ ( 3,456 ) Defined Benefit Plans and Nonqualified Plan The company sponsors two pension plans, the Flowers Foods, Inc. Retirement Plan No. 2, and the Tasty Baking Company Supplemental Executive Retirement Plan (“Tasty SERP”). The Tasty SERP is frozen and has only retirees and beneficiaries remaining in the plan. The company used a measurement date of December 31, 2021 for the defined benefit and postretirement benefit plans described below. During the third quarter of Fiscal 2022, the company made a voluntary contribution of $ 1.0 million to Plan No. 2. There were no contributions made by the company to any plan during the forty weeks ended October 9, 2021. The net periodic pension cost for the company’s plans include the following components (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Service cost $ 274 $ 224 $ 914 $ 747 Interest cost 204 176 680 584 Expected return on plan assets ( 432 ) ( 431 ) ( 1,441 ) ( 1,437 ) Amortization of prior service cost 13 13 43 44 Amortization of net loss 107 171 356 571 Total net periodic pension cost $ 166 $ 153 $ 552 $ 509 The components of net periodic benefit cost other than the service cost are included in the other components of net periodic pension and postretirement benefit plans credit line item on our Condensed Consolidated Statements of Income. Postretirement Benefit Plan The company provides certain medical and life insurance benefits for eligible retired employees covered under the active medical plans. The plan incorporates an up-front deductible, coinsurance payments and retiree contributions at various premium levels. Eligibility and maximum period of coverage is based on age and length of service. The net periodic postretirement expense for the company includes the following components (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Service cost $ 50 $ 78 $ 165 $ 259 Interest cost 25 27 85 91 Amortization of prior service credit ( 54 ) ( 1 ) ( 180 ) ( 3 ) Amortization of net gain ( 41 ) ( 49 ) ( 137 ) ( 162 ) Total net periodic postretirement (credit) cost $ ( 20 ) $ 55 $ ( 67 ) $ 185 The components of net periodic postretirement benefits cost other than the service cost are included in the other components of net periodic pension and postretirement benefit plans credit line item on our Condensed Consolidated Statements of Income. 401(k) Retirement Savings Plan The Flowers Foods, Inc. 401(k) Retirement Savings Plan covers substantially all the company’s employees who have completed certain service requirements. The total cost and employer contributions were as follows (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Total cost and employer contributions $ 6,511 $ 6,300 $ 22,664 $ 21,655 Multi-employer Pension Plan On July 19, 2022, the company announced the closure of the Holsum Bakery in Phoenix, Arizona. The bakery produced bread and bun products and ceased production on October 31, 2022. As a result, the union participants of the IAM National Pension Fund (the “IAM Fund”) at the Phoenix bakery will withdraw from the IAM Fund. The company recorded a liability of $ 1.3 million for the withdrawal from the IAM Fund. While this is our best estimate of the ultimate cost of the withdrawal from this plan, additional withdrawal liability may be incurred based on the final IAM Fund assessment or in the event of a mass withdrawal, as defined by statute, occurring anytime within the next three years. On September 22, 2021, the union participants of the Retail, Wholesale and Department Store Union Fund (the “RWDSU Fund”) at our Birmingham, Alabama plant voted to withdraw from the RWDSU Fund in the most recent collective bargaining agreement. The withdrawal became effective, and the union participants were eligible to participate in the 401(k) plan, on December 1, 2021. During the twelve weeks ended October 9, 2021, the company recorded a liability of $ 2.1 million related to the withdrawal from the RWDSU Fund. The withdrawal liability was computed as the net present value of 20 years of monthly payments derived from the company’s share of unfunded vested benefits. While this is our best estimate of the ultimate cost of the withdrawal from the RWDSU Fund, additional withdrawal liability may be incurred based on the final RWDSU Fund assessment or in the event of a mass withdrawal, as defined by statute, occurring anytime within the next three years following our complete withdrawal. Additionally, the company recorded a liability of $ 1.2 million related to transition payments, including related tax payments, for the benefit of union participants as part of the collective bargaining agreement. The withdrawal liability charge and the transition payments are recorded in the multi-employer pension plan withdrawal costs line item on our Condensed Consolidated Statements of Income. We made the transition payments in December of Fiscal 2021 and the withdrawal liability payment in the first quarter of Fiscal 2022. |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 08, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 17. INCOME TAXES The company’s effective tax rate for the twelve weeks ended October 8, 2022 was 25.3 % compared to 23.7 % for the twelve weeks ended October 9, 2021. The increase in the rate was primarily due to larger favorable discrete items related to tax credits in the prior year quarter. During the twelve weeks ended October 8, 2022, the primary differences in the effective rate and the statutory rate were state income taxes, which includes the recognition of a discrete benefit related to state tax credits. The company’s effective tax rate for the forty weeks ended October 8, 2022 was 23.4 % compared to 23.7 % for the forty weeks ended October 9, 2021. The decrease in the rate was primarily due to favorable windfalls on stock-based compensation recorded discretely in the current year. During the forty weeks ended October 8, 2022, the primary differences in the effective rate and the statutory rate were state income taxes including the recognition of discrete state credits and windfalls on stock-based compensation. During the forty weeks ended October 8, 2022, the company’s activity with respect to its uncertain tax positions and related interest expense accrual was not significant to the Condensed Consolidated Financial Statements. As of October 8, 2022, we do not anticipate significant changes to the amount of gross unrecognized tax benefits over the next twelve months. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Oct. 08, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 18. SUBSEQUENT EVENTS The company has evaluated subsequent events since October 8, 2022, the date of these financial statements. We believe there were no material events or transactions discovered during this evaluation that require recognition or disclosure in the financial statements. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Oct. 08, 2022 | |
Accounting Policies [Abstract] | |
Reporting Segment | REPORTING SEGMENT — The company has one operating segment based on the nature of products the company sells, intertwined production and distribution model, the internal management structure and information that is regularly reviewed by the chief executive officer (“CEO”), who is the chief operating decision maker, for the purpose of assessing performance and allocating resources. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Accounting Policies [Abstract] | |
Effect of Largest Customer on Sales | Below is the effect that our largest customer, Walmart/Sam’s Club, had on the company’s sales for the twelve and forty weeks ended October 8, 2022 and October 9, 2021. Walmart/Sam’s Club is the only customer to account for greater than 10% of the company’s sales. For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 (% of Sales) (% of Sales) Total 22.1 21.2 21.7 21.4 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Leases [Abstract] | |
Lease Modifications and Renewals and Lease Terminations | The following table details lease modifications and renewals and lease terminations (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Lease modifications and renewals $ 3,353 $ 6,965 $ 22,007 $ 44,667 Lease terminations $ 155 $ 2,289 $ 5,883 $ 4,943 |
Lease Costs Incurred By Lease Type, and/or Type Of Payment | Lease costs incurred by lease type, and/or type of payment, and other supplemental quantitative disclosures as of and for the forty weeks ended October 8, 2022 and October 9, 2021 were as follows (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Lease cost: Amortization of right-of-use assets $ 394 $ 408 $ 1,311 $ 1,359 Interest on lease liabilities 20 32 77 124 Operating lease cost 13,886 15,612 48,165 53,308 Short-term lease cost 748 654 2,121 2,155 Variable lease cost 7,517 6,425 25,378 19,377 Total lease cost $ 22,565 $ 23,131 $ 77,052 $ 76,323 |
Other Supplemental Quantitative Disclosures | For the Forty Weeks Ended October 8, 2022 October 9, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases $ 77 $ 124 Operating cash flows from operating leases $ 46,982 $ 52,389 Financing cash flows from financing leases $ 1,306 $ 1,311 Right-of-use assets obtained in exchange for new financing lease liabilities $ — $ 37 Right-of-use assets obtained in exchange for new operating lease liabilities $ 21,357 $ 48,684 Weighted-average remaining lease term (years): Financing leases 1.3 Operating leases 8.1 Weighted-average IBR (percentage): Financing leases 3.5 Operating leases 3.8 |
Estimated Undiscounted Future Lease Payments Under Non-Cancelable Operating Leases and Financing Leases with Reconciliation of Undiscounted Cash Flows | Estimated undiscounted future lease payments under non-cancelable operating leases and financing leases, along with a reconciliation of the undiscounted cash flows to operating and financing lease liabilities, respectively, as of October 8, 2022 (in thousands) were as follows: Operating lease Financing lease Remainder of 2022 $ 10,644 $ 307 2023 56,893 1,828 2024 50,932 100 2025 48,134 — 2026 32,940 — 2027 and thereafter 139,637 — Total minimum lease payments 339,180 2,235 Less: amount of lease payments representing interest ( 57,281 ) ( 49 ) Present value of future minimum lease payments 281,899 2,186 Less: current obligations under leases ( 47,118 ) ( 1,780 ) Long-term lease obligations $ 234,781 $ 406 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) ("AOCI") (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Summary of Reclassifications Out of AOCI | During the twelve and forty weeks ended October 8, 2022 and October 9, 2021, reclassifications out of AOCI were as follows (amounts in thousands): Amount Reclassified from AOCI For the Twelve Weeks Ended Affected Line Item in the Statement Details about AOCI Components (Note 2) October 8, 2022 October 9, 2021 Where Net Income is Presented Derivative instruments: Interest rate contracts $ 115 $ 115 Interest expense Commodity contracts 2,428 453 Cost of sales, Note 3 Total before tax 2,543 568 Total before tax Tax expense ( 635 ) ( 142 ) Income tax expense Total net of tax 1,908 426 Net of tax Pension and postretirement plans: Prior-service credits (costs) 41 ( 12 ) Note 1 Actuarial losses ( 66 ) ( 122 ) Note 1 Total before tax ( 25 ) ( 134 ) Total before tax Tax benefit 7 33 Income tax expense Total net of tax ( 18 ) ( 101 ) Net of tax Total reclassifications $ 1,890 $ 325 Net of tax Amount Reclassified from AOCI For the Forty Weeks Ended Affected Line Item in the Statement Details about AOCI Components (Note 2) October 8, 2022 October 9, 2021 Where Net Income is Presented Derivative instruments: Interest rate contracts $ 383 $ 11 Interest expense Commodity contracts 5,625 1,055 Cost of sales, Note 3 Total before tax 6,008 1,066 Total before tax Tax expense ( 1,501 ) ( 266 ) Income tax expense Total net of tax 4,507 800 Net of tax Pension and postretirement plans: Prior-service credits (costs) 137 ( 41 ) Note 1 Actuarial losses ( 220 ) ( 409 ) Note 1 Total before tax ( 83 ) ( 450 ) Total before tax Tax benefit 22 112 Income tax expense Total net of tax ( 61 ) ( 338 ) Net of tax Total reclassifications $ 4,446 $ 462 Net of tax Note 1: These items are included in the computation of net periodic pension cost and are reported in the other components of net periodic pension and postretirement benefits credit line item on the Condensed Consolidated Statements of Income. See Note 16, Postretirement Plans , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for additional information. Note 2: Amounts in parentheses indicate debits to determine net income. Note 3: Amounts are presented as an adjustment to reconcile net income to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. |
Changes to AOCI, Net of Income Tax | During the forty weeks ended October 8, 2022, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Cash Flow Defined Pension Total AOCI at January 1, 2022 $ 6,043 $ ( 3,456 ) $ 2,587 Other comprehensive loss before reclassifications 2,654 — 2,654 Reclassified to earnings from AOCI ( 4,507 ) 61 ( 4,446 ) AOCI at October 8, 2022 $ 4,190 $ ( 3,395 ) $ 795 During the forty weeks ended October 9, 2021, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Cash Flow Defined Pension Total AOCI at January 2, 2021 $ 13,072 $ ( 6,648 ) $ 6,424 Other comprehensive income before reclassifications ( 3,215 ) — ( 3,215 ) Reclassified to earnings from AOCI ( 800 ) 338 ( 462 ) AOCI at October 9, 2021 $ 9,057 $ ( 6,310 ) $ 2,747 |
Gain (Loss) Reclassified From AOCI for Commodity Contracts | The following table presents the net of tax amount reclassified from AOCI for our commodity contracts (amounts in thousands and positive value indicates credits to determine net income): For the Forty Weeks Ended October 8, 2022 October 9, 2021 Gross gain reclassified from AOCI into net $ 5,625 $ 1,055 Tax expense ( 1,406 ) ( 263 ) Net of tax $ 4,219 $ 792 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Other Intangible Assets | The table below summarizes our goodwill and other intangible assets at October 8, 2022 and January 1, 2022, respectively, each of which is explained in additional detail below (amounts in thousands): October 8, 2022 January 1, 2022 Goodwill $ 545,244 $ 545,244 Amortizable intangible assets, net 544,618 568,332 Indefinite-lived intangible assets 127,100 127,100 Total goodwill and other intangible assets $ 1,216,962 $ 1,240,676 |
Amortizable Intangible Assets | As of October 8, 2022 and January 1, 2022, respectively, the company had the following amounts related to amortizable intangible assets (amounts in thousands): October 8, 2022 January 1, 2022 Asset Cost Accumulated Net Cost Accumulated Net Trademarks $ 477,115 $ 89,385 $ 387,730 $ 477,115 $ 78,124 $ 398,991 Customer relationships 318,021 163,954 154,067 318,021 151,496 166,525 Non-compete agreements 5,154 5,105 49 5,154 5,074 80 Distributor relationships 4,123 3,609 514 4,123 3,398 725 Distributor routes held and used 3,249 991 2,258 2,548 537 2,011 Total $ 807,662 $ 263,044 $ 544,618 $ 806,961 $ 238,629 $ 568,332 |
Aggregate Amortization Expense | Aggregate amortization expense for the twelve and forty weeks ended October 8, 2022 and October 9, 2021 was as follows (amounts in thousands): Amortization For the twelve weeks ended October 8, 2022 $ 7,334 For the twelve weeks ended October 9, 2021 $ 7,223 For the forty weeks ended October 8, 2022 $ 24,415 For the forty weeks ended October 9, 2021 $ 23,545 |
Estimated Amortization of Intangibles | Estimated amortization of intangibles for each of the next five years is as follows (amounts in thousands): Amortization of Remainder of 2022 $ 7,248 2023 $ 30,794 2024 $ 30,098 2025 $ 29,387 2026 $ 27,302 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Oct. 08, 2022 | |
Fair Value Disclosures [Abstract] | |
Interest Income Primarily Related to IDPs Notes Receivable | Interest income was primarily related to the IDPs’ notes receivable and was as follows (amounts in thousands): Interest For the twelve weeks ended October 8, 2022 $ 5,459 For the twelve weeks ended October 9, 2021 $ 5,359 For the forty weeks ended October 8, 2022 $ 17,292 For the forty weeks ended October 9, 2021 $ 18,325 |
Carrying Value of Distributor Notes Receivable | At October 8, 2022 and January 1, 2022, respectively, the carrying value of the distributor notes receivable was as follows (amounts in thousands): October 8, 2022 January 1, 2022 Distributor notes receivable $ 168,700 $ 183,403 Less: current portion of distributor notes receivable recorded in ( 26,865 ) ( 29,093 ) Long-term portion of distributor notes receivable $ 141,835 $ 154,310 |
Schedule of Fair Value of Notes | The fair value of the 2031 notes and 2026 notes are presented in the table below (amounts in thousands, except level classification): Carrying Value Fair Value Level 2031 notes $ 493,826 $ 386,428 2 2026 notes $ 397,716 $ 368,802 2 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Net Fair Value of Commodity Price Risk | As of October 8, 2022, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 1,865 $ — $ — $ 1,865 Other long-term 124 — — 124 Total 1,989 — — 1,989 Liabilities: Other current ( 119 ) — — ( 119 ) Other long-term — — — — Total ( 119 ) — — ( 119 ) Net Fair Value $ 1,870 $ — $ — $ 1,870 As of January 1, 2022, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 3,955 $ — $ — $ 3,955 Other long-term — — — — Total 3,955 — — 3,955 Liabilities: Other current ( 220 ) — — ( 220 ) Other long-term — — — — Total ( 220 ) — — ( 220 ) Net Fair Value $ 3,735 $ — $ — $ 3,735 |
Derivative Instruments Located on Condensed Consolidated Balance Sheet | The company has the following derivative instruments located on the Condensed Consolidated Balance Sheets, which are utilized for the risk management purposes detailed above (amounts in thousands): Derivative Assets Derivative Liabilities October 8, 2022 January 1, 2022 October 8, 2022 January 1, 2022 Derivatives Designated as Balance Fair Value Balance Fair Value Balance Fair Value Balance Fair Value Commodity contracts Other $ 1,865 Other $ 3,955 Other $ 119 Other $ 220 Commodity contracts Other 124 Other — Other — Other — Total $ 1,989 $ 3,955 $ 119 $ 220 |
Effect of Derivative Instruments for Deferred Gains And (Losses) on Closed Contracts and Effective Portion in Fair Value on AOCI, Utilized for Risk Management Purposes (Detail) | The company had the following derivative instruments for deferred gains and (losses) on closed contracts and the effective portion for changes in fair value recorded in AOCI (no amounts were excluded from the effectiveness test), all of which are utilized for the risk management purposes detailed above (amounts in thousands and net of tax): Amount of Gain or ( Loss) Amount of Gain Recognized in AOCI on Derivatives Reclassified from AOCI (Effective Portion) Location of Gain or (Loss) into Income (Effective Portion) Derivatives in Cash Flow For the Twelve Weeks Ended Reclassified from AOCI For the Twelve Weeks Ended Hedge Relationships(1) October 8, 2022 October 9, 2021 into Income (Effective Portion)(2) October 8, 2022 October 9, 2021 Interest rate contracts $ — $ — Interest expense $ 86 $ 86 Commodity contracts 7,851 ( 3,618 ) Production costs(3) 1,822 340 Total $ 7,851 $ ( 3,618 ) $ 1,908 $ 426 Amount of Gain or (Loss) Amount of Gain Recognized in AOCI on Derivatives Reclassified from AOCI (Effective Portion) Location of Gain or (Loss) into Income (Effective Portion) Derivatives in Cash Flow For the Forty Weeks Ended Reclassified from AOCI For the Forty Weeks Ended Hedge Relationships(1) October 8, 2022 October 9, 2021 into Income (Effective Portion)(2) October 8, 2022 October 9, 2021 Interest rate contracts $ — $ 2,927 Interest expense $ 287 $ 8 Commodity contracts 2,654 ( 6,142 ) Production costs(3) 4,220 792 Total $ 2,654 $ ( 3,215 ) $ 4,507 $ 800 1. Amounts in parentheses indicate debits to determine net income. 2. Amounts in parentheses, if any, indicate credits to determine net income. Included in materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately). |
Accumulated Other Comprehensive Loss (Income) Related to Derivative Transactions | At October 8, 2022, the balance in AOCI related to commodity price risk and interest rate risk derivative transactions that closed or will expire over the following years are as follows (amounts in thousands and net of tax) (amounts in parenthesis indicate a debit balance): Commodity Interest Totals Closed contracts $ 12 $ 2,776 $ 2,788 Expiring in 2022 358 — 358 Expiring in 2023 1,040 — 1,040 Expiring in 2024 4 — 4 Total $ 1,414 $ 2,776 $ 4,190 |
Financial Contracts Hedging Commodity Risk | As of October 8, 2022, the company had the following outstanding financial contracts that were entered to hedge commodity risk (amounts in thousands): Notional Wheat contracts $ 19,606 Soybean oil contracts 11,261 Natural gas contracts 6,491 Corn contracts 1,443 Total $ 38,801 |
Other Current and Non-Current_2
Other Current and Non-Current Assets (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Components of Other Current Assets | Other current assets consist of (amounts in thousands): October 8, 2022 January 1, 2022 Prepaid assets $ 3,826 $ 3,219 Service contracts 16,332 19,884 Prepaid insurance 8,334 5,254 Prepaid marketing 2,377 4,103 Fair value of derivative instruments 1,865 3,955 Collateral to counterparties for derivative positions 7,535 2,039 Income taxes receivable 14,119 13,001 Other 414 137 Total $ 54,802 $ 51,592 |
Components of Other Non-Current Assets | Other non-current assets consist of (amounts in thousands): October 8, 2022 January 1, 2022 Unamortized financing fees $ 1,435 $ 1,574 Investments 2,503 3,145 Investment in unconsolidated affiliate 9,000 — Deposits 2,274 2,202 Unamortized cloud computing arrangement costs 465 1,215 Noncurrent postretirement benefit plan asset 2,163 1,281 Noncurrent service contracts 3,344 — Other 220 206 Total $ 21,404 $ 9,623 |
Other Accrued Liabilities and_2
Other Accrued Liabilities and Other Long-Term Liabilities (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Components of Other Accrued Liabilities | Other accrued liabilities consist of (amounts in thousands): October 8, 2022 January 1, 2022 Employee compensation $ 30,399 $ 25,505 Employee vacation 17,731 15,782 Employee bonus 29,418 33,413 Fair value of derivative instruments 119 220 Self-insurance reserves 28,958 29,828 Bank overdraft 16,344 17,161 Accrued interest 1,211 7,202 Accrued utilities 7,677 6,741 Accrued taxes 13,003 7,557 Deferred payroll taxes under the CARES Act 16,354 16,354 Accrued advertising 3,677 4,294 Accrued legal settlements 5,500 16,500 Accrued legal costs 4,644 1,746 Accrued short-term deferred income 3,983 4,040 Collateral due to counterparties for derivative positions 6,124 3,377 Acquisition consideration adjustment 3,400 3,400 Multi-employer pension plan withdrawal liability 1,297 2,100 Repurchase obligations of distribution rights 1,680 4,743 Other 5,407 3,480 Total $ 196,926 $ 203,443 |
Components of Other Long Term Liabilities | Other long-term liabilities consist of (amounts in thousands): October 8, 2022 January 1, 2022 Deferred income $ 12,077 $ 15,676 Deferred compensation 22,864 20,188 Other deferred credits 463 720 Other 402 1,375 Total $ 35,806 $ 37,959 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract] | |
Assets Held for Sale | The table below presents the assets held for sale as of October 8, 2022 and January 1, 2022, respectively (amounts in thousands): October 8, 2022 January 1, 2022 Distributor territories $ 6,395 $ 5,147 Property, plant and equipment $ 7,794 6,222 Total assets held for sale $ 14,189 $ 11,369 |
Debt and Other Obligations (Tab
Debt and Other Obligations (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Long Term Debt (Net of Issuance Costs and Debt Discounts Excluding Line-of-credit Arrangements) | Long-term debt (net of issuance costs and debt discounts excluding line-of-credit arrangements) (leases are separately discussed in Note 3, Leases ) consisted of the following at October 8, 2022 and January 1, 2022, respectively (amounts in thousands): October 8, 2022 January 1, 2022 Unsecured credit facility $ — $ — 2031 notes 493,826 493,333 2026 notes 397,716 397,276 Accounts receivable securitization facility — — 891,542 890,609 Less current maturities of long-term debt — — Total long-term debt $ 891,542 $ 890,609 |
Aggregate Maturities of Debt Outstanding | Aggregate maturities of debt outstanding as of October 8, 2022 are as follows (excluding unamortized debt discount and issuance costs) (amounts in thousands): Remainder of 2022 $ — 2023 — 2024 — 2025 — 2026 400,000 2027 and thereafter 500,000 Total $ 900,000 |
Reconciliation of Debt Issuance Costs and Debt Discounts to the Net Carrying Value for Each Debt Obligation (Excluding Line of Credit Arrangements) | The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at October 8, 2022 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2031 notes $ 500,000 $ 6,174 $ 493,826 2026 notes 400,000 2,284 397,716 Total $ 900,000 $ 8,458 $ 891,542 The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at January 1, 2022 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2031 notes $ 500,000 $ 6,667 $ 493,333 2026 notes 400,000 2,724 397,276 Total $ 900,000 $ 9,391 $ 890,609 |
Accounts Receivable Securitization Facility | |
Schedule of Borrowings and Repayments Under Credit Facility | The table below presents the borrowings and repayments under the facility during the forty weeks ended October 8, 2022: Amount Balance at January 1, 2022 $ — Borrowings 100,000 Payments ( 100,000 ) Balance at October 8, 2022 $ — |
Schedule of Net Amount Available Under Credit Facility | The table below presents the net amount available for working capital and general corporate purposes under the facility as of October 8, 2022: Amount Gross amount available $ 200,000 Outstanding — Available for withdrawal $ 200,000 |
Unsecured Credit Facility | |
Schedule of Borrowings and Repayments Under Credit Facility | The table below presents the borrowings and repayments under the credit facility during the forty weeks ended October 8, 2022. Amount Balance at January 1, 2022 $ — Borrowings 230,000 Payments ( 230,000 ) Balance at October 8, 2022 $ — |
Schedule of Net Amount Available Under Credit Facility | The table below presents the net amount available under the credit facility as of October 8, 2022: Amount Gross amount available $ 500,000 Outstanding — Letters of credit ( 8,400 ) Available for withdrawal $ 491,600 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Common Share | The following is a reconciliation of net income and weighted average shares for calculating basic and diluted earnings per common share for the twelve and forty weeks ended October 8, 2022 and October 9, 2021, respectively (amounts and shares in thousands, except per share data): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Net income $ 40,528 $ 38,852 $ 179,797 $ 166,865 Basic Earnings Per Common Share: Basic weighted average shares outstanding for common stock 212,016 211,921 212,060 211,912 Basic earnings per common share $ 0.19 $ 0.18 $ 0.85 $ 0.79 Diluted Earnings Per Common Share: Basic weighted average shares outstanding for common stock 212,016 211,921 212,060 211,912 Add: Shares of common stock assumed issued upon exercise of 1,310 1,266 1,257 1,067 Diluted weighted average shares outstanding for common stock 213,326 213,187 213,317 212,979 Diluted earnings per common share $ 0.19 $ 0.18 $ 0.84 $ 0.78 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Payout Determined from Total Shareholder Return Shares | The Company TSR compared to the Peer Group TSR will determine the payout as set forth below: Percentile Payout as % 90 th 200 % 70 th 150 % 50 th 100 % 30 th 50 % Below 30 th 0 % |
Performance-Contingent Restricted Stock Awards | The table below presents the TSR modifier share adjustment (a 137 % final payout), ROIC modifier share adjustment (a 125 % final payout), accumulated dividends on vested shares, and the tax benefit/(expense) at vesting of the performance-contingent restricted stock awards (amounts in thousands, except per share data): Award Granted Fiscal Year TSR Modifier ROIC Modifier Dividends at Tax Fair Value at 2019 2022 109,729 74,154 $ 1,843 $ 2,196 $ 22,143 |
Performance-Contingent Restricted Stock Activity | The company’s performance-contingent restricted stock activity for the forty weeks ended October 8, 2022 is presented below (amounts in thousands, except price data): Shares Weighted Nonvested shares at January 1, 2022 1,972 $ 22.89 Granted 679 $ 29.66 Grant increase for achieving the ROIC modifier 74 $ 29.72 Grant increase for achieving the TSR modifier 110 $ 29.72 Vested ( 778 ) $ 20.25 Forfeited ( 25 ) $ 25.04 Nonvested shares at October 8, 2022 2,032 $ 25.91 |
Time-Based Restricted Stock Units Awards | The following TBRSU Shares have been granted under the Omnibus Plan during the forty weeks ended October 8, 2022 (amounts in thousands, except price data): Grant Date Shares Granted Vesting Date Fair Value 1/2/2022 206 Equally over 3 years $ 27.47 |
Time-Based Restricted Stock Units Activity | The TBRSU Shares activity for the forty weeks ended October 8, 2022 is set forth below (amounts in thousands, except price data): TBRSU Shares Weighted Weighted Unrecognized Nonvested shares at January 1, 2022 492 $ 21.87 Vested ( 213 ) $ 20.99 Granted 206 $ 27.47 Forfeitures ( 14 ) $ 24.32 Nonvested shares at October 8, 2022 471 $ 24.63 1.79 $ 6,883 |
Vesting of Time-Based Restricted Stock Units | The table below presents the accumulated dividends on vested shares and the tax benefit/(expense) at vesting of the time-based restricted stock units (amounts in thousands). Award Granted Fiscal Year Dividends at Tax Fair Value at 2021 2022 $ 159 $ 106 $ 2,262 2020 2022 $ 106 $ 100 $ 1,818 2019 2022 $ 67 $ 161 $ 1,870 |
Deferred Stock Activity | The deferred stock activity for the forty weeks ended October 8, 2022 is set forth below (amounts in thousands, except price data): Shares Weighted Weighted Unrecognized Nonvested shares at January 1, 2022 67 $ 24.00 Vested ( 67 ) $ 24.00 Granted 62 $ 27.37 Nonvested shares at October 8, 2022 62 $ 27.37 0.62 $ 1,026 |
Summary of Company's Stock Based Compensation Expense | The following table summarizes the company’s stock-based compensation expense for the twelve and forty weeks ended October 8, 2022 and October 9, 2021, respectively (amounts in thousands): For the Twelve Weeks Ended October 8, 2022 October 9, 2021 Performance-contingent restricted stock awards $ 3,917 $ 3,287 TBRSU Shares 1,179 1,146 Deferred and restricted stock 389 378 Total stock-based compensation $ 5,485 $ 4,811 For the Forty Weeks Ended October 8, 2022 October 9, 2021 Performance-contingent restricted stock awards $ 14,778 $ 11,910 TBRSU Shares 4,040 3,701 Deferred and restricted stock 1,306 1,157 Total stock-based compensation $ 20,124 $ 16,768 |
Performance-Contingent Total Shareholder Return Shares | |
Performance Contingent TSR Shares, ROIC Shares and Restricted Stock Awards | The following performance-contingent TSR Shares have been granted during the forty weeks ended October 8, 2022 under the Omnibus Plan (amounts in thousands, except price data): Grant Date Shares Vesting Date Fair Value 1/2/2022 331 3/1/2025 $ 31.97 4/24/2022 8 3/1/2025 $ 27.38 |
Return On Invested Capital | |
Performance Contingent TSR Shares, ROIC Shares and Restricted Stock Awards | The following performance-contingent ROIC Shares have been granted under the Omnibus Plan during the forty weeks ended October 8, 2022 (amounts in thousands, except price data): Grant Date Shares Vesting Date Fair Value 1/2/2022 331 3/1/2025 $ 27.47 4/24/2022 8 3/1/2025 $ 27.38 |
Postretirement Plans (Tables)
Postretirement Plans (Tables) | 9 Months Ended |
Oct. 08, 2022 | |
Summary of Company's Condensed Consolidated Balance Sheets Related Pension and Other Postretirement Benefit Plan | The following summarizes the company’s Condensed Consolidated Balance Sheets related pension and other postretirement benefit plan accounts at October 8, 2022 compared to accounts at January 1, 2022 (amounts in thousands): October 8, 2022 January 1, 2022 Noncurrent benefit asset $ 2,163 $ 1,281 Current benefit liability $ 804 $ 804 Noncurrent benefit liability $ 6,797 $ 7,249 AOCI, net of tax $ ( 3,395 ) $ ( 3,456 ) |
Summary of Total Cost and Employer Contributions | The Flowers Foods, Inc. 401(k) Retirement Savings Plan covers substantially all the company’s employees who have completed certain service requirements. The total cost and employer contributions were as follows (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Total cost and employer contributions $ 6,511 $ 6,300 $ 22,664 $ 21,655 |
Pension plans | |
Components of Net Periodic Benefit / Cost | The net periodic pension cost for the company’s plans include the following components (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Service cost $ 274 $ 224 $ 914 $ 747 Interest cost 204 176 680 584 Expected return on plan assets ( 432 ) ( 431 ) ( 1,441 ) ( 1,437 ) Amortization of prior service cost 13 13 43 44 Amortization of net loss 107 171 356 571 Total net periodic pension cost $ 166 $ 153 $ 552 $ 509 |
Postretirement Benefit Plan | |
Components of Net Periodic Benefit / Cost | The net periodic postretirement expense for the company includes the following components (amounts in thousands): For the Twelve Weeks Ended For the Forty Weeks Ended October 8, 2022 October 9, 2021 October 8, 2022 October 9, 2021 Service cost $ 50 $ 78 $ 165 $ 259 Interest cost 25 27 85 91 Amortization of prior service credit ( 54 ) ( 1 ) ( 180 ) ( 3 ) Amortization of net gain ( 41 ) ( 49 ) ( 137 ) ( 162 ) Total net periodic postretirement (credit) cost $ ( 20 ) $ 55 $ ( 67 ) $ 185 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Oct. 08, 2022 | Oct. 09, 2021 | Apr. 23, 2022 | Apr. 24, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | Jan. 01, 2022 | Jul. 16, 2022 | Mar. 09, 2021 | Apr. 03, 2012 | |
Basis of Presentation [Line Items] | ||||||||||
Debt instrument face amount | $ 900,000 | $ 900,000 | $ 900,000 | |||||||
Segment reporting, description | The company has one operating segment based on the nature of products the company sells, intertwined production and distribution model, the internal management structure and information that is regularly reviewed by the chief executive officer (“CEO”), who is the chief operating decision maker, for the purpose of assessing performance and allocating resources. | |||||||||
Investment in unconsolidated affiliate | 9,000 | $ 9,000 | $ 9,000 | |||||||
Business consulting cost | 8,100 | $ 9,200 | $ 28,900 | $ 27,400 | ||||||
Recovery on inferior ingredients | (950) | $ (828) | ||||||||
Additional costs associated with receiving inferior ingredients | $ 100 | |||||||||
Multi-employer pension plan withdrawal costs | 3,300 | 3,300 | ||||||||
Impairment charge | $ 1,000 | |||||||||
Acquisition related costs | 11,600 | |||||||||
Realized foreign currency exchange losses | 8,400 | |||||||||
Holsum Bakery | ||||||||||
Basis of Presentation [Line Items] | ||||||||||
Severance costs | 1,700 | |||||||||
Multi-employer pension plan withdrawal costs | 1,300 | |||||||||
Asset impairment and equipment relocation charges | 3,800 | |||||||||
Gluten Free Products | ||||||||||
Basis of Presentation [Line Items] | ||||||||||
Recovery on inferior ingredients | $ 1,000 | |||||||||
Outstanding Trade Receivables | Wal-Mart/Sam's Club | Customer Concentration Risk | ||||||||||
Basis of Presentation [Line Items] | ||||||||||
Concentration risk percentage | 25.20% | 19.80% | ||||||||
Unsecured Credit Facility | ||||||||||
Basis of Presentation [Line Items] | ||||||||||
Debt facility available borrowing capacity and cash on hand. | 864,300 | $ 864,300 | ||||||||
2031 Notes | ||||||||||
Basis of Presentation [Line Items] | ||||||||||
Debt instrument face amount | $ 500,000 | $ 500,000 | $ 500,000 | $ 500,000 | $ 500,000 | |||||
Debt instrument interest rate | 2.40% | 2.40% | ||||||||
Final Maturity | 2031 | |||||||||
2022 Notes | ||||||||||
Basis of Presentation [Line Items] | ||||||||||
Debt instrument face amount | $ 400,000 | $ 400,000 | ||||||||
Debt instrument interest rate | 4.375% | 4.375% | ||||||||
Final Maturity | 2022 |
Effect of Largest Customer on S
Effect of Largest Customer on Sales (Detail) | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Total year to date sales | Wal-Mart/Sam's Club | Customer Concentration Risk | ||||
Entity Wide Revenue Major Customer [Line Items] | ||||
Concentration risk percentage | 22.10% | 21.20% | 21.70% | 21.40% |
Lease Modifications and Renewal
Lease Modifications and Renewals and Lease Terminations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Leases [Abstract] | ||||
Lease modifications and renewals | $ 3,353 | $ 6,965 | $ 22,007 | $ 44,667 |
Lease terminations | $ 155 | $ 2,289 | $ 5,883 | $ 4,943 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Lessee Lease Description [Line Items] | ||||
Lease modifications and renewals | $ 3,353 | $ 6,965 | $ 22,007 | $ 44,667 |
Warehouse Leases | ||||
Lessee Lease Description [Line Items] | ||||
Lease modifications and renewals | $ 11,200 | |||
Freezer Storage Leases | ||||
Lessee Lease Description [Line Items] | ||||
Lease modifications and renewals | $ 28,900 |
Leases - Lease Costs Incurred B
Leases - Lease Costs Incurred By Lease Type, and/or Type Of Payment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Lease cost: | ||||
Amortization of right-of-use assets | $ 394 | $ 408 | $ 1,311 | $ 1,359 |
Interest on lease liabilities | 20 | 32 | 77 | 124 |
Operating lease cost | 13,886 | 15,612 | 48,165 | 53,308 |
Short-term lease cost | 748 | 654 | 2,121 | 2,155 |
Variable lease cost | 7,517 | 6,425 | 25,378 | 19,377 |
Total lease cost | $ 22,565 | $ 23,131 | $ 77,052 | $ 76,323 |
Leases - Other Supplemental Qua
Leases - Other Supplemental Quantitative Disclosures (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 08, 2022 | Oct. 09, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from financing leases | $ 77 | $ 124 |
Operating cash flows from operating leases | 46,982 | 52,389 |
Financing cash flows from financing leases | 1,306 | 1,311 |
Right-of-use assets obtained in exchange for new financing lease liabilities | 37 | |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 21,357 | $ 48,684 |
Financing leases, weighted-average remaining lease term | 1 year 3 months 18 days | |
Operating leases, weighted-average remaining lease term | 8 years 1 month 6 days | |
Financing leases, weighted-average incremental borrowing rate | 3.50% | |
Operating leases, weighted-average incremental borrowing rate | 3.80% |
Leases - Estimated Undiscounted
Leases - Estimated Undiscounted Future Lease Payments Under Non-Cancelable Operating Leases and Financing Leases with Reconciliation of Undiscounted Cash Flows (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Operating lease liabilities | ||
Remainder of 2022 | $ 10,644 | |
2023 | 56,893 | |
2024 | 50,932 | |
2025 | 48,134 | |
2026 | 32,940 | |
2027 and thereafter | 139,637 | |
Total minimum lease payments | 339,180 | |
Less: amount of lease payments representing interest | (57,281) | |
Present value of future minimum lease payments | 281,899 | |
Less: current obligations under leases | (47,118) | $ (46,390) |
Long-term lease obligations | 234,781 | 250,638 |
Financing lease liabilities | ||
Remainder of 2022 | 307 | |
2023 | 1,828 | |
2024 | 100 | |
Total minimum lease payments | 2,235 | |
Less: amount of lease payments representing interest | (49) | |
Present value of future minimum lease payments | 2,186 | |
Less: current obligations under leases | (1,780) | (1,584) |
Long-term lease obligations | $ 406 | $ 1,910 |
Summary of Reclassifications Ou
Summary of Reclassifications Out of AOCI (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Gains and losses on derivative instruments net of tax | $ (1,908) | $ (426) | $ (4,507) | $ (800) | |
Reclassification From AOCI, Current Period Net Of Tax | [1] | 1,890 | 325 | 4,446 | 462 |
Derivative Instruments | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1] | 2,543 | 568 | 6,008 | 1,066 |
Reclassification from AOCI, Derivative instruments tax (expense) benefit | [1] | (635) | (142) | (1,501) | (266) |
Reclassification from AOCI, Gains and losses on derivative instruments net of tax | [1] | 1,908 | 426 | 4,507 | 800 |
Reclassification From AOCI, Current Period Net Of Tax | 4,507 | 800 | |||
Pension and postretirement plans, prior service credits | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Current Period, before Tax | [1],[2] | 41 | (12) | 137 | (41) |
Pension and postretirement plans, actuarial losses | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Current Period, before Tax | [1],[2] | (66) | (122) | (220) | (409) |
Accumulated Defined Benefit Plans Adjustment | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Current Period, before Tax | [1] | (25) | (134) | (83) | (450) |
Reclassification from AOCI, Current Period, Tax benefit | [1] | 7 | 33 | 22 | 112 |
Reclassification From AOCI, Current Period Net Of Tax | [1] | (18) | (101) | (61) | (338) |
Interest Rate Contracts | Derivative Instruments | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1] | 115 | 115 | 383 | 11 |
Commodity Contract | Derivative Instruments | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1],[3] | $ 2,428 | $ 453 | 5,625 | 1,055 |
Reclassification from AOCI, Derivative instruments tax (expense) benefit | (1,406) | (263) | |||
Reclassification from AOCI, Gains and losses on derivative instruments net of tax | $ 4,219 | $ 792 | |||
[1] Amounts in parentheses indicate debits to determine net income. These items are included in the computation of net periodic pension cost and are reported in the other components of net periodic pension and postretirement benefits credit line item on the Condensed Consolidated Statements of Income. See Note 16, Postretirement Plans , of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for additional information. Amounts are presented as an adjustment to reconcile net income to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. |
Changes to AOCI, Net of Income
Changes to AOCI, Net of Income Tax, By Component (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balances | $ 1,447,468 | $ 1,425,130 | $ 1,411,274 | $ 1,372,994 | |
Other comprehensive income (loss) before reclassifications | [1] | 7,851 | (3,618) | 2,654 | (3,215) |
Reclassified to earnings from AOCI | [2] | (1,890) | (325) | (4,446) | (462) |
Balances | 1,434,765 | 1,411,930 | 1,434,765 | 1,411,930 | |
Cash Flow Hedge Items | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balances | 6,043 | 13,072 | |||
Other comprehensive income (loss) before reclassifications | 2,654 | (3,215) | |||
Reclassified to earnings from AOCI | (4,507) | (800) | |||
Balances | 4,190 | 9,057 | 4,190 | 9,057 | |
Defined Benefit Pension Plan Items | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balances | (3,456) | (6,648) | |||
Reclassified to earnings from AOCI | [2] | 18 | 101 | 61 | 338 |
Balances | (3,395) | (6,310) | (3,395) | (6,310) | |
Accumulated Other Comprehensive Loss | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balances | (5,166) | 6,690 | 2,587 | 6,424 | |
Other comprehensive income (loss) before reclassifications | 2,654 | (3,215) | |||
Reclassified to earnings from AOCI | (4,446) | (462) | |||
Balances | $ 795 | $ 2,747 | $ 795 | $ 2,747 | |
[1] Amounts in parentheses indicate debits to determine net income. Amounts in parentheses indicate debits to determine net income. |
Gain (Loss) Reclassified From A
Gain (Loss) Reclassified From AOCI for Commodity Contracts (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Reclassification from AOCI, Gains and losses on derivative instruments net of tax | $ (1,908) | $ (426) | $ (4,507) | $ (800) | |
Derivative Instruments | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1] | 2,543 | 568 | 6,008 | 1,066 |
Reclassification from AOCI, Derivative instruments tax (expense) benefit | [1] | (635) | (142) | (1,501) | (266) |
Reclassification from AOCI, Gains and losses on derivative instruments net of tax | [1] | 1,908 | 426 | 4,507 | 800 |
Commodity Contract | Derivative Instruments | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1],[2] | $ 2,428 | $ 453 | 5,625 | 1,055 |
Reclassification from AOCI, Derivative instruments tax (expense) benefit | (1,406) | (263) | |||
Reclassification from AOCI, Gains and losses on derivative instruments net of tax | $ 4,219 | $ 792 | |||
[1] Amounts in parentheses indicate debits to determine net income. Amounts are presented as an adjustment to reconcile net income to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. |
Summary of Goodwill and Other I
Summary of Goodwill and Other Intangible Assets (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 545,244 | $ 545,244 |
Amortizable intangible assets, net | 544,618 | 568,332 |
Indefinite-lived intangible assets | 127,100 | 127,100 |
Total goodwill and other intangible assets | $ 1,216,962 | $ 1,240,676 |
Amortizable Intangible Assets (
Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 807,662 | $ 806,961 |
Accumulated Amortization | 263,044 | 238,629 |
Net Value | 544,618 | 568,332 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 477,115 | 477,115 |
Accumulated Amortization | 89,385 | 78,124 |
Net Value | 387,730 | 398,991 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 318,021 | 318,021 |
Accumulated Amortization | 163,954 | 151,496 |
Net Value | 154,067 | 166,525 |
Non-Compete Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 5,154 | 5,154 |
Accumulated Amortization | 5,105 | 5,074 |
Net Value | 49 | 80 |
Distribution Rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 4,123 | 4,123 |
Accumulated Amortization | 3,609 | 3,398 |
Net Value | 514 | 725 |
Distributor Routes Held and Used | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 3,249 | 2,548 |
Accumulated Amortization | 991 | 537 |
Net Value | $ 2,258 | $ 2,011 |
Aggregate Amortization Expense
Aggregate Amortization Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Aggregate amortization expense | $ 7,334 | $ 7,223 | $ 24,415 | $ 23,545 |
Estimated Net Amortization of I
Estimated Net Amortization of Intangibles (Detail) $ in Thousands | Oct. 08, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2022 | $ 7,248 |
2023 | 30,794 |
2024 | 30,098 |
2025 | 29,387 |
2026 | $ 27,302 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Goodwill And Intangible Assets Disclosure [Line Items] | ||
Additional indefinite lived intangible assets separately identified from goodwill | $ 127,100 | $ 127,100 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Additional Information (Detail) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Oct. 08, 2022 USD ($) | Oct. 09, 2021 USD ($) | Oct. 08, 2022 Distributor | Jan. 01, 2022 Distributor | |
Fair Value Disclosures [Line Items] | ||||
Number of independent distributors | Distributor | 3,500 | 3,700 | ||
Percentage of down payment on distribution rights purchased | 5% | 5% | ||
Reserve for distributor notes receivable | $ | $ 0.5 | $ 1.9 | ||
3.5% Senior Notes Due 2026 | ||||
Fair Value Disclosures [Line Items] | ||||
Derivative, fixed interest rate | 3.50% | 3.50% | ||
Senior notes due year | 2026 | |||
Maximum | ||||
Fair Value Disclosures [Line Items] | ||||
Financing period of distribution rights, years | 10 years |
Interest Income Primarily Relat
Interest Income Primarily Related to IDPs Notes Receivable (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Fair Value Disclosures [Abstract] | ||||
Interest Income | $ 5,459 | $ 5,359 | $ 17,292 | $ 18,325 |
Carrying Value of Distributor N
Carrying Value of Distributor Notes Receivable (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract] | ||
Distributor notes receivable | $ 168,700 | $ 183,403 |
Less: current portion of distributor notes receivable recorded in accounts and notes receivable, net | (26,865) | (29,093) |
Long-term portion of distributor notes receivable | $ 141,835 | $ 154,310 |
Schedule of Fair Value of Notes
Schedule of Fair Value of Notes (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
2031 Notes | ||
Fair Value Disclosures [Line Items] | ||
Carrying Value | $ 493,826 | $ 493,333 |
2031 Notes | Level 2 Inputs | ||
Fair Value Disclosures [Line Items] | ||
Fair Value | 386,428 | |
2026 Notes | ||
Fair Value Disclosures [Line Items] | ||
Carrying Value | 397,716 | $ 397,276 |
2026 Notes | Level 2 Inputs | ||
Fair Value Disclosures [Line Items] | ||
Fair Value | $ 368,802 |
Schedule of Fair Value of Not_2
Schedule of Fair Value of Notes (Parenthetical) (Detail) | 9 Months Ended |
Oct. 08, 2022 | |
2026 Notes | |
Fair Value Disclosures [Line Items] | |
Senior notes due year | 2026 |
2031 Notes | |
Fair Value Disclosures [Line Items] | |
Senior notes due year | 2031 |
Net Fair Value of Commodity Pri
Net Fair Value of Commodity Price Risk (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | $ 1,989 | $ 3,955 |
Liabilities | (119) | (220) |
Net Fair Value | 1,870 | 3,735 |
Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 1,989 | 3,955 |
Liabilities | (119) | (220) |
Net Fair Value | 1,870 | 3,735 |
Other Current Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 1,865 | 3,955 |
Other Current Assets | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 1,865 | 3,955 |
Other LongTerm Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 124 | |
Other LongTerm Assets | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 124 | |
Other Current Liabilities | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Liabilities | (119) | (220) |
Other Current Liabilities | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Liabilities | $ (119) | $ (220) |
Derivative Financial Instrume_3
Derivative Financial Instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 02, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | Jan. 01, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Derivative cash settlement net receipt of offset changes in benchmark treasury rate | $ 3,900,000 | |||
Hedge ineffectiveness | $ 0 | $ 0 | ||
Derivative instrument, asset | 7,535,000 | $ 2,039,000 | ||
Derivative instrument, liability | $ 6,100,000 | $ 3,400,000 |
Derivative Instruments Located
Derivative Instruments Located on Condensed Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets | $ 1,989 | $ 3,955 |
Derivative Liabilities | 119 | 220 |
Commodity Contract | Other Current Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets | 1,865 | 3,955 |
Commodity Contract | Other LongTerm Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets | 124 | |
Commodity Contract | Other Accrued Liabilities | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Liabilities | $ 119 | $ 220 |
Effect of Derivative Instrument
Effect of Derivative Instruments for Deferred Gains And (Losses) on Closed Contracts and Effective Portion in Fair Value on AOCI, Utilized for Risk Management Purposes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | ||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in AOCI on Derivatives(Effective Portion) | [1] | $ 7,851 | $ (3,618) | $ 2,654 | $ (3,215) |
Production costs | 615,621 | 515,078 | 1,926,297 | 1,662,716 | |
Income before income taxes | 54,287 | 50,900 | 234,768 | 218,730 | |
Reclassification out of Accumulated Other Comprehensive Income | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Income before income taxes | [2] | 1,908 | 426 | 4,507 | 800 |
Interest Rate Contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in AOCI on Derivatives(Effective Portion) | [1] | 2,927 | |||
Interest Rate Contracts | Reclassification out of Accumulated Other Comprehensive Income | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest expense | [2] | 86 | 86 | 287 | 8 |
Commodity Contract | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in AOCI on Derivatives(Effective Portion) | [1] | 7,851 | (3,618) | (2,654) | (6,142) |
Commodity Contract | Reclassification out of Accumulated Other Comprehensive Income | Product | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Production costs | [2],[3] | $ 1,822 | $ 340 | $ 4,220 | $ 792 |
[1] Amounts in parentheses indicate debits to determine net income. Amounts in parentheses, if any, indicate credits to determine net income. Included in materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately). |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Income) Related to Derivative Transactions (Detail) $ in Thousands | 9 Months Ended |
Oct. 08, 2022 USD ($) | |
Closed Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | $ 2,788 |
Closed Contracts | Commodity price risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 12 |
Closed Contracts | Interest rate risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 2,776 |
Expiring in 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 358 |
Expiring in 2022 | Commodity price risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 358 |
Expiring in 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 1,040 |
Expiring in 2023 | Commodity price risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 1,040 |
Expiring in 2024 | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 4 |
Expiring in 2024 | Commodity price risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 4 |
Closed or Expiring Over Next Four Years | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 4,190 |
Closed or Expiring Over Next Four Years | Commodity price risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | 1,414 |
Closed or Expiring Over Next Four Years | Interest rate risk derivatives | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Estimated amount of derivatives to be reclassified in income from AOCI | $ 2,776 |
Financial Contracts Hedging Com
Financial Contracts Hedging Commodity Risk (Detail) - Cash Flow Hedging $ in Thousands | Oct. 08, 2022 USD ($) |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | $ 38,801 |
Wheat Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | 19,606 |
Soybean Oil Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | 11,261 |
Natural Gas Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | 6,491 |
Corn Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | $ 1,443 |
Components of Other Current Ass
Components of Other Current Assets (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid assets | $ 3,826 | $ 3,219 |
Service contracts | 16,332 | 19,884 |
Prepaid insurance | 8,334 | 5,254 |
Prepaid marketing | 2,377 | 4,103 |
Fair value of derivative instruments | 1,865 | 3,955 |
Collateral to counterparties for derivative positions | 7,535 | 2,039 |
Income taxes receivable | 14,119 | 13,001 |
Other | 414 | 137 |
Total | $ 54,802 | $ 51,592 |
Components of Other Non-Current
Components of Other Non-Current Assets (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jul. 16, 2022 | Jan. 01, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Unamortized financing fees | $ 1,435 | $ 1,574 | |
Investments | 2,503 | 3,145 | |
Investment in unconsolidated affiliate | 9,000 | $ 9,000 | |
Deposits | 2,274 | 2,202 | |
Unamortized cloud computing arrangement costs | 465 | 1,215 | |
Noncurrent postretirement benefit plan asset | 2,163 | 1,281 | |
Noncurrent service contracts | 3,344 | ||
Other | 220 | 206 | |
Total | $ 21,404 | $ 9,623 |
Components of Other Accrued Lia
Components of Other Accrued Liabilities (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jul. 19, 2022 | Jan. 01, 2022 | Oct. 09, 2021 |
Other Liabilities Disclosure [Line Items] | ||||
Employee compensation | $ 30,399 | $ 25,505 | ||
Employee vacation | 17,731 | 15,782 | ||
Employee bonus | 29,418 | 33,413 | ||
Fair value of derivative instruments | 119 | 220 | ||
Self-insurance reserves | 28,958 | 29,828 | ||
Bank overdraft | 16,344 | 17,161 | ||
Accrued interest | 1,211 | 7,202 | ||
Accrued utilities | 7,677 | 6,741 | ||
Accrued taxes | 13,003 | 7,557 | ||
Accrued advertising | 3,677 | 4,294 | ||
Accrued legal settlements | 5,500 | 16,500 | ||
Accrued legal costs | 4,644 | 1,746 | ||
Accrued short-term deferred income | 3,983 | 4,040 | ||
Collateral due to counterparties for derivative positions | 6,124 | 3,377 | ||
Acquisition consideration adjustment | 3,400 | 3,400 | ||
Multi-employer pension plan withdrawal liability | 1,297 | $ 1,300 | 2,100 | $ 2,100 |
Repurchase obligations of distribution rights | 1,680 | 4,743 | ||
Other | 5,407 | 3,480 | ||
Total | 196,926 | 203,443 | ||
CARES Act | ||||
Other Liabilities Disclosure [Line Items] | ||||
Deferred payroll taxes under the CARES Act | $ 16,354 | $ 16,354 |
Other Accrued Liabilities and_3
Other Accrued Liabilities and Other Long-term Liabilities - Additional Information (Detail) $ in Millions | Oct. 08, 2022 USD ($) DistributionTerritory |
Other Liabilities Disclosure [Abstract] | |
Business combination, estimated cost owed to sellers | $ | $ 3.4 |
Number of distribution territories repurchased | DistributionTerritory | 75 |
Components of Other Long-term L
Components of Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Other Liabilities Disclosure [Abstract] | ||
Deferred income | $ 12,077 | $ 15,676 |
Deferred compensation | 22,864 | 20,188 |
Other deferred credits | 463 | 720 |
Other | 402 | 1,375 |
Total | $ 35,806 | $ 37,959 |
Assets Held for Sale - Addition
Assets Held for Sale - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 4 Months Ended |
Oct. 08, 2022 | Apr. 23, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Impairment charge | $ 1 | |
Proceeds from sale of assets held for sale | $ 1.6 | $ 1.2 |
Assets Held for Sale (Detail)
Assets Held for Sale (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Long Lived Assets Held For Sale [Line Items] | ||
Total assets held for sale | $ 14,189 | $ 11,369 |
Distributor Territories | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total assets held for sale | 6,395 | 5,147 |
Property, Plant and Equipment | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total assets held for sale | $ 7,794 | $ 6,222 |
Long Term Debt (Net of Issuance
Long Term Debt (Net of Issuance Costs and Debt Discounts Excluding Line-of-credit Arrangements) (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Debt Instrument [Line Items] | ||
Total debt | $ 891,542 | $ 890,609 |
Total long-term debt | 891,542 | 890,609 |
2031 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 493,826 | 493,333 |
2026 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 397,716 | $ 397,276 |
Long Term Debt (Net of Issuan_2
Long Term Debt (Net of Issuance Costs and Debt Discounts Excluding Line-of-credit Arrangements) (Parenthetical) (Detail) | 9 Months Ended |
Oct. 08, 2022 | |
2031 Notes | |
Debt Instrument [Line Items] | |
Senior notes due year | 2031 |
2026 Notes | |
Debt Instrument [Line Items] | |
Senior notes due year | 2026 |
Debt and Other Obligations - Ad
Debt and Other Obligations - Additional Information (Detail) - USD ($) | 3 Months Ended | 4 Months Ended | 9 Months Ended | ||||||||||
Apr. 08, 2021 | Mar. 09, 2021 | Nov. 29, 2017 | Sep. 28, 2016 | Oct. 09, 2021 | Apr. 23, 2022 | Oct. 08, 2022 | Oct. 09, 2021 | Jan. 01, 2022 | Apr. 24, 2021 | Sep. 23, 2020 | Jul. 17, 2013 | Apr. 03, 2012 | |
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 900,000,000 | $ 900,000,000 | |||||||||||
Payments of financing costs | 273,000 | $ 5,811,000 | |||||||||||
Loss on extinguishment of debt | 16,149,000 | ||||||||||||
Cash payment of debt | 330,000,000 | 579,428,000 | |||||||||||
2031 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 500,000,000 | $ 500,000,000 | 500,000,000 | $ 500,000,000 | |||||||||
Notes due year | Mar. 15, 2031 | ||||||||||||
Debt instrument interest rate | 2.40% | 2.40% | |||||||||||
Price to redeem notes as a percentage of principal | 100% | ||||||||||||
Variable interest rate | 0.20% | ||||||||||||
Change of control triggering event price to redeem notes as a percentage of principal | 101% | ||||||||||||
Debt discount | $ 2,400,000 | ||||||||||||
Accrued issuance costs | $ 4,800,000 | ||||||||||||
2026 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 400,000,000 | $ 400,000,000 | 400,000,000 | ||||||||||
Notes due year | Oct. 01, 2026 | ||||||||||||
Debt instrument interest rate | 3.50% | ||||||||||||
Price to redeem notes as a percentage of principal | 100% | ||||||||||||
Variable interest rate | 0.30% | ||||||||||||
Change of control triggering event price to redeem notes as a percentage of principal | 101% | ||||||||||||
Debt discount | $ 2,100,000 | ||||||||||||
Payments of financing costs | $ 3,600,000 | ||||||||||||
2022 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 400,000,000 | $ 400,000,000 | |||||||||||
Notes due year | Apr. 01, 2022 | ||||||||||||
Debt instrument interest rate | 4.375% | 4.375% | |||||||||||
Loss on extinguishment of debt | $ 16,100,000 | ||||||||||||
Cash payment of debt | 15,400,000 | ||||||||||||
Write-off of unamortized debt discount and debt issuance costs | $ 700,000 | ||||||||||||
Standby Letters Of Credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility outstanding daily balance during period | $ 8,400,000 | 8,400,000 | |||||||||||
Accounts Receivable Securitization Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | $ 200,000,000 | $ 150,000,000 | ||||||||||
Line of credit extended term | 1 year | ||||||||||||
Borrowings | $ 100,000,000 | ||||||||||||
Line of credit facility, expiration date | Sep. 27, 2024 | ||||||||||||
Debt instrument covenant compliance | As of October 8, 2022 and January 1, 2022, respectively, the company was in compliance with all restrictive covenants under the facility. | ||||||||||||
Basis spread on variable rate | 0.95% | ||||||||||||
Unused borrowing fee | 0.40% | ||||||||||||
Payments for debt issuance costs | $ 200,000 | ||||||||||||
Balance of unamortized financing costs | $ 300,000 | 300,000 | |||||||||||
Unsecured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 500,000,000 | ||||||||||||
Borrowings | $ 230,000,000 | ||||||||||||
Line of credit facility, expiration date | Jul. 30, 2026 | ||||||||||||
Payments for debt issuance costs | 1,100,000 | ||||||||||||
Balance of unamortized financing costs | $ 1,100,000 | $ 1,300,000 | |||||||||||
Covenant, maximum leverage ratio | 4 | ||||||||||||
Minimum leverage ratio on covenant holiday | 3.75 | ||||||||||||
Line of credit facility, expiration period | 5 years | ||||||||||||
Line of credit facility, amount available | $ 500,000,000 | ||||||||||||
Line of credit facility, additional borrowing capacity | 200,000,000 | 200,000,000 | |||||||||||
Unsecured Credit Facility | Unsecured Credit Facility Total Potential Commitment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 700,000,000 | $ 700,000,000 | |||||||||||
Unsecured Credit Facility | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Payments for debt issuance costs | $ 100,000 | ||||||||||||
Unsecured Credit Facility | Base Rate Loans | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0% | ||||||||||||
Unsecured Credit Facility | Base Rate Loans | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0.525% | ||||||||||||
Unsecured Credit Facility | Eurodollar Loans | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0.815% | ||||||||||||
Unsecured Credit Facility | Eurodollar Loans | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 1.525% | ||||||||||||
Unsecured Credit Facility | Federal Funds Rate | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0.06% | ||||||||||||
Unsecured Credit Facility | Federal Funds Rate | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0.225% |
Schedule of Borrowings and Repa
Schedule of Borrowings and Repayments Under Facility (Detail) $ in Thousands | 9 Months Ended |
Oct. 08, 2022 USD ($) | |
Accounts Receivable Securitization Facility | |
Debt Instrument [Line Items] | |
Borrowings | $ 100,000 |
Payments | (100,000) |
Unsecured Credit Facility | |
Debt Instrument [Line Items] | |
Borrowings | 230,000 |
Payments | $ (230,000) |
Schedule of Net Amount Availabl
Schedule of Net Amount Available Under Facility (Detail) - USD ($) | Oct. 08, 2022 | Sep. 23, 2020 | Jul. 17, 2013 |
Accounts Receivable Securitization Facility | |||
Debt Instrument [Line Items] | |||
Gross amount available | $ 200,000,000 | $ 200,000,000 | $ 150,000,000 |
Available for withdrawal | 200,000,000 | ||
Unsecured Credit Facility | |||
Debt Instrument [Line Items] | |||
Gross amount available | 500,000,000 | ||
Letters of credit | (8,400,000) | ||
Available for withdrawal | $ 491,600,000 |
Aggregate Maturities of Debt Ou
Aggregate Maturities of Debt Outstanding (Including Capital Leases) (Detail) $ in Thousands | Oct. 08, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2026 | $ 400,000 |
2027 and thereafter | 500,000 |
Total | $ 900,000 |
Reconciliation of Debt Issuance
Reconciliation of Debt Issuance Costs and Debt Discounts to the Net Carrying Value for Each Debt Obligation (Excluding Line of Credit Arrangements) (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 | Apr. 24, 2021 | Mar. 09, 2021 | Sep. 28, 2016 |
Debt Instrument [Line Items] | |||||
Face Value | $ 900,000 | $ 900,000 | |||
Debt Issuance Costs and Debt Discount | 8,458 | 9,391 | |||
Net Carrying Value | 891,542 | 890,609 | |||
2031 Notes | |||||
Debt Instrument [Line Items] | |||||
Face Value | 500,000 | 500,000 | $ 500,000 | $ 500,000 | |
Debt Issuance Costs and Debt Discount | 6,174 | 6,667 | |||
Net Carrying Value | 493,826 | 493,333 | |||
2026 Notes | |||||
Debt Instrument [Line Items] | |||||
Face Value | 400,000 | 400,000 | $ 400,000 | ||
Debt Issuance Costs and Debt Discount | 2,284 | 2,724 | |||
Net Carrying Value | $ 397,716 | $ 397,276 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Detail) - USD ($) $ in Millions | Oct. 08, 2022 | Jan. 01, 2022 |
VIE | ||
Variable Interest Entity [Line Items] | ||
Gross distribution rights notes receivable | $ 149.5 | $ 159.5 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 9 Months Ended | ||
Jun. 07, 2022 USD ($) | Apr. 26, 2022 USD ($) DistributionTerritory | Oct. 08, 2022 Lawsuits DistributionTerritory | |
Loss Contingencies [Line Items] | |||
Alleged complaints | Lawsuits | 21 | ||
Number of distribution territories repurchased | DistributionTerritory | 75 | ||
Class and / or Collective action treatment | |||
Loss Contingencies [Line Items] | |||
Alleged complaints | Lawsuits | 7 | ||
Individual claims or do not seek class or collective action treatment or, in cases class treatment was sought | |||
Loss Contingencies [Line Items] | |||
Alleged complaints | Lawsuits | 14 | ||
Plaintiffs' motions for class certification | |||
Loss Contingencies [Line Items] | |||
Alleged complaints | Lawsuits | 3 | ||
Noll Maine | |||
Loss Contingencies [Line Items] | |||
Lawsuit filing date | Dec. 03, 2015 | ||
Legal settlement | $ 16,500,000 | ||
Number of distribution territories repurchased | DistributionTerritory | 75 | ||
Loss contingency, estimated cost | $ 6,600,000 | ||
Noll Maine | Other Accrued Liabilities | |||
Loss Contingencies [Line Items] | |||
Loss contingency, estimated cost | 4,700,000 | ||
Noll Maine | Settlement Funds | |||
Loss Contingencies [Line Items] | |||
Legal settlement | 9,000,000 | ||
Noll Maine | Attorneys Fees | |||
Loss Contingencies [Line Items] | |||
Legal settlement | $ 7,500,000 | ||
Richard Louisiana | |||
Loss Contingencies [Line Items] | |||
Lawsuit filing date | Oct. 21, 2015 | ||
Coronado Mexico | |||
Loss Contingencies [Line Items] | |||
Lawsuit filing date | Apr. 27, 2016 | ||
Legal settlement | $ 137,500 | ||
Martins Florida | |||
Loss Contingencies [Line Items] | |||
Lawsuit filing date | Nov. 08, 2016 | ||
Ludlow California | |||
Loss Contingencies [Line Items] | |||
Lawsuit filing date | Jun. 06, 2018 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Diluted Earnings per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 40,528 | $ 38,852 | $ 179,797 | $ 166,865 |
Basic Earnings Per Common Share: | ||||
Basic weighted average shares outstanding for common stock | 212,016 | 211,921 | 212,060 | 211,912 |
Basic earnings per common share | $ 0.19 | $ 0.18 | $ 0.85 | $ 0.79 |
Diluted Earnings Per Common Share: | ||||
Basic weighted average shares outstanding for common stock | 212,016 | 211,921 | 212,060 | 211,912 |
Add: Shares of common stock assumed issued upon exercise of stock options and vesting of restricted stock | 1,310 | 1,266 | 1,257 | 1,067 |
Diluted weighted average shares outstanding for common stock | 213,326 | 213,187 | 213,317 | 212,979 |
Diluted earnings per common share | $ 0.19 | $ 0.18 | $ 0.84 | $ 0.78 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Earnings Per Share [Abstract] | ||||
Antidilutive Shares excluded from Computation of Earnings Per Share | 0 | 0 | 327,950 | 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | May 21, 2014 shares |
Omnibus Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Awards granted, authorized amount | 8,000,000 |
Stock-Based Compensation (Perfo
Stock-Based Compensation (Performance-Contingent Total Shareholder Return Shares) - Additional Information (Detail) | 9 Months Ended |
Oct. 08, 2022 | |
Performance Contingent Total Shareholders Return Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Total Shareholders Return | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based payment award, fair value assumptions, method used | Inputs into the model included the following for the company and comparator companies: (i) TSR from the beginning of the performance cycle through the measurement date; (ii) volatility; (iii) risk-free interest rates; and (iv) the correlation of the comparator companies’ TSR. The inputs are based on historical capital market data. |
Performance Contingent Total Sh
Performance Contingent Total Shareholder Return Shares (Detail) - Total Shareholders Return | 9 Months Ended |
Oct. 08, 2022 | |
90th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 200% |
Percentile | 90% |
70th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 150% |
Percentile | 70% |
50th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 100% |
Percentile | 50% |
30th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 50% |
Percentile | 30% |
Below 30th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 0% |
Percentile | 30% |
Performance Contingent TSR Shar
Performance Contingent TSR Shares (Detail) - Total Shareholders Return - Omnibus Plan shares in Thousands | 9 Months Ended |
Oct. 08, 2022 $ / shares shares | |
Granted on 1/2/2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Granted | shares | 331 |
Vesting Date | Mar. 01, 2025 |
Fair Value per Share | $ / shares | $ 31.97 |
Granted on 4/24/2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Granted | shares | 8 |
Vesting Date | Mar. 01, 2025 |
Fair Value per Share | $ / shares | $ 27.38 |
Stock-Based Compensation (Per_2
Stock-Based Compensation (Performance-Contingent Return on Invested Capital Shares) - Additional Information (Detail) | 9 Months Ended |
Oct. 08, 2022 | |
Return On Invested Capital | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 1.75% |
Return On Invested Capital | Range One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 1.75% |
Return On Invested Capital | Range Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 3.75% |
Return On Invested Capital | Range Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 4.75% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Return on investment target over the three fiscal years immediately preceding the vesting date | 4.75% |
Percentage of shares that can be earned | 125% |
Maximum | 2019 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of shares being expensed current estimated payout | 125% |
Maximum | 2020 & 2021 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of shares being expensed | 100% |
Weighted Average Cost of Capital | Range One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 50% |
Weighted Average Cost of Capital | Range Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 100% |
Weighted Average Cost of Capital | Range Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 125% |
Weighted Average Cost of Capital | Return On Invested Capital | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 0% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Return on investment target over the three fiscal years immediately preceding the vesting date | 1.75% |
Percentage of shares that can be earned | 0% |
Performance Contingent Return On Invested Capital Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Performance Contingent ROIC Sha
Performance Contingent ROIC Shares (Detail) - Return On Invested Capital - 2019 Award - Omnibus Plan shares in Thousands | 9 Months Ended |
Oct. 08, 2022 $ / shares shares | |
Granted on 1/2/2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Granted | shares | 331 |
Vesting Date | Mar. 01, 2025 |
Fair Value per Share | $ / shares | $ 27.47 |
Granted on 4/24/2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Granted | shares | 8 |
Vesting Date | Mar. 01, 2025 |
Fair Value per Share | $ / shares | $ 27.38 |
Performance Contingent Restrict
Performance Contingent Restricted Stock Awards (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 08, 2022 | Oct. 09, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Dividends at Vesting | $ 2,260 | $ 234 |
Fiscal Year Vested 2019 | 2017 Award Granted | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Dividends at Vesting | 1,843 | |
Income tax benefit/(expense) related to share-based payments | 2,196 | |
Fair Value at Vesting | $ 22,143 | |
Total Shareholders Return | Fiscal Year Vested 2019 | 2017 Award Granted | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Shares increase/(decrease) | 109,729 | |
Return On Invested Capital | Fiscal Year Vested 2019 | 2017 Award Granted | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Shares increase/(decrease) | 74,154 |
Performance-Contingent Restrict
Performance-Contingent Restricted Stock Activity (Detail) - Performance Contingent Restricted Stock | 9 Months Ended |
Oct. 08, 2022 $ / shares shares | |
Shares | |
Number of Shares, Balance at beginning of period | shares | 1,972,000 |
Number of Shares, Granted | shares | 679,000 |
Number of Shares, Vested | shares | (778,000) |
Number of Shares, Forfeitures | shares | (25,000) |
Number of shares, Balance at end of period | shares | 2,032,000 |
Weighted Average Fair Value | |
Weighted Average Fair Value, Balance at beginning of period | $ / shares | $ 22.89 |
Weighted Average Fair Value, Granted | $ / shares | 29.66 |
Weighted Average Fair Value, Vested | $ / shares | 20.25 |
Weighted Average Fair Value, Forfeited | $ / shares | 25.04 |
Weighted Average Fair Value, Balance at end of period | $ / shares | $ 25.91 |
Performance Contingent Return On Invested Capital Shares | |
Shares | |
Number of Shares, Grant reduction for not achieving the modifier | shares | 74 |
Weighted Average Fair Value | |
Weighted Average Fair Value, Grant reduction for not achieving the modifier | $ / shares | $ 29.72 |
Performance Contingent Total Shareholders Return Shares | |
Shares | |
Number of Shares, Grant reduction for not achieving the modifier | shares | 110 |
Weighted Average Fair Value | |
Weighted Average Fair Value, Grant reduction for not achieving the modifier | $ / shares | $ 29.72 |
Stock-Based Compensation (Per_3
Stock-Based Compensation (Performance-Contingent Restricted Stock) - Additional Information (Detail) - Performance Contingent Restricted Stock $ in Millions | 9 Months Ended |
Oct. 08, 2022 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost related to nonvested restricted stock granted by the omnibus plan | $ 25.2 |
Expected weighted-average period to recognize compensation cost (years) | 1 year 11 months 1 day |
TSR Modifier Share Adjustment [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of final payout | 137% |
ROIC Modifier Share Adjustment [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of final payout | 125% |
Stock-Based Compensation (Time-
Stock-Based Compensation (Time-Based Restricted Stock Units) - Additional Information (Detail) - Time-Based Restricted Stock Units - Omnibus Plan | 9 Months Ended |
Oct. 08, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting date | --01-05 |
Vesting period | 3 years |
Time-Based Restricted Stock Uni
Time-Based Restricted Stock Units (Detail) - Time-Based Restricted Stock Units shares in Thousands | 9 Months Ended |
Oct. 08, 2022 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Granted | 206 |
Omnibus Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Granted | 206 |
Vesting period | 3 years |
Fair Value per Share | $ / shares | $ 27.47 |
Time-Based Restricted Stock U_2
Time-Based Restricted Stock Units Activity (Detail) - Time-Based Restricted Stock Units $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Oct. 08, 2022 USD ($) $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Balance at beginning of period | shares | 492 |
Number of Shares, Vested | shares | (213) |
Shares, Granted | shares | 206 |
Shares, Forfeitures | shares | (14) |
Number of shares, Balance at end of period | shares | 471 |
Weighted Average Fair Value, Balance at beginning of period | $ / shares | $ 21.87 |
Weighted Average Fair Value, Vested | $ / shares | 20.99 |
Weighted Average Fair Value, Granted | $ / shares | 27.47 |
Weighted Average Fair Value, Forfeitures | $ / shares | 24.32 |
Weighted Average Fair Value, Balance at end of period | $ / shares | $ 24.63 |
Weighted Average Remaining Contractual Term (Years) | 1 year 9 months 14 days |
Unrecognized compensation cost | $ | $ 6,883 |
Vesting Time-Based Restricted S
Vesting Time-Based Restricted Stock Units (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 08, 2022 | Oct. 09, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | $ 2,260 | $ 234 |
Fiscal Year Vested 2022 | 2020 Award Granted | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | 106 | |
Income tax benefit/(expense) related to share-based payments | 100 | |
Fair Value at Vesting | 1,818 | |
Fiscal Year Vested 2022 | 2019 Award | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | 67 | |
Income tax benefit/(expense) related to share-based payments | 161 | |
Fair Value at Vesting | 1,870 | |
Fiscal Year Vested 2022 | 2021 Award Granted | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | 159 | |
Income tax benefit/(expense) related to share-based payments | 106 | |
Fair Value at Vesting | $ 2,262 |
Stock-Based Compensation (Defer
Stock-Based Compensation (Deferred Stock) - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Jul. 16, 2022 | Jul. 17, 2021 | Oct. 08, 2022 | Jan. 01, 2021 | |
Annual Grants | Deferred Stock | Non Employee Directors | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 1 year | |||
Aggregate shares elected to receive | 58,300 | 66,550 | 16,260 | |
Issuance of deferred stock awards (in shares) | 18,150 | |||
Retainer Conversion | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Retainers conversion into deferred shares | 100% | |||
Vesting period | 1 year | |||
Director Retainer Deferrals | Omnibus Plan | Deferred Stock | Non Employee Directors | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate shares elected to receive | 3,640 |
Deferred Stock Activity (Detail
Deferred Stock Activity (Detail) - Deferred Stock $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Oct. 08, 2022 USD ($) $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Balance at beginning of period | shares | 67 |
Number of Shares, Vested | shares | (67) |
Number of Shares, Granted | shares | 62 |
Number of shares, Balance at end of period | shares | 62 |
Weighted Average Fair Value, Balance at beginning of period | $ / shares | $ 24 |
Weighted Average Fair Value, Vested | $ / shares | 24 |
Weighted Average Fair Value, Granted | $ / shares | 27.37 |
Weighted Average Fair Value, Balance at end of period | $ / shares | $ 27.37 |
Weighted Average Remaining Contractual Term (Years) | 7 months 13 days |
Unrecognized compensation cost | $ | $ 1,026 |
Summary of Company's Stock-Base
Summary of Company's Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock-based compensation | $ 5,485 | $ 4,811 | $ 20,124 | $ 16,768 |
Performance Contingent Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock-based compensation | 3,917 | 3,287 | 14,778 | 11,910 |
Time-Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock-based compensation | 1,179 | 1,146 | 4,040 | 3,701 |
Deferred Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock-based compensation | $ 389 | $ 378 | $ 1,306 | $ 1,157 |
Summary of Company's Condensed
Summary of Company's Condensed Consolidated Balance Sheets Related Pension and Other Postretirement Benefit Plan (Detail) - USD ($) $ in Thousands | Oct. 08, 2022 | Jan. 01, 2022 |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | ||
Noncurrent benefit asset | $ 2,163 | $ 1,281 |
Current benefit liability | 804 | 804 |
Noncurrent benefit liability | 6,797 | 7,249 |
AOCI, net of tax | $ (3,395) | $ (3,456) |
Postretirement Plans - Addition
Postretirement Plans - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 09, 2021 | Jul. 19, 2022 | Jan. 01, 2022 | |
Pension and Other Postretirement Benefits Disclosure [Line Items] | |||||
Voluntarily contributions made by an employer | $ 0 | ||||
Multi-employer plan withdrawal liability | $ 1,297,000 | $ 2,100,000 | 2,100,000 | $ 1,300,000 | $ 2,100,000 |
Multiemployer plan withdrawal liability of net present value monthly payments period | 20 years | ||||
Multiemployer plan withdrawal liability estimate payment period | 3 years | ||||
Multiemployer plans transition payments payable | $ 1,200,000 | $ 1,200,000 | |||
Plan No. 2 | |||||
Pension and Other Postretirement Benefits Disclosure [Line Items] | |||||
Voluntarily contributions made by an employer | $ 1,000,000 |
Components of Net Periodic Bene
Components of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Pension plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 274 | $ 224 | $ 914 | $ 747 |
Interest cost | 204 | 176 | 680 | 584 |
Expected return on plan assets | (432) | (431) | (1,441) | (1,437) |
Amortization of prior service cost (credit) | 13 | 13 | 43 | 44 |
Amortization of net (gain) loss | 107 | 171 | 356 | 571 |
Total net periodic pension cost (income) | 166 | 153 | 552 | 509 |
Postretirement Benefit Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 50 | 78 | 165 | 259 |
Interest cost | 25 | 27 | 85 | 91 |
Amortization of prior service cost (credit) | (54) | (1) | (180) | (3) |
Amortization of net (gain) loss | (41) | (49) | (137) | (162) |
Total net periodic pension cost (income) | $ (20) | $ 55 | $ (67) | $ 185 |
Summary of Total Cost and Emplo
Summary of Total Cost and Employer Contributions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Retirement Benefits [Abstract] | ||||
Defined contribution plan, plan name description | 401(k) Retirement Savings Plan | |||
Total cost and employer contributions | $ 6,511 | $ 6,300 | $ 22,664 | $ 21,655 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Oct. 08, 2022 | Oct. 09, 2021 | Oct. 08, 2022 | Oct. 09, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 25.30% | 23.70% | 23.40% | 23.70% |