Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 30, 2023 | Feb. 22, 2024 | Jun. 30, 2023 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 30, 2023 | ||
Entity File Number | 001-32316 | ||
Entity Registrant Name | B&G FOODS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 13-3918742 | ||
Entity Address, Address Line One | Four Gatehall Drive | ||
Entity Address, City or Town | Parsippany | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 07054 | ||
City Area Code | 973 | ||
Local Phone Number | 401-6500 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | BGS | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 78,623,743 | ||
Entity Central Index Key | 0001278027 | ||
Current Fiscal Year End Date | --12-30 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Public Float | $ 981,261,530 | ||
Auditor Name | KPMG LLP | ||
Auditor Firm ID | 185 | ||
Auditor Location | Short Hills, New Jersey |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 41,094 | $ 45,442 |
Trade accounts receivable, less allowance for doubtful accounts and discounts of $2,255 and $2,309 as of December 30, 2023 and December 31, 2022, respectively | 143,015 | 150,019 |
Inventories | 568,980 | 726,468 |
Assets held for sale | 51,314 | |
Prepaid expenses and other current assets | 41,747 | 37,550 |
Income tax receivable | 7,988 | 8,024 |
Total current assets | 802,824 | 1,018,817 |
Property, plant and equipment, net of accumulated depreciation of $426,084 and $390,821 as of December 30, 2023 and December 31, 2022, respectively | 302,288 | 317,587 |
Operating lease right-of-use assets | 70,046 | 65,809 |
Finance lease right-of-use assets | 1,832 | 2,891 |
Goodwill | 619,399 | 619,241 |
Other intangible assets, net | 1,627,836 | 1,788,157 |
Other assets | 23,484 | 19,088 |
Deferred income taxes | 15,581 | 10,019 |
Total assets | 3,463,290 | 3,841,609 |
Current liabilities: | ||
Trade accounts payable | 123,778 | 127,809 |
Accrued expenses | 83,217 | 64,137 |
Current portion of operating lease liabilities | 16,939 | 14,616 |
Current portion of finance lease liabilities | 1,070 | 1,046 |
Current portion of long-term debt | 22,000 | 50,000 |
Income tax payable | 475 | 309 |
Dividends payable | 14,939 | 13,617 |
Total current liabilities | 262,418 | 271,534 |
Long-term debt, net of current portion | 2,023,088 | 2,339,049 |
Deferred income taxes | 267,053 | 288,712 |
Long-term operating lease liabilities, net of current portion | 53,724 | 51,727 |
Long-term finance lease liabilities, net of current portion | 726 | 1,795 |
Other liabilities | 20,818 | 20,626 |
Total liabilities | 2,627,827 | 2,973,443 |
Commitments and contingencies (Note 14) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value per share. Authorized 1,000,000 shares; no shares issued or outstanding | ||
Common stock, $0.01 par value per share. Authorized 125,000,000 shares; 78,624,419 and 71,668,144 shares issued and outstanding as of December 30, 2023 and December 31, 2022, respectively | 786 | 717 |
Additional paid-in capital | 46,990 | |
Accumulated other comprehensive income (loss) | 2,597 | (9,349) |
Retained earnings | 785,090 | 876,798 |
Total stockholders' equity | 835,463 | 868,166 |
Total liabilities and stockholders' equity | $ 3,463,290 | $ 3,841,609 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Consolidated Balance Sheets | ||
Trade accounts receivable, allowance for doubtful accounts and discounts (in dollars) | $ 2,255 | $ 2,309 |
Property, plant and equipment, accumulated depreciation (in dollars) | $ 426,084 | $ 390,821 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, Authorized shares | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, Authorized shares | 125,000,000 | 125,000,000 |
Common stock, shares issued | 78,624,419 | 71,668,144 |
Common stock, shares outstanding | 78,624,419 | 71,668,144 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Consolidated Statements of Operations | |||
Net sales | $ 2,062,313 | $ 2,163,000 | $ 2,056,264 |
Cost of goods sold | 1,606,792 | 1,753,376 | 1,619,298 |
Gross profit | 455,521 | 409,624 | 436,966 |
Operating expenses (income): | |||
Selling, general and administrative expenses | 196,044 | 190,411 | 196,172 |
Amortization expense | 20,760 | 21,250 | 21,627 |
Loss (gain) on sales of assets | 137,798 | (7,099) | |
Impairment of assets held for sale | 106,434 | ||
Impairment of intangible assets | 20,500 | 23,088 | |
Operating income | 80,419 | 98,628 | 196,079 |
Other (income) and expenses: | |||
Interest expense, net | 151,333 | 124,915 | 106,889 |
Other income | (3,781) | (7,380) | (4,464) |
(Loss) income before income tax (benefit) expense | (67,133) | (18,907) | 93,654 |
Income tax (benefit) expense | (935) | (7,537) | 26,291 |
Net (loss) income | $ (66,198) | $ (11,370) | $ 67,363 |
Weighted average shares outstanding: | |||
Basic | 74,267,132 | 70,468,061 | 65,087,624 |
Diluted | 74,267,132 | 70,468,061 | 65,746,626 |
(Loss) earnings per share: | |||
Basic | $ (0.89) | $ (0.16) | $ 1.03 |
Diluted | (0.89) | (0.16) | 1.02 |
Cash dividends declared per share | $ 0.760 | $ 1.615 | $ 1.900 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Consolidated Statements of Comprehensive (Loss) Income | |||
Net (loss) income | $ (66,198) | $ (11,370) | $ 67,363 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 10,083 | (2,969) | (862) |
Pension gain, net of tax | 1,863 | 11,789 | 18,287 |
Other comprehensive income | 11,946 | 8,820 | 17,425 |
Comprehensive (loss) income | $ (54,252) | $ (2,550) | $ 84,788 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Total |
Beginning balance at Jan. 02, 2021 | $ 643 | $ (35,594) | $ 866,828 | $ 831,877 | |
Beginning balance (in shares) at Jan. 02, 2021 | 64,252,859 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Foreign currency translation | (862) | (862) | |||
Change in pension benefit (net of of income taxes) | 18,287 | 18,287 | |||
Net (loss) income | 67,363 | 67,363 | |||
Share-based compensation | $ 5,397 | 5,397 | |||
Issuance of common stock for share-based compensation | $ 1 | (1,087) | (1,086) | ||
Issuance of common stock for share-based compensation (in shares) | 128,591 | ||||
Cancellation of restricted stock for tax withholding upon vesting | (622) | (622) | |||
Cancellation of restricted stock for tax withholding upon vesting (in shares) | (21,528) | ||||
Cancellation of restricted stock upon forfeiture (in shares) | (1,129) | ||||
Stock options exercised | $ 4 | 14,806 | 14,810 | ||
Stock options exercised (in shares) | 467,152 | ||||
Issuance of common stock in ATM offering | $ 37 | 109,977 | 110,014 | ||
Issuance of common stock in ATM offering (in shares) | 3,695,706 | ||||
Dividends declared on common stock | (124,924) | (124,924) | |||
Ending balance at Jan. 01, 2022 | $ 685 | 3,547 | (18,169) | 934,191 | 920,254 |
Ending balance (in shares) at Jan. 01, 2022 | 68,521,651 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Foreign currency translation | (2,969) | (2,969) | |||
Change in pension benefit (net of of income taxes) | 11,789 | 11,789 | |||
Net (loss) income | (11,370) | (11,370) | |||
Share-based compensation | 3,856 | 3,856 | |||
Issuance of common stock for share-based compensation | $ 3 | (3,707) | (3,704) | ||
Issuance of common stock for share-based compensation (in shares) | 310,495 | ||||
Cancellation of restricted stock for tax withholding upon vesting | (392) | (392) | |||
Cancellation of restricted stock for tax withholding upon vesting (in shares) | 15,903 | ||||
Cancellation of restricted stock upon forfeiture (in shares) | (3,668) | ||||
Stock options exercised | 60 | 60 | |||
Stock options exercised (in shares) | 2,227 | ||||
Issuance of common stock in ATM offering | $ 29 | 65,038 | 65,067 | ||
Issuance of common stock in ATM offering (in shares) | 2,853,342 | ||||
Dividends declared on common stock | (68,402) | (46,023) | (114,425) | ||
Ending balance at Dec. 31, 2022 | $ 717 | (9,349) | 876,798 | $ 868,166 | |
Ending balance (in shares) at Dec. 31, 2022 | 71,668,144 | 71,668,144 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Foreign currency translation | 10,083 | $ 10,083 | |||
Change in pension benefit (net of of income taxes) | 1,863 | 1,863 | |||
Net (loss) income | (66,198) | (66,198) | |||
Share-based compensation | 7,191 | 7,191 | |||
Issuance of common stock for share-based compensation | $ 6 | (1,667) | (1,661) | ||
Issuance of common stock for share-based compensation (in shares) | 640,475 | ||||
Cancellation of restricted stock for tax withholding upon vesting | (217) | (217) | |||
Cancellation of restricted stock for tax withholding upon vesting (in shares) | (14,448) | ||||
Cancellation of restricted stock upon forfeiture (in shares) | (2,598) | ||||
Issuance of common stock in ATM offering | $ 63 | 73,506 | 73,569 | ||
Issuance of common stock in ATM offering (in shares) | 6,332,846 | ||||
Dividends declared on common stock | (31,823) | (25,510) | (57,333) | ||
Ending balance at Dec. 30, 2023 | $ 786 | $ 46,990 | $ 2,597 | $ 785,090 | $ 835,463 |
Ending balance (in shares) at Dec. 30, 2023 | 78,624,419 | 78,624,419 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Consolidated Statements of Changes in Stockholders' Equity | |||
Change in pension benefit, income taxes | $ 617 | $ 3,890 | $ 5,934 |
Dividends declared on common stock, per share (in dollars per share) | $ 0.760 | $ 1.615 | $ 1.900 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (66,198) | $ (11,370) | $ 67,363 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 69,620 | 80,528 | 82,888 |
Amortization of operating lease right-of-use assets | 18,761 | 16,908 | 13,972 |
Amortization of deferred debt financing costs and bond discount/premium | 7,510 | 4,723 | 4,606 |
Deferred income taxes | (26,395) | (26,897) | 7,269 |
Impairment of assets held for sale | 106,434 | ||
Impairment of intangible assets | 20,500 | 23,088 | |
Accrual for multi-employer pension plan withdrawal liability | 13,907 | ||
Loss (gain) on sales of assets | 138,523 | (7,086) | 775 |
Gain on extinguishment of debt | (911) | ||
Share-based compensation expense | 7,191 | 3,917 | 5,383 |
Changes in assets and liabilities, net of effects of businesses acquired: | |||
Trade accounts receivable | 7,325 | (5,846) | (12,481) |
Inventories | 89,909 | (124,969) | (117,257) |
Prepaid expenses and other current assets | (3,097) | (5,113) | 5,160 |
Income tax receivable/payable, net | 575 | (5,952) | 13,684 |
Other assets | (4,348) | (5,418) | (1,514) |
Trade accounts payable | (8,272) | 83 | 10,494 |
Accrued expenses and lease liabilities | (5,606) | (20,283) | (25,025) |
Other liabilities | 2,672 | 6,304 | 1,566 |
Net cash provided by operating activities | 247,759 | 5,963 | 93,878 |
Cash flows from investing activities: | |||
Capital expenditures | (25,689) | (22,286) | (43,581) |
Proceeds from sales of assets | 107,282 | 10,430 | 737 |
Payments for acquisition of businesses, net of cash acquired | (27,290) | ||
Net cash provided by (used in) investing activities | 81,593 | (39,146) | (42,844) |
Cash flows from financing activities: | |||
Repurchases of senior notes | (632,426) | ||
Repayments of borrowings under term loan facility | (143,000) | ||
Proceeds from issuance of senior secured notes | 550,000 | ||
Repayments of borrowings under revolving credit facility | (552,500) | (302,500) | (295,000) |
Borrowings under revolving credit facility | 440,000 | 420,000 | 225,000 |
Proceeds from issuance of common stock, net | 73,826 | 65,233 | 110,229 |
Dividends paid | (56,011) | (133,355) | (122,896) |
Proceeds from exercise of stock options | 60 | 14,810 | |
Payments of tax withholding on behalf of employees for net share settlement of share-based compensation | (1,879) | (4,096) | (1,708) |
Payments of debt financing costs | (11,701) | (276) | |
Net cash (used in) provided by financing activities | (333,691) | 45,342 | (69,841) |
Effect of exchange rate fluctuations on cash and cash equivalents | (9) | (407) | 315 |
Net (decrease) increase in cash and cash equivalents | (4,348) | 11,752 | (18,492) |
Cash and cash equivalents at beginning of year | 45,442 | 33,690 | 52,182 |
Cash and cash equivalents at end of year | 41,094 | 45,442 | 33,690 |
Supplemental disclosures of cash flow information: | |||
Cash interest payments | 141,950 | 119,119 | 102,491 |
Cash income tax payments | 24,840 | 25,571 | 5,654 |
Non-cash transactions: | |||
Dividends declared and not yet paid | 14,939 | 13,617 | 32,548 |
Accruals related to purchases of property, plant and equipment | 4,345 | 909 | 2,117 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 20,829 | 15,806 | $ 46,376 |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 3,529 |
Nature of Operations
Nature of Operations | 12 Months Ended |
Dec. 30, 2023 | |
Nature of Operations | |
Nature of Operations | (1) Nature of Operation s Organization and Natu re of Operations B&G Foods, Inc. is a holding company whose principal assets are the shares of capital stock of its subsidiaries. Unless the context requires otherwise, references in this report to “B&G Foods,” “our company,” “we,” “us” and “our” refer to B&G Foods, Inc. and its subsidiaries. Our financial statements are presented on a consolidated basis. We operate in a single industry segment and manufacture, sell and distribute a diverse portfolio of high-quality shelf-stable and frozen foods across the United States, Canada and Puerto Rico. Our products include frozen and canned vegetables, vegetable, canola and other cooking oils, vegetable shortening, cooking sprays, oatmeal and other hot cereals, fruit spreads, canned meats and beans, bagel chips, spices, seasonings, hot sauces, wine vinegar, maple syrup, molasses, salad dressings, pizza crusts, Mexican-style sauces, dry soups, taco shells and kits, salsas, pickles, peppers, tomato-based products, crackers, baking powder, baking soda, corn starch, nut clusters and other specialty products. Our products are marketed under many recognized brands, including Ac’cent B&G B&M Baker’s Joy Bear Creek Country Kitchens Brer Rabbit Canoleo Cary’s Clabber Girl, Cream of Rice Cream of Wheat, Crisco Dash, Davis, Devonsheer Don Pepino Durkee Grandma’s Molasses Green Giant Joan of Arc Las Palmas Le Sueur MacDonald’s Mama Mary’s Maple Grove Farms of Vermont McCann’s Molly McButter New York Flatbreads New York Style Old London Ortega Polaner Red Devil Regina Rumford, Sa-són Sclafani Spice Islands Spring Tree Sugar Twin Tone’s Trappey’s TrueNorth Underwood Vermont Maid Victoria Weber Wright’s Static Guard . Sales of a number of our products tend to be seasonal and may be influenced by holidays, changes in seasons/weather or certain other annual events. In general, our sales are higher in the first and fourth quarter. We purchase most of the produce used to make our frozen and shelf-stable canned vegetables, pickles, relishes, peppers, tomatoes and other related specialty items during the months of June through October, and we generally purchase the majority of our maple syrup requirements during the months of April through August. Consequently, our liquidity needs are greatest during these periods. Fiscal Year Typically, our fiscal years and fiscal quarters consist of 52 13 five Our fiscal year ending December 28, 2024 (fiscal 2024) contains, and our fiscal years ended December 30, 2023 (fiscal 2023), December 31, 2022 (fiscal 2022) and January 1, 2022 (fiscal 2021) each contained, 52 weeks and each quarter of fiscal 2024 contains, and each quarter of fiscal 2023, fiscal 2022 and fiscal 2021 contained, 13 weeks. Business and Credit Concentrations Our exposure to credit loss in the event of non-payment of accounts receivable by customers is estimated in the amount of the allowance for doubtful accounts. We perform ongoing credit evaluations of the financial condition of our customers. Our top ten customers accounted for approximately 60.8%, 60.5% and 60.8% of consolidated net sales in fiscal 2023, 2022 and 2021, respectively. Our top ten customers accounted for approximately 63.1%, 60.3% and 59.8% of our consolidated trade accounts receivables as of the end of fiscal 2023, 2022 and 2021, respectively. Other than Walmart, which accounted for approximately 28.8%, 27.3% and 27.7% of our consolidated net sales in fiscal 2023, 2022 and 2021, respectively, no single customer accounted for more than 10.0% of consolidated net sales in fiscal 2023, 2022 or 2021. Other than Walmart, which accounted for approximately 30.7%, 30.6% and 28.9% of our consolidated trade accounts receivables as of the end of fiscal 2023, 2022 and 2021, respectively, no single customer accounted for more than 10.0% of our consolidated trade accounts receivables as of the end of fiscal 2023, 2022 and 2021. As of December 30, 2023, we do not believe we have any significant concentration of credit risk with respect to our consolidated trade accounts receivable with any single customer whose failure or nonperformance would materially affect our results other than as described above with respect to Walmart. During fiscal 2023, 2022 and 2021, our sales to foreign countries represented approximately 8.6%, 7.8% and 8.3%, respectively, of net sales. Our foreign sales are primarily to customers in Canada. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 30, 2023 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | (2) (a) Basis of Presentation The consolidated financial statements include the accounts of B&G Foods, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated. (b) Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles in the United States (GAAP) requires our management to make a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Some of the more significant estimates and assumptions made by management involve revenue recognition as it relates to trade and consumer promotion expenses; pension benefits; acquisition accounting fair value allocations; the recoverability of goodwill, other intangible assets, property, plant and equipment and deferred tax assets; and the determination of the useful life of customer relationship and finite-lived trademark intangible assets. Actual results could differ significantly from these estimates and assumptions. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors that management believes to be reasonable under the circumstances, including the current economic environment. We adjust such estimates and assumptions when facts and circumstances dictate. Volatility in the credit and equity markets can increase the uncertainty inherent in such estimates and assumptions. (c) Subsequent Events We have evaluated subsequent events for disclosure through the date of issuance of the accompanying consolidated financial statements. (d) Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, all highly liquid instruments with maturities of three months or less when acquired are considered to be cash and cash equivalents. (e) Inventories Inventories are stated at the lower of cost or net realizable value and include direct material, direct labor, overhead, warehousing and product transfer costs. Cost is determined using the first-in, first-out and average cost methods. Inventories have been reduced by an allowance for excess, obsolete and unsaleable inventories. The allowance is an estimate based on our management’s review of inventories on hand compared to estimated future usage and sales. (f) Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation on plant and equipment is calculated using the straight-line method over the estimated useful lives of the assets, 10 to 30 years for buildings and improvements, 5 to 12 years for machinery and equipment, and 2 to 5 years for office furniture and vehicles. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. Expenditures for maintenance, repairs and minor replacements are charged to current operations. Expenditures for major replacements and betterments are capitalized. We capitalize interest on qualifying assets based on our effective interest rate. During fiscal 2023, 2022 and 2021, we capitalized $1.8 million, $1.5 million and $1.2 million, respectively. (g) Goodwill and Other Intangible Assets Goodwill and indefinite-lived intangible assets (trademarks) are not amortized. As a result, these assets are tested for impairment through qualitative and quantitative assessments at least annually and whenever events or circumstances occur indicating that goodwill or indefinite-lived intangible assets might be impaired. We perform the annual impairment tests as of the last day of each fiscal year. We test our goodwill and indefinite-lived intangible assets by comparing the fair values with the carrying values and recognize a loss for the difference. The annual goodwill impairment testing is performed by estimating the fair value of our company based on discounted cash flows that reflect certain third-party market value indicators. Similarly, the annual impairment testing for indefinite-lived intangible assets is performed by estimating the fair value of our indefinite-lived intangible assets based on discounted cash flows that reflect certain third-party market value indicators. Calculating the fair values of goodwill and indefinite-lived intangible assets for these purposes requires significant estimates and assumptions by management, including future cash flows consistent with management’s expectations, annual sales growth rates, and certain assumptions underlying a discount rate based on available market data. Significant management judgment is necessary to estimate the impact of competitive operating, macroeconomic and other factors to estimate the future levels of sales and cash flows. Customer relationships and finite-lived trademarks are presented at cost, net of accumulated amortization, and are amortized on a straight-line basis over their estimated useful lives of 10 to 20 years. (h) Deferred Debt Financing Costs Deferred debt financing costs are capitalized and amortized over the term of the related debt agreements and are included as a reduction of long-term debt, except for the revolving credit facility, for which the deferred debt financing costs are included in other assets. Amortization of deferred debt financing costs for fiscal 2023, 2022 and 2021 was $7.5 million, $4.7 million and $4.6 million, respectively. (i) Long-Lived Assets Long-lived assets, such as property, plant and equipment, and intangible assets with estimated useful lives, are depreciated or amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Recoverability of assets held for sale is measured by a comparison of the carrying amount of an asset or asset group to their fair value less estimated costs to sell. Estimating future cash flows and calculating the fair value of assets requires significant estimates and assumptions by management. Assets to be disposed of are separately presented in the consolidated balance sheets and are no longer depreciated. (j) Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) includes foreign currency translation adjustments relating to assets and liabilities located in our foreign subsidiaries and changes in our pension benefits due to the initial adoption and ongoing application of the authoritative accounting literature relating to pensions, net of tax. (k) Revenue Recognition Revenues are recognized when our performance obligation is satisfied. Our primary performance obligation is satisfied when products are shipped. We report all amounts billed to a customer in a sale transaction as revenue, including those amounts related to shipping and handling. Shipping and handling costs are included in cost of goods sold. Consideration from a vendor to a retailer is presumed to be a reduction to the selling prices of the vendor’s products and, therefore, is characterized as a reduction of sales when recognized in the vendor’s income statement. As a result, coupon incentives, slotting and promotional expenses are recorded as a reduction of sales. Additionally, certain payments to customers related to in-store display incentives, or marketing development funds, are also recorded as a reduction of sales. (l) Selling, General and Administrative Expenses We promote our products with advertising, consumer incentives and trade promotions. These programs include, but are not limited to, discounts, slotting fees, coupons, rebates, in-store display incentives and volume-based incentives. Consumer incentive and trade promotion activities are recorded as a reduction to revenues based on amounts estimated as being due to customers and consumers at the end of a period. We base these estimates principally on historical utilization and redemption rates. We expense our advertising costs either in the period the advertising first takes place or as incurred. Advertising expenses were approximately $6.5 million, $5.2 million and $7.2 million, for fiscal 2023, 2022 and 2021, respectively. (m) Pension Plans We maintain four company-sponsored defined benefit pension plans covering approximately 22.2% of our employees. Our funding policy is to contribute annually the amount recommended by our actuaries. From time to time, however, we voluntarily contribute greater or lesser amounts based on pension asset performance, tax considerations and other relevant factors. (n) Share-Based Compensation Expense We provide compensation benefits in the form of performance share long-term incentive awards (LTIAs), restricted stock, common stock and stock options to employees and non-employee directors. The cost of share-based compensation is recorded at fair value at the date of grant and expensed in our consolidated statements of operations over the requisite service period, if any. Performance share LTIAs granted to our executive officers and certain other members of senior management entitle each participant to earn shares of common stock upon the attainment of certain performance goals over the applicable performance period. The recognition of compensation expense for the performance share LTIAs is initially based on the probable outcome of the performance condition based on the fair value of the award on the date of grant and the anticipated number of shares to be awarded on a straight-line basis over the applicable performance period. The fair value of the awards on the date of grant is determined based upon the closing price of our common stock on the applicable measurement dates (i.e., the deemed grant dates for accounting purposes) reduced by the present value of expected dividends using the risk-free interest-rate as the award holders are not entitled to dividends or dividend equivalents during the vesting period. Our company’s performance against the defined performance goals are re-evaluated on a quarterly basis throughout the applicable performance period and the recognition of compensation expense is adjusted for subsequent changes in the estimated or actual outcome. The cumulative effect of a change in the estimated number of shares of common stock to be issued in respect of performance share awards is recognized as an adjustment to earnings in the period of the revision. The fair value of stock option awards is estimated on the date of grant using the Black-Scholes option pricing model and is recognized in expense over the vesting period of the options using the straight-line method. The Black-Scholes option pricing model requires various assumptions, including the expected volatility of our stock, the expected term of the option, the risk-free interest rate and the expected dividend yield. Expected volatility is based on both historical and implied volatilities of our common stock over the estimated expected term of the award. The risk-free rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. All stock option grants have an exercise price equal to or greater than the fair market value of our common stock on the date of grant and have a 10-year term. We recognize compensation expense for only that portion of share-based awards that are expected to vest. We utilize historical employee termination behavior to determine our estimated forfeiture rates. If the actual forfeitures differ from those estimated by management, adjustments to compensation expense will be made in future periods. (o) Income Tax Expense Estimates and Policies Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities of our company are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax asset will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. As part of the income tax provision process of preparing our consolidated financial statements, we are required to estimate our income taxes. This process involves estimating our current tax expenses together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities. We then assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe the recovery is not likely, we establish a valuation allowance. Further, to the extent that we establish a valuation allowance or increase this allowance in a financial accounting period, we include such charge in our tax provision, or reduce our tax benefits in our consolidated statements of operations. We use our judgment to determine our provision or benefit for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against our deferred tax assets. There are various factors that may cause these tax assumptions to change in the near term, and we may have to record a valuation allowance against our deferred tax assets. We cannot predict whether future U.S. federal and state income tax laws and regulations might be passed that could have a material effect on our results of operations. See Note 10, “Income Taxes,” for a discussion of the Tax Cuts and Jobs Act enacted in December 2017, which we refer to in this report as the “U.S. Tax Act.” We assess the impact of significant changes to the U.S. federal, state and international income tax laws and regulations on a regular basis and update the assumptions and estimates used to prepare our consolidated financial statements when new regulations and legislation are enacted. We recognize the benefit of an uncertain tax position that we have taken or expect to take on our income tax returns if it is “more likely than not” that such tax position will be sustained based on its technical merits. (p) Dividends Cash dividends, if any, are accrued as a liability on our consolidated balance sheets when declared and recorded as a decrease to additional paid-in capital, or as a decrease to retained earnings when additional paid-in capital has a zero balance. (q) Earnings Per Share Basic earnings per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding. Diluted earnings per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding plus all additional shares of common stock that would have been outstanding if potentially dilutive shares of common stock had been issued upon the exercise of stock options or in connection with performance share LTIAs that may be earned as of the beginning of the period using the treasury stock method. The table below shows net income, weighted average common shares outstanding and earnings per share for fiscal 2023, 2022 and 2021, respectively (in thousands, except share and per share data): Fiscal Fiscal Fiscal 2023 (1) 2022 (1) 2021 (In thousands, except share and per share data) Net (loss) income $ (66,198) $ (11,370) $ 67,363 Weighted average common shares outstanding: Basic 74,267,132 70,468,061 65,087,624 Net effect of potentially dilutive share-based compensation awards (2) — — 659,002 Diluted 74,267,132 70,468,061 65,746,626 (Loss) earnings per share: Basic $ (0.89) $ (0.16) $ 1.03 Diluted $ (0.89) $ (0.16) $ 1.02 (1) For fiscal 2023 and 2022, there are no potentially dilutive share-based compensation awards included in the calculation of diluted weighted average common shares outstanding, as their effect was antidilutive. (2) For fiscal 2021, outstanding stock options of 487,395 were excluded from diluted earnings per share as their effect was antidilutive. (r) Accounting Standards Adopted in Fiscal 2023 In October 2021, the Financial Accounting Standards Board (FASB) issued a new Accounting Standards Update (ASU) that provides an exception to fair value measurement for revenue contracts acquired in business combinations. This guidance became effective during fiscal 2023 and will be applied to any future business combinations that occur. The adoption of this ASU did not have a material impact to our consolidated financial statements or related disclosures. (s) Recently Issued Accounting Standards – Pending Adoption In December 2023, the FASB issued a new ASU that requires improved disclosures related to the rate reconciliation and income taxes paid. This ASU requires companies to reconcile the income tax expense attributable to continuing operations to the statutory federal income tax rate applied to pre-tax income from continuing operations. This ASU is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The guidance is required to be applied on a prospective basis with the option to apply retrospectively to all prior periods presented in the financial statements. We are currently evaluating the expected impact to our consolidated financial statements and related disclosures. In November 2023, the FASB issued a new ASU that enhances segment disclosures and requires additional disclosures of segment expenses. This ASU is effective for annual periods in fiscal years beginning after December 15, 2023, and interim periods thereafter. Early adoption is permitted. Retrospective adoption is required for all prior periods presented. As this ASU requires only additional disclosures, the adoption of this ASU will not impact our consolidated financial position, results of operations or liquidity. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 30, 2023 | |
Acquisitions and Divestitures | |
Acquisitions and Divestitures | (3) Acquisitions and Divestitures We account for acquisitions using the acquisition method of accounting and, accordingly, have included the assets acquired, liabilities assumed and results of operations in our consolidated financial statements from the respective date of acquisition. The excess of the purchase price over the fair value of identifiable net assets acquired represents goodwill. Indefinite-lived trademarks are deemed to have an indefinite useful life and are not amortized. Customer relationships and finite-lived trademarks acquired are amortized over 10 to 20 years. Goodwill and other intangible assets are deductible for income tax purposes. Inventory has been recorded at estimated selling price less costs of disposal and a reasonable selling profit and the property, plant and equipment and other intangible assets (including trademarks, customer relationships and other intangible assets) acquired have been recorded at fair value as determined by our management with the assistance of a third-party valuation specialist. See Note 6, “Goodwill and Other Intangible Assets.” Yuma Acquisition On May 5, 2022, we completed the acquisition of the frozen vegetable manufacturing operations of Growers Express, LLC, whose primary business at the time of the acquisition was co-manufacturing certain Green Giant Green Giant Green Giant Veggie Spirals Green Giant The following table sets forth the allocation of the Yuma acquisition purchase price to the estimated fair value of the net assets acquired at the date of acquisition: Purchase Price Allocation (in thousands): May 5, 2022 Inventories $ 3,342 Prepaid expenses and other current assets 187 Property, plant and equipment, net 12,508 Operating lease right-of-use assets 12,770 Finance lease right-of-use assets 3,529 Other intangible assets, net 4,483 Current portion of operating lease liabilities (1,624) Current portion of finance lease liabilities (1,035) Long-term operating lease liabilities, net of current portion (8,756) Long-term finance lease liabilities, net of current portion (2,493) Goodwill 4,379 Total purchase price (paid in cash) $ 27,290 Unaudited Pro Forma Summary of Operations The Yuma acquisition was not material to our consolidated results of operations or financial position and, therefore, pro forma financial information is not presented for that acquisition. Divestiture of Green Giant U.S. Shelf-Stable Product Line During the third quarter of 2023, we reclassified $201.8 million of assets related to our Green Giant Green Giant Green Giant Green Giant Le Sueur Green Giant Green Giant Green Giant During the fourth quarter of 2023, we recognized a pre-tax loss on the divestiture of $137.7 million, as calculated below (in thousands): Cash received (1) $ 55,305 Less: Assets sold: Trademarks — indefinite-lived intangible assets $ 115,340 Inventories 73,567 Customer relationships — finite-lived intangible assets 4,111 Total assets sold 193,018 Pre-tax loss on sale of assets (2) $ (137,713) (1) Cash received of $55.3 million is net of a post-closing inventory adjustment of $0.3 million. (2) Pre-tax loss on sale of assets of $137.7 million consists of $132.9 million and $4.8 million recorded during the third quarter and fourth quarter of 2023, respectively. Back to Nature Divestiture On December 15, 2022, we entered into an agreement to sell the Back to Nature Back to Nature During fiscal 2022, we reclassified $157.7 million of assets related to our Back to Nature Back to Nature Effective January 3, 2023, the first business day of fiscal 2023, we completed the Back to Nature Back to Nature Cash received $ 51,414 Less: Assets sold: Trademarks — indefinite-lived intangible assets $ 109,900 Goodwill 29,500 Customer relationships — finite-lived intangible assets 11,025 Inventories 7,323 Impairment of assets held for sale recorded during fiscal 2022 (106,434) Total assets sold 51,314 Expenses 185 Pre-tax loss on sale of assets $ (85) As a result of the Back to Nature |
Inventories
Inventories | 12 Months Ended |
Dec. 30, 2023 | |
Inventories | |
Inventories | (4) Inventories Inventories consist of the following, as of the dates indicated (in thousands): December 30, 2023 December 31, 2022 Raw materials and packaging $ 92,707 $ 126,947 Work-in-process 128,073 208,183 Finished goods 348,200 391,338 Inventories $ 568,980 $ 726,468 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 12 Months Ended |
Dec. 30, 2023 | |
Property, Plant and Equipment, net. | |
Property, Plant and Equipment, net | (5) Property, plant and equipment, net, consists of the following as of the dates indicated (in thousands): December 30, 2023 December 31, 2022 Land and improvements $ 26,176 $ 25,509 Buildings and improvements 163,052 152,341 Machinery and equipment 428,713 413,563 Office furniture, vehicles and computer equipment 97,249 93,843 Construction-in-progress 13,182 23,152 Property, plant and equipment, cost 728,372 708,408 Less: accumulated depreciation (426,084) (390,821) Property, plant and equipment, net $ 302,288 $ 317,587 Depreciation expense was $47.8 million, $58.6 million and $61.3 million for fiscal 2023, 2022 and 2021, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 30, 2023 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | (6) Goodwill and Other Intangible Assets The carrying amounts of goodwill and other intangible assets, as of the dates indicated, consist of the following (in thousands): December 30, 2023 December 31, 2022 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Finite-Lived Intangible Assets Trademarks $ 6,800 $ 4,836 $ 1,964 $ 6,800 $ 4,382 $ 2,418 Customer relationships 386,235 199,006 187,229 396,565 184,966 211,599 Total finite-lived intangible assets $ 393,035 $ 203,842 $ 189,193 $ 403,365 $ 189,348 $ 214,017 Indefinite-Lived Intangible Assets Goodwill $ 619,399 $ 619,241 Trademarks 1,438,643 1,574,140 Total indefinite-lived intangible assets $ 2,058,042 $ 2,193,381 Total goodwill and other intangible assets $ 2,247,235 $ 2,407,398 Amortization expense associated with finite-lived intangible assets was $20.8 million, $21.3 million and $21.6 million during fiscal 2023, 2022 and 2021, respectively, and is recorded in operating expenses. We expect to recognize $20.4 million of amortization expense in each of the fiscal years 2024 and 2025 We completed our annual impairment tests for fiscal 2023, fiscal 2022 and fiscal 2021 with no adjustments to the carrying values of goodwill. Our testing indicates that the implied fair value of our company is in excess of the carrying value. However, a change in the cash flow assumptions could result in an impairment of goodwill. Our annual impairment tests for fiscal 2023 resulted in our company recording pre-tax, non-cash impairment charges to intangible trademark assets for our Baker’s Joy Molly McButter Sugar Twin New York Flatbreads Baker’s Joy Sugar Twin Molly McButter New York Flatbreads Additionally, in connection with the divestiture of our Green Giant Green Giant We completed our annual impairment tests for fiscal 2022 with no adjustments to the carrying values of indefinite-lived intangible assets. However, in connection with our decision to sell the Back to Nature Our annual impairment tests for fiscal 2021 resulted in our company recording non-cash impairment charges to trademarks for the Static Guard SnackWell’s Molly McButter Farmwise Static Guard Molly McButter SnackWell’s Farmwise If future revenues and contributions to our operating results for any of our brands, including newly acquired brands, deteriorate, at rates in excess of our current projections, we may be required to record additional non-cash impairment charges to certain intangible assets. In addition, any significant decline in our market capitalization or changes in discount rates, even if due to macroeconomic factors, could put pressure on the carrying value of our goodwill. A determination that all or a portion of our goodwill or indefinite-lived intangible assets are impaired, although a non-cash charge to operations, could have a material adverse effect on our business, consolidated financial condition and results of operations. For a further discussion of our annual impairment testing of goodwill and indefinite-lived intangible assets (trademarks), see Note 2(g), “Summary of Significant Accounting Policies— Goodwill and Other Intangible Assets |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 30, 2023 | |
Long-Term Debt | |
Long-Term Debt | (7) Long-Term Debt Long-term debt consists of the following, as of the dates indicated (in thousands): December 30, 2023 December 31, 2022 Revolving credit loans due 2025: Outstanding principal $ 170,000 $ 282,500 Revolving credit loans, net (1) 170,000 282,500 Tranche B term loans due 2026: Outstanding principal 528,625 671,625 Unamortized deferred debt financing costs (1,925) (4,175) Unamortized discount (1,182) (3,093) Tranche B term loans due 2026, net 525,518 664,357 5.25% senior notes due 2025: Outstanding principal 265,392 900,000 Unamortized deferred debt financing costs (636) (3,890) Unamortized premium 200 1,213 5.25% senior notes due 2025, net 264,956 897,323 5.25% senior notes due 2027: Outstanding principal 550,000 550,000 Unamortized deferred debt financing costs (4,159) (5,131) 5.25% senior notes due 2027, net 545,841 544,869 8.00% senior secured notes due 2028: Outstanding principal 550,000 — Unamortized deferred debt financing costs (8,599) — Unamortized discount (2,628) — 8.00% senior secured notes due 2028, net 538,773 — Total long-term debt, net of unamortized deferred debt financing costs and discount/premium 2,045,088 2,389,049 Current portion of long-term debt (2) (22,000) (50,000) Long-term debt, net of unamortized deferred debt financing costs and discount/premium and excluding current portion $ 2,023,088 $ 2,339,049 (1) Unamortized deferred debt financing costs related to our revolving credit facility were $1.8 million and $2.8 million as of December 30, 2023 and December 31, 2022, respectively. These amounts are included in other assets in the accompanying consolidated balance sheets. (2) See “ O ffer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale ” below. Senior Secured Credit Agreement. During the first quarter of 2023, we made a mandatory prepayment of $50.0 million principal amount of tranche B term loans with proceeds from the Back to Nature sale and optional prepayments of $71.0 million of tranche B term loans from cash on hand. During the fourth quarter of 2023, we made a mandatory prepayment of $22.0 million principal amount of tranche B term loans with proceeds from the sale of the Green Giant U.S. shelf-stable product line. As of December 30, 2023, $528.6 million of tranche B term loans remain outstanding. See “O ffer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale ” below. The tranche B term loans mature on October 10, 2026. During the second quarter of 2023, we amended our credit agreement to transition the interest rate based on LIBOR available for borrowings under the credit agreement and related LIBOR-based mechanics to an interest rate based on SOFR and related SOFR-based mechanics, effective July 1, 2023. Prior to the transition to SOFR, interest under the tranche B term loan facility was determined based on alternative rates that we chose in accordance with our credit agreement, including a base rate per annum plus an applicable margin of 1.50%, and LIBOR plus an applicable margin of 2.50%. Effective July 1, 2023, interest under the tranche B term loan facility is determined based on alternative rates that we may choose in accordance with our credit agreement, including a base rate per annum plus an applicable margin of 1.50%, and SOFR plus an applicable margin of 2.50%. As of December 30, 2023, the available borrowing capacity under the revolving credit facility, net of outstanding letters of credit of $4.9 million, was $625.1 million. Proceeds of the revolving credit facility may be used for general corporate purposes, including acquisitions of targets in the same or a similar line of business as our company, subject to specified criteria. The revolving credit facility matures on December 16, 2025. Prior to the transition to SOFR, interest under the revolving credit facility, including any outstanding letters of credit, was determined based on alternative rates that we chose in accordance with the credit agreement, including a base rate per annum plus an applicable margin ranging from 0.25% to 0.75%, and LIBOR plus an applicable margin ranging from 1.25% to 1.75%, in each case depending on our consolidated leverage ratio. Effective July 1, 2023, interest under the revolving credit facility, including any outstanding letters of credit, is determined based on alternative rates that we may choose in accordance with the credit agreement, including a base rate per annum plus an applicable margin ranging from 0.25% to 0.75%, and SOFR plus an applicable margin ranging from 1.25% to 1.75%, in each case depending on our consolidated leverage ratio. We are required to pay a commitment fee of 0.50% per annum on the unused portion of the revolving credit facility. The maximum letter of credit capacity under the revolving credit facility is $50.0 million, with a fronting fee of 0.25% per annum for all outstanding letters of credit and a letter of credit fee equal to the applicable margin for revolving loans that are SOFR (previously LIBOR) loans. We may prepay term loans or permanently reduce the revolving credit facility commitment under the credit agreement at any time without premium or penalty (other than customary “breakage” costs with respect to the early termination of SOFR (previously LIBOR) loans). Subject to certain exceptions, the credit agreement provides for mandatory prepayment upon certain asset dispositions or casualty events and issuances of indebtedness. Our obligations under the credit agreement are jointly and severally and fully and unconditionally guaranteed on a senior basis by all of our existing and certain future domestic subsidiaries (other than a domestic subsidiary that is a holding company for one or more foreign subsidiaries). The credit agreement is secured by substantially all of our and our domestic subsidiaries’ assets except our and our domestic subsidiaries’ real property. The credit agreement contains customary restrictive covenants, subject to certain permitted amounts and exceptions, including covenants limiting our ability to incur additional indebtedness, pay dividends and make other restricted payments, repurchase shares of our outstanding stock and create certain liens. The credit agreement also contains certain financial maintenance covenants, which, among other things, specify a maximum consolidated leverage ratio and a minimum interest coverage ratio, each ratio as defined in the credit agreement. On June 28, 2022, we amended our credit agreement to temporarily increase the maximum consolidated leverage ratio permitted under our revolving credit facility. The amendment provides that our maximum consolidated leverage ratio (defined as the ratio, determined on a pro forma basis, of our consolidated net debt, as of the last day of any period of four consecutive fiscal quarters to our adjusted EBITDA (as defined in the credit agreement) before share-based compensation for such period), increased from 7.00 to 1.00 to 7.50 to 1.00 for the quarter ended July 2, 2022, and then increased to 8.00 to 1.00 for the quarter ended October 1, 2022 through the quarter ending September 30, 2023. The maximum consolidated leverage ratio decreased to 7.50 to 1.00 for the quarter ended December 30, 2023 and will return to 7.00 to 1.00 for the quarters ending March 30, 2024 and thereafter. We are also required to maintain a consolidated interest coverage ratio (defined as the ratio, determined on a pro forma basis, of our adjusted EBITDA (before share-based compensation) for any period of four consecutive fiscal quarters to our consolidated interest expense for such period payable in cash) of at least 1.75 to 1.00. As of December 30, 2023, we were in compliance with all of the covenants, including the financial covenants, in the credit agreement. The credit agreement also provides for an incremental term loan and revolving loan facility, pursuant to which we may request that the lenders under the credit agreement, and potentially other lenders, provide unlimited additional amounts of term loans or revolving loans or both on terms substantially consistent with those provided under the credit agreement. Among other things, the utilization of the incremental facility is conditioned on our ability to meet a maximum senior secured leverage ratio of 4.00 to 1.00, and a sufficient number of lenders or new lenders agreeing to participate in the facility. 5.25% Senior Notes due 2025. We used the net proceeds of the April 2017 offering to repay all of the then outstanding borrowings and amounts due under our revolving credit facility and tranche A term loans, to pay related fees and expenses and for general corporate purposes. We used the net proceeds of the November 2017 offering to repay all of the then outstanding borrowings and amounts due under our revolving credit facility, to pay related fees and expenses and for general corporate purposes. Interest on the 5.25% senior notes due 2025 is payable on April 1 and October 1 of each year, commencing October 1, 2017. The 5.25% senior notes due 2025 will mature on April 1, 2025, unless earlier retired or redeemed as described below. We may redeem some or all of the 5.25% senior notes due 2025 at a redemption price of 100% of the principal amount plus accrued and unpaid interest to the date of redemption. In addition, if we undergo a change of control or upon certain asset sales, we may be required to offer to repurchase the 5.25% senior notes due 2025 at the repurchase price set forth in the indenture plus accrued and unpaid interest to the date of repurchase. We may also, from time to time, seek to retire the 5.25% senior notes due 2025 through cash repurchases of the 5.25% senior notes due 2025 and/or exchanges of the 5.25% senior notes due 2025 for equity securities, in open market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material. During fiscal 2023, we repurchased $79.2 million aggregate principal amount of the 5.25% senior notes due 2025 in open market purchases at an average discounted repurchase price of 97.24% of such principal amount plus accrued and unpaid interest. We used the net proceeds from the issuance of our 8.00% senior secured notes due 2028, together with cash on hand, to redeem at par $555.4 million aggregate principal amount of our 5.25% senior notes due 2025 on October 12, 2023 and to pay accrued and unpaid interest and related fees and expenses. As of December 30, 2023, $265.4 million aggregate principal amount of the 5.25% senior notes due 2025 remain outstanding. Our obligations under the 5.25% senior notes due 2025 are jointly and severally and fully and unconditionally guaranteed on a senior basis by all of our existing and certain future domestic subsidiaries. The 5.25% senior notes due 2025 and the subsidiary guarantees are our and the guarantors’ general unsecured obligations and are effectively junior in right of payment to all of our and the guarantors’ secured indebtedness and to all existing and future indebtedness and other liabilities of our non-guarantor subsidiaries; are pari passu The indenture governing the 5.25% senior notes due 2025 contains covenants with respect to us and the guarantors and restricts the incurrence of additional indebtedness and the issuance of capital stock; the payment of dividends or distributions on, and redemption of, capital stock; a number of other restricted payments, including certain investments; creation of certain liens; certain sale-leaseback transactions; certain asset sales; fundamental changes, including consolidation, mergers and transfers of all or substantially all of our assets; and specified transactions with affiliates. Each of the covenants is subject to a number of important exceptions and qualifications. As of December 30, 2023, we were in compliance with all of the covenants in the indenture governing the 5.25% senior notes due 2025 . 5.25% Senior Notes due 2027. We used the proceeds of the offering, together with the proceeds of incremental term loans made during the fourth quarter of 2019, to redeem all of our outstanding 4.625% senior notes due 2021, repay a portion of our borrowings under our revolving credit facility, pay related fees and expenses and for general corporate purposes. Interest on the 5.25% senior notes due 2027 is payable on March 15 and September 15 of each year, commencing March 15, 2020. The 5.25% senior notes due 2027 will mature on September 15, 2027, unless earlier retired or redeemed as described below. We may redeem some or all of the 5.25% senior notes due 2027 at a redemption price of 102.625% of the principal amount beginning March 1, 2023 and thereafter at prices declining annually to 101.313% on March 1, 2024 and 100% on or after March 1, 2025, in each case plus accrued and unpaid interest to the date of redemption. In addition, if we undergo a change of control or upon certain asset sales, we may be required to offer to repurchase the 5.25% senior notes due 2027 at the repurchase price set forth in the indenture plus accrued and unpaid interest to the date of repurchase. We may also, from time to time, seek to retire the 5.25% senior notes due 2027 through cash repurchases of the 5.25% senior notes due 2027 and/or exchanges of the 5.25% senior notes due 2027 for equity securities, in open market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material. Our obligations under the 5.25% senior notes due 2027 are jointly and severally and fully and unconditionally guaranteed on a senior basis by all of our existing and certain future domestic subsidiaries. The 5.25% senior notes due 2027 and the subsidiary guarantees are our and the guarantors’ general unsecured obligations and are effectively junior in right of payment to all of our and the guarantors’ secured indebtedness and to all existing and future indebtedness and other liabilities of our non-guarantor subsidiaries; are pari passu The indenture governing the 5.25% senior notes due 2027 contains covenants with respect to us and the guarantors and restricts the incurrence of additional indebtedness and the issuance of capital stock; the payment of dividends or distributions on, and redemption of, capital stock; a number of other restricted payments, including certain investments; creation of certain liens; certain sale-leaseback transactions; certain asset sales; fundamental changes, including consolidation, mergers and transfers of all or substantially all of our assets; and specified transactions with affiliates. Each of the covenants is subject to a number of important exceptions and qualifications. As of December 30, 2023, we were in compliance with all of the covenants in the indenture governing the 5.25% senior notes due 2027. 8.00% Senior Secured Notes due 2028 The net proceeds from the offering were $538.3 million after deducting discounts, fees and expenses related to the offering. We used the net proceeds of the offering, together with cash on hand, to redeem $555.4 million aggregate principal amount of our 5.25% senior notes due 2025 on October 12, 2023 and to pay related fees and expenses. Interest on the 8.00% senior secured notes due 2028 is payable on March 15 and September 15 of each year, commencing March 15, 2024. The 8.00% senior secured notes due 2028 will mature on September 15, 2028, unless earlier retired or redeemed as described below. We may redeem some or all of the 8.00% senior secured notes due 2028 at a redemption price of 104.00% of the principal amount beginning September 15, 2025 and thereafter at prices declining annually to 102.00% on September 15, 2026 and 100.00% on or after September 15, 2027, in each case plus accrued and unpaid interest to (but not including) the date of redemption. We may redeem up to 40% of the aggregate principal amount of the 8.00% senior secured notes due 2028 prior to September 15, 2025 at a redemption price of 108.00% plus accrued and unpaid interest to (but not including) the date of redemption with the net proceeds from certain equity offerings. We may also redeem some or all of the 8.00% senior secured notes due 2028 at any time prior to September 15, 2025 at a redemption price equal to the make-whole amount set forth in the indenture plus accrued and unpaid interest to (but not including) the date of redemption. In addition, if we undergo a change of control, we may be required to offer to repurchase the 8.00% senior secured notes due 2028 at 101.00% of the aggregate principal amount, plus accrued and unpaid interest to (but not including) the date of repurchase. Upon certain asset dispositions we may be required to offer to purchase a portion of the 8.00% senior secured notes due 2028 at 100.00% of the aggregate principal amount, plus accrued and unpaid interest to (but not including) the date of repurchase. See “O ffer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale We may also, from time to time, seek to retire the 8.00% senior secured notes due 2028 through cash repurchases of the 8.00% senior secured notes due 2028 and/or exchanges of the 8.00% senior secured notes due 2028 for equity securities, in open market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material. The 8.00% senior secured notes due 2028 are our senior secured obligations and are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by each of our existing and future domestic subsidiaries (other than immaterial subsidiaries). The 8.00% senior secured notes due 2028 have the same guarantors as our credit agreement. The 8.00% senior secured notes due 2028 and the related guarantees are secured by, subject to permitted liens, first-priority security interests in certain collateral (which generally includes most of our and our guarantors’ right or interest in or to property of any kind, except for our and our guarantors’ real property and certain intangible assets), which assets also secure (and will continue to secure) our credit agreement on a pari passu basis. Pursuant to the terms of the indenture, the related collateral agreement and an intercreditor agreement, the 8.00% senior secured notes due 2028 and the guarantees rank (1) pari passu The indenture governing the 8.00% senior secured notes due 2028 contains covenants with respect to us and the guarantors and restricts the incurrence of additional indebtedness and the issuance of capital stock; the payment of dividends or distributions on, and redemption of, capital stock; a number of other restricted payments, including certain investments; creation of certain liens; certain sale-leaseback transactions; certain asset sales; fundamental changes, including consolidation, mergers and transfers of all or substantially all of our assets; and specified transactions with affiliates. Each of the covenants is subject to a number of important exceptions and qualifications. As of December 30, 2023, we were in compliance with all of the covenants in the indenture governing the 8.00% senior secured notes due 2028. Offer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale of the principal amount of such notes, plus accrued and unpaid interest, if any, to, but not including, the date fixed for the purchase of the notes tendered pursuant to the offer. The offer will not be conditioned upon a minimum principal amount of the notes being tendered. Pursuant to the indenture governing the Green Giant Senior Secured Credit Agreement, Green Giant Subsidiary Guarantees. Gain on Extinguishment of Debt Contractual Maturities Aggregate Contractual Maturities Fiscal year: 2024 (1) $ 22,000 2025 435,392 2026 528,625 2027 550,000 2028 (1) 528,000 Thereafter — Total $ 2,064,017 (1) See “ O ffer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale ” above. Accrued Interest |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 30, 2023 | |
Fair Value Measurements | |
Fair Value Measurements | (8) Fair Value Measurements The authoritative accounting literature relating to fair value measurements defines fair value 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 (an exit price). The accounting literature outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and the accounting literature details the disclosures that are required for items measured at fair value. Financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy under the accounting literature. The three levels are as follows: Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 quoted prices, such as quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value driver is observable for the asset or liability, either directly or indirectly. Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. Cash and cash equivalents, trade accounts receivable, income tax receivable, trade accounts payable, accrued expenses, income tax payable and dividends payable are reflected in the consolidated balance sheets at carrying value, which approximates fair value due to the short-term nature of these instruments. The carrying values and fair values of our revolving credit loans, term loans and senior notes as of December 30, 2023 and December 31, 2022 were as follows (in thousands): December 30, 2023 December 31, 2022 Carrying Value Fair Value Carrying Value Fair Value Revolving credit loans $ 170,000 $ 170,000 (1) $ 282,500 $ 282,500 (1) Tranche B term loans due 2026 527,443 (2) 522,169 (3) 668,532 (2) 636,777 (3) 5.25% senior notes due 2025 265,592 (4) 261,608 (3) 901,213 (4) 790,625 (3) 5.25% senior notes due 2027 550,000 497,750 (3) 550,000 420,558 (3) 8.00% senior secured notes due 2028 $ 547,372 (5) $ 572,688 (3) $ — $ — (1) Fair values are estimated based on Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. (2) The carrying value of the tranche B term loans includes a discount. At December 30, 2023 and December 31, 2022, the face amount of the tranche B term loans was $528.6 million and $671.6 million, respectively. (3) Fair values are estimated based on quoted market prices. (4) The carrying value of the 5.25% senior notes due 2025 includes a premium. At December 30, 2023 and December 31, 2022, the face amount of the 5.25% senior notes due 2025 was $265.4 million and $900.0 million, respectively. (5) The carrying value of 8.00% senior secured notes due 2028 includes a discount. At December 30, 2023, the face amount of the 8.00% senior secured notes due 2028 was $550.0 million. There was no Level 3 activity during fiscal 2023, 2022 or 2021. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Income (Loss) | (9) Accumulated Other Comprehensive Income (Loss) The reclassifications from accumulated other comprehensive income (loss) (AOCIL) for fiscal 2023, 2022 and 2021 were as follows (in thousands): Amount Reclassified From AOCIL Affected Line Item in the Statement Where Details about AOCIL Components Fiscal 2023 Fiscal 2022 Fiscal 2021 Net (Loss) Income is Presented Defined benefit pension plan items Amortization of unrecognized (gain) loss $ (35) $ 107 $ 1,648 See (1) Accumulated other comprehensive (gain) loss before tax (35) 107 1,648 Total before tax Tax expense (benefit) 9 (26) (403) Income tax (benefit) expense Total reclassification $ (26) $ 81 $ 1,245 Net of tax (1) These items are included in the computation of net periodic pension cost. See Note 12, “Pension Benefits,” for additional information. Changes in AOCIL for fiscal 2023, 2022 and 2021 were as follows (in thousands): Foreign Currency Defined Benefit Translation Pension Plan Items Adjustments Total Balance at January 2, 2021 $ (27,631) $ (7,963) $ (35,594) Other comprehensive income (loss) before reclassifications 17,042 (862) 16,180 Amounts reclassified from AOCIL 1,245 — 1,245 Net current period other comprehensive loss 18,287 (862) 17,425 Balance at January 1, 2022 (9,344) (8,825) (18,169) Other comprehensive income (loss) before reclassifications 11,708 (2,969) 8,739 Amounts reclassified from AOCIL 81 — 81 Net current period other comprehensive income (loss) 11,789 (2,969) 8,820 Balance at December 31, 2022 2,445 (11,794) (9,349) Other comprehensive income before reclassifications 1,889 10,083 11,972 Amounts reclassified from AOCIL (26) — (26) Net current period other comprehensive income 1,863 10,083 11,946 Balance at December 30, 2023 $ 4,308 $ (1,711) $ 2,597 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 30, 2023 | |
Income Taxes | |
Income Taxes | (10) Income Taxes The components of (loss) income before income tax (benefit) expense consist of the following (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 U.S. $ (67,870) $ (33,105) $ 94,953 Foreign 737 14,198 (1,299) Total $ (67,133) $ (18,907) $ 93,654 Income tax (benefit) expense consists of the following (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 Current: Federal $ 16,363 $ 12,086 $ 11,165 State 2,074 1,921 3,703 Foreign 7,023 5,353 4,154 Current income tax 25,460 19,360 19,022 Deferred: Federal (19,936) (20,674) 9,760 State (2,340) (5,145) 1,827 Foreign (4,119) (1,078) (4,318) Deferred income tax (26,395) (26,897) 7,269 Income tax (benefit) expense $ (935) $ (7,537) $ 26,291 Income tax (benefit) expense differs from the expected income tax (benefit) expense (computed by applying the U.S. federal income tax rate of 21% for fiscal 2023, 2022 and 2021, respectively, to (loss) income before income tax (benefit) expense) as a result of the following: Fiscal 2023 Fiscal 2022 Fiscal 2021 Federal income tax provision at statutory rate 21.0 % 21.0 % 21.0 % Increase (decrease): State and local taxes, net of federal benefits 3.4 6.4 5.1 Foreign income taxed at different rates, net of foreign tax credits (0.8) (4.0) 1.6 Permanent differences (0.3) 2.6 0.3 Deferred tax adjustment related to Back to Nature divestiture 10.4 — — Changes in tax rates (3.7) 13.0 (0.4) Tax credits 0.4 1.0 (0.2) Valuation allowance (31.4) — — Other 2.4 (0.1) 0.7 Total 1.4 % 39.9 % 28.1 % In fiscal 2023, 2022 and 2021, changes in state apportionment, state filings or state tax laws impacted our deferred blended state rate, resulting in a deferred state tax benefit in fiscal 2023 of $0.2 million, a state tax benefit in fiscal 2022 of $2.3 million and state tax benefit in fiscal 2021 of $0.4 million. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (in thousands): December 30, December 31, 2023 2022 Deferred tax assets: Accounts receivable, principally due to allowance $ 47 $ 24 Inventories, principally due to additional costs capitalized for tax purposes 7,357 5,866 Operating lease liabilities 16,998 16,084 Accrued expenses and other liabilities 13,000 26,869 Capital loss, net operating losses and tax credit carryforwards 25,917 4,968 Interest expense deductions limitation 46,865 22,236 Unrealized losses 21 268 Gross deferred tax assets 110,205 76,315 Valuation allowances (23,293) (2,291) Deferred tax assets, net 86,912 74,024 Deferred tax liabilities: Property, plant and equipment (29,359) (31,915) Goodwill and other intangible assets (291,711) (303,464) Prepaid expenses and other assets (333) (1,249) Operating lease right-of-use assets (16,981) (16,089) Gross deferred tax liabilities (338,384) (352,717) Net deferred tax liabilities $ (251,472) $ (278,693) In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income and reversal of deferred tax liabilities over the periods in which the deferred tax assets are deductible, a valuation allowance of $23.3 million, $2.3 million and $2.5 million was recorded during fiscal 2023, 2022 and 2021, respectively, to record only the portion of the deferred tax asset that management believes is more likely than not that we will realize the benefits of these deductible differences. The amount of the deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during future periods are reduced. At December 30, 2023 and December 31, 2022, we had $0.2 million and $0.2 million, respectively, of reserves for uncertain tax positions, which decreased due to the expiration of certain statutes of limitations, partially offset by additional interest and penalties. Our policy is to classify interest and penalties resulting from income tax uncertainties as income tax expense. At December 30, 2023 we had intangible assets of $880.7 million for tax purposes, which are amortizable through 2038. We operate in multiple taxing jurisdictions within the United States, Canada and Mexico and from time to time face audits from various tax authorities regarding the deductibility of certain expenses, state income tax nexus, intercompany transactions, transfer pricing and other matters. We remain subject to examination in all of our tax jurisdictions until the applicable statutes of limitations expire. As of December 30, 2023, a summary of the tax years that remain subject to examination in our major tax jurisdictions are: United States—Federal 2020 and forward United States—States 2019 and forward Canada 2019 and forward Mexico 2018 and forward U.S. Tax Act Under FASB ASC Topic 740, Income Taxes, we are required to revalue any deferred tax assets or liabilities in the period of enactment of change in tax rates. Beginning on January 1, 2018, the U.S. Tax Act lowered the U.S. federal corporate income tax rate from 35% to 21% on our U.S. earnings from that date and beyond. The reduction in the corporate income tax rate from 35% to 21% was effective for our fiscal 2018 and subsequent years. Our consolidated effective tax rate was approximately 1.4%, 39.9% and 28.1% for fiscal 2023, 2022 and 2021, respectively. The reduction in the income tax rate has reduced our cash income tax payments. However, we expect the impact will be partially offset as a result of the phase-out by the end of 2026 of bonus depreciation on certain business additions. The U.S. Tax Act also limits the deduction for net interest expense (including treatment of depreciation and other deductions in arriving at adjusted taxable income) incurred by a corporate taxpayer to 30% of the taxpayer’s adjusted taxable income. If we are unable to fully utilize our interest expense deductions in future periods, our cash taxes will increase. We were subject to the limitation in fiscal 2021, which increased our taxable income by $6.7 million (after a $1.1 million return to provision adjustment in fiscal 2022). Beginning with fiscal 2022, our adjusted taxable income as computed for purposes of the interest expense deduction limitation is computed after any deduction allowable for depreciation and amortization. As a result, our adjusted taxable income (used to compute the limitation) decreased and we were subject to the interest expense deduction limitation in fiscal 2023 and fiscal 2022, resulting in an increase to taxable income of $107.7 million and $90.2 million, respectively. We may continue to be subject to the interest deduction limitation in future years. We have recorded a deferred tax asset of $46.9 million and $22.2 million for fiscal 2023 and fiscal 2022, respectively, related to the interest deduction carryover, without a valuation allowance, as the disallowed interest may be carried forward indefinitely. The increase in our cash taxes resulting from the interest expense deduction limitation was approximately $25.0 million and $20.6 million for fiscal 2023 and fiscal 2022, respectively. There are various factors that may cause tax assumptions to change in the future, and we may have to record a valuation allowance against these deferred tax assets. The U.S. Treasury issued several regulations supplementing the U.S. Tax Act in 2018, including detailed guidance clarifying the calculation of the mandatory tax on previously unrepatriated earnings, application of the existing foreign tax credit rules to newly created categories and expanding details for application of the base erosion tax on affiliate payments. These regulations are to be applied retroactively and did not materially impact our 2023, 2022 or 2021 tax rates. |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 30, 2023 | |
Stockholders' Equity | |
Capital Stock | (11) Capital Stock Voting Rights. Dividends. shares of preferred stock. In the event of any liquidation, dissolution or winding up of our company, common stockholders are entitled to share ratably in our assets available for distribution to the stockholders, subject to the prior rights of holders of any outstanding preferred stock. Additional Issuance of Our Authorized Common Stock and Preferred Stock. Stock Repurchase Program At-The-Market Equity Offering Program During fiscal 2021, we sold 3,695,706 shares of our common stock under the ATM equity offering program. We generated $112.5 million in gross proceeds, or $30.44 per share, from the sales, paid commissions to the sales agents of approximately $2.2 million and incurred other fees and expenses of approximately $0.4 million. During fiscal 2022, we sold 2,853,342 shares of our common stock under the ATM equity offering program. We generated $66.6 million in gross proceeds, or $23.33 per share, from the sales, paid commissions to the sales agents of approximately $1.3 million and incurred other fees and expenses of approximately $0.2 million. During fiscal 2023, we sold 6,332,846 shares of our common stock under the ATM equity offering program. We generated $75.3 million in gross proceeds, or $11.90 per share, from the sales, paid commissions to the sales agents of approximately $1.5 million and incurred other fees and expenses of approximately $0.1 million. In the aggregate since the inception of the ATM equity offering program during the third quarter of 2021, we have sold 12,881,894 shares of common stock and generated $254.4 million in gross proceeds, or $19.75 per share, paid commissions to the sales agents of approximately $5.1 million and incurred other fees and expenses of approximately $0.6 million. Future sales of shares, if any, under the ATM equity offering program will be made by means of transactions that are deemed to be “at-the-market” offerings as defined in Rule 415 under the Securities Act of 1933, as amended, including block trades and sales made in ordinary brokers’ transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of the sale, at prices related to prevailing market prices or at negotiated prices. The timing and amount of any sales will be determined by a variety of factors considered by us. We used the net proceeds from shares sold under the ATM equity offering program during fiscal 2023, fiscal 2022 and fiscal 2021 to repay, redeem or repurchase long-term debt, to pay offering fees and expenses, and for general corporate purposes. We intend to use the net proceeds from any future sales of our common stock under the ATM offering for general corporate purposes, which could include, among other things, repayment, refinancing, redemption or repurchase of long-term debt or possible acquisitions. |
Pension Benefits
Pension Benefits | 12 Months Ended |
Dec. 30, 2023 | |
Pension Benefits | |
Pension Benefits | (12) Pension Benefits Company-Sponsored Defined Benefit Pension Plans. defined benefit pension plans are for the benefit of certain of our union employees and one is for the benefit of salaried and certain hourly employees. The benefits in the salaried and hourly plan are based on each employee’s years of service and compensation, as defined. Newly hired employees are no longer eligible to participate in any of our four company-sponsored defined benefit pension plans. The following table sets forth our defined benefit pension plans’ benefit obligation, fair value of plan assets and funded status recognized in the consolidated balance sheets. We used December 30, 2023 and December 31, 2022 measurement dates for fiscal 2023 and 2022, respectively, to calculate end of year benefit obligations, fair value of plan assets and annual net periodic benefit cost (in thousands): December 30, December 31, 2023 2022 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 151,273 $ 201,862 Actuarial loss (gain) (1) 4,701 (59,760) Service cost 5,204 8,871 Interest cost 7,436 5,464 Benefits paid (7,280) (5,164) Projected benefit obligation at end of year 161,334 151,273 Change in plan assets: Fair value of plan assets at beginning of year 151,165 187,572 Actual return on plan assets 18,398 (31,243) Employer contributions 2,500 — Benefits paid (7,280) (5,164) Fair value of plan assets at end of year 164,783 151,165 Net amount recognized: Other assets 12,005 7,741 Other long-term liabilities (8,556) (7,849) Funded status at the end of the year 3,449 (108) Amount recognized in accumulated other comprehensive income (loss) consists of: Actuarial gain (loss) 2,072 (408) Deferred taxes 2,236 2,853 Accumulated other comprehensive income $ 4,308 $ 2,445 (1) Actuarial gain primarily reflects changes in discount rates. The accumulated benefit obligations of these plans were $151.3 million and $142.8 million at December 30, 2023 and December 31, 2022, respectively. The following information presents a summary of pension plans with an accumulated benefit obligation and a projected benefit obligation in excess of plan assets (in thousands): December 30, December 31, 2023 2022 Accumulated benefit obligation $ — $ — Fair value of plan assets — — Projected benefit obligation $ 90,598 $ 83,217 Fair value of plan assets 82,042 75,368 The assumptions used in the measurement of our benefit obligation as of December 30, 2023 and December 31, 2022 are shown in the following table: December 30, December 31, 2023 2022 Discount rate 4.75 - 4.81 % 4.95 - 5.00 % Rate of compensation increase 3.50 % 3.50 % Expected long-term rate of return 7.25 % 7.50 % The discount rate used to determine year-end fiscal 2023 and fiscal 2022 pension benefit obligations was derived by matching the plans’ expected future cash flows to the corresponding yields from the FTSE Pension Discount Curve (formerly known as the Citigroup Pension Discount Curve). This yield curve has been constructed to represent the available yields on high-quality fixed-income investments across a broad range of future maturities. The overall expected long-term rate of return on plan assets assumption is based upon a building-block method, whereby the expected rate of return on each asset class is broken down into the following components: (1) inflation; (2) the real risk-free rate of return (i.e., the long-term estimate of future returns on default-free U.S. government securities); and (3) the risk premium for each asset class (i.e., the expected return in excess of the risk-free rate). All three components are based primarily on historical data, with modest adjustments to take into account additional relevant information that is currently available. For the inflation and risk-free return components, the most significant additional information is that provided by the market for nominal and inflation-indexed U.S. Treasury securities. That market provides implied forecasts of both the inflation rate and risk-free rate for the period over which currently available securities mature. The historical data on risk premiums for each asset class is adjusted to reflect any systemic changes that have occurred in the relevant markets; e.g., the higher current valuations for equities, as a multiple of earnings, relative to the longer-term average for such valuations. Net periodic pension cost includes the following components (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 Service cost—benefits earned during the period $ 5,204 $ 8,871 $ 10,434 Interest cost on projected benefit obligation 7,436 5,464 4,847 Expected return on plan assets (11,181) (12,945) (10,939) Amortization of unrecognized (gain) loss (35) 107 1,648 Net periodic pension cost $ 1,424 $ 1,497 $ 5,990 The following table sets forth the changes in amounts recorded in accumulated other comprehensive income (loss) for fiscal 2023, 2022 and 2021, respectively (in thousands): Changes in amounts recorded in accumulated other comprehensive income (loss): Fiscal 2023 Fiscal 2022 Fiscal 2021 Net gain $ 2,515 $ 15,571 $ 22,573 Amortization of unrecognized (gain) loss (35) 107 1,648 Total recorded in other comprehensive income (loss) $ 2,480 $ 15,678 $ 24,221 Our pension plan assets are managed by outside investment managers; assets are rebalanced at the end of each quarter. Our investment strategy with respect to pension assets is to maximize return while protecting principal. The investment manager has the flexibility to adjust the asset allocation and move funds to the asset class that offers the most opportunity for investment returns. The asset allocation for our pension plans at December 30, 2023 and December 31, 2022, and the target allocation for fiscal 2023, by asset category, follows: Percentage of Plan Assets at Year End Target December 30, December 31, Asset Category Allocation 2023 2022 Equity securities 70 % 57 % 57 % Fixed income securities 30 % 38 % 38 % Other — % 5 % 5 % Total 100 % 100 % 100 % The general investment objective of each of the pension plans is to grow the plan assets in relation to the plan liabilities while prudently managing the risk of a decrease in the plan’s assets relative to those liabilities. To meet this objective, our management has adopted the above target allocations that it reconsiders from time to time as circumstances change. The actual plan asset allocations may be within a range around these targets. The actual asset allocations are reviewed and rebalanced on a periodic basis. The fair values of our pension plan assets at December 30, 2023 and December 31, 2022, utilizing the fair value hierarchy discussed in Note 8, “Fair Value Measurements” follow (in thousands): December 30, 2023 December 31, 2022 Level 1 Levels 2 & 3 Level 1 Levels 2 & 3 Asset Category Cash $ 7,934 $ — $ 8,142 $ — Equity securities: U.S. mutual funds 13,561 — 11,927 — Foreign mutual funds 14,594 — 14,425 — U.S. common stocks 55,185 — 47,531 — Foreign common stocks 11,410 — 11,278 — Fixed income securities: U.S. mutual funds 62,099 — 57,862 — Total fair value of pension plan assets $ 164,783 $ — $ 151,165 $ — The investment portfolio contains a diversified blend of common stocks, bonds, cash equivalents and other investments, which may reflect varying rates of return. The investments are further diversified within each asset classification. The portfolio diversification provides protection against a single security or class of securities having a disproportionate impact on aggregate performance. Of the $55.2 million of U.S. common stocks in the investment portfolio at December 30, 2023, $4.2 million was invested in B&G Foods’ common stock. Of the $47.5 million of U.S. common stocks in the investment portfolio at December 31, 2022, $4.4 million was invested in B&G Foods’ common stock. As of December 30, 2023, pension plan benefit payments were expected to be as follows (in thousands): Pension Plan Benefit Payments Fiscal year: 2024 $ 6,352 2025 6,878 2026 7,455 2027 8,005 2028 8,588 2029 to 2033 $ 51,804 We made total contributions to our company-sponsored defined benefit pension plans of $2.5 million during fiscal 2023 and we expect to make $2.5 million of contributions to our company-sponsored defined benefit pension plans during fiscal 2024. We also sponsor defined contribution plans covering substantially all of our employees. Employees may contribute to these plans and these contributions are matched by us at varying amounts. Contributions for the matching component of these plans amounted to $4.6 million, $4.3 million and $3.8 million for fiscal 2023, 2022 and 2021, respectively. Multi-Employer Defined Benefit Pension Plan. B&G Foods made contributions to the plan of $0.6 million in fiscal 2021. In addition, we paid surcharges of approximately $0.3 million in fiscal 2021. These contributions represented less than five percent of total contributions made to the plan. In connection with the closure and sale of the Portland manufacturing facility, we withdrew from participation in the plan during the fourth quarter of 2021. As a result, we are required to make monthly withdrawal liability payments to the plan over 20 years. These payments amount to approximately $0.9 million on an annual basis beginning March 1, 2022. As of December 30, 2023, the present value of the remaining payments amounting to $12.9 million is reflected as a liability on our consolidated balance sheet. For more information about the closure and sale of the Portland manufacturing facility, see Note 17, “Sale of Portland, Maine Manufacturing Facility.” |
Leases
Leases | 12 Months Ended |
Dec. 30, 2023 | |
Leases | |
Leases | (13) Leases Operating Leases and Finance Lease As a result of the Yuma acquisition, we recognized $12.8 million of operating lease right-of-use assets and $3.5 million of finance lease right-of-use assets, and $13.9 million of total lease liabilities as of the date of acquisition of May 5, 2022. Operating leases and a finance lease are included in the accompanying consolidated balance sheets in the following line items (in thousands): December 30, December 31, 2023 2022 Right-of-use assets: Operating lease right-of-use assets $ 70,046 $ 65,809 Finance lease right-of-use assets 1,832 2,891 Total lease right-of-use assets $ 71,878 $ 68,700 Operating lease liabilities: Current portion of operating lease liabilities $ 16,939 $ 14,616 Long-term operating lease liabilities, net of current portion 53,724 51,727 Total operating lease liabilities $ 70,663 $ 66,343 Finance lease liabilities: Current portion of finance lease liabilities $ 1,070 $ 1,046 Long-term finance lease liabilities, net of current portion 726 1,795 Total finance lease liabilities $ 1,796 $ 2,841 Fiscal 2023 Fiscal 2022 Fiscal 2021 Operating cash flow information: Cash paid for amounts included in the measurement of operating lease liabilities $ 18,678 $ 16,845 $ 13,887 Cash paid for amounts included in the measurement of finance lease liabilities $ 1,099 $ 732 $ - The components of operating lease costs were as follows: Cost of goods sold $ 11,852 $ 10,294 $ 4,792 Selling, general and administrative expenses 6,909 6,614 9,180 Total operating lease costs $ 18,761 $ 16,908 $ 13,972 The components of finance lease costs were as follows: Depreciation of finance right-of-use assets $ 1,058 $ 638 $ — Interest on finance lease liabilities 54 44 — Total finance lease costs $ 1,112 $ 682 $ — Total net lease costs $ 19,873 $ 17,590 $ 13,972 Total rent expense was $20.5 million, $19.3 million and $16.1 million, including the operating lease costs of $18.8 million, $16.9 million and $14.0 million stated above, for fiscal 2023, 2022 and 2021, respectively. Because neither our operating leases nor our finance lease provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We have lease agreements that contain both lease and non-lease components. With the exception of our real estate leases, we account for our leases as a single lease component. The following table shows the weighted average lease term and weighted average discount rate for our ROU assets: December 30, December 31, 2023 2022 Weighted average remaining lease term (years) Operating leases 4.9 5.3 Finance lease 1.7 2.7 Weighted average discount rate Operating leases 3.77% 2.72% Finance lease 2.30% 2.30% As of December 30, 2023, the maturities of lease liabilities were as follows (in thousands): Operating Leases Finance Lease Total Maturities of Lease Liabilities Fiscal year: 2024 $ 19,193 $ 1,099 $ 20,292 2025 18,951 732 19,683 2026 13,677 — 13,677 2027 9,225 — 9,225 2028 7,691 — 7,691 Thereafter 8,593 — 8,593 Total undiscounted future minimum lease payments 77,330 1,831 79,161 Less: Imputed interest (6,667) (35) (6,702) Total present value of future lease liabilities $ 70,663 $ 1,796 $ 72,459 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 30, 2023 | |
Commitments and Contingencies | |
Commitments and Contingencies | (14) Commitments and Contingencies Legal Proceedings. Environmental. Collective Bargaining Agreements. employees, expired on December 31, 2023. During February 2024, we reached an agreement in principle with the United Food and Commercial Workers Union, Local No. 342, to extend the collective bargaining agreement for an additional four-year period ending December 21, 2027. We expect the new agreement will be ratified by the union employees at our Brooklyn facility in early March 2024. In addition, one of our collective bargaining agreements expires in the next While we believe that our relations with our union employees are in general good, we cannot assure you that we will be able to negotiate a new collective bargaining agreement for our Terre Haute facility on terms satisfactory to us, or at all, and without production interruptions, including labor stoppages. At this time, however, management does not expect that the outcome of these negotiations will have a material adverse impact on our business, financial condition or results of operations. Severance and Change of Control Agreements. |
Incentive Plans
Incentive Plans | 12 Months Ended |
Dec. 30, 2023 | |
Incentive Plans | |
Incentive Plans | (15) Incentive Plans Annual Bonus Plan; Special Bonus Awards. Omnibus Incentive Compensation Plan. The Omnibus Plan authorizes the grant of performance share awards, restricted stock, options, stock appreciation rights, deferred stock, stock units and cash-based awards to employees, non-employee directors and consultants. As of December 30, 2023, 5,432,804 shares of common stock were available for future issuance. Some of those shares are subject to outstanding performance share LTIAs and stock options as described in the table below. Performance Share Awards. Each performance share LTIA has a threshold, target and maximum payout. The awards are settled subject to and based upon the achievement of applicable performance objectives over the applicable performance period. If our performance fails to meet the performance threshold, then the awards will not vest and no shares will be issued pursuant to the awards. If our performance meets or exceeds the performance threshold, then a varying amount of shares from the threshold amount (50% of the target number of shares) up to the maximum amount (233.333% or 300.000%, as applicable, of the target number of shares) may be earned. Subject to the performance goal for the applicable performance period being certified in writing by our compensation committee as having been achieved, shares of common stock are issued prior to March 15 following the completion of the performance period. The following table details the activity in our performance share LTIAs for fiscal 2023: Weighted Average Number of Grant Date Fair Value Performance Shares (1) (per share) (2) Beginning of fiscal 2023 1,072,274 $ 20.26 Granted 998,191 $ 13.00 Vested (360,926) $ 10.84 Forfeited (102,771) $ 29.32 End of fiscal 2023 1,606,768 $ 17.29 (1) Solely for purposes of this table, the number of performance shares is based on the participants earning the maximum number of performance shares (i.e., 233.333% or 300.000% , as applicable, of the target number of performance shares). (2) The fair value of the awards was determined based upon the closing price of our common stock on the applicable measurement dates (i.e., the deemed grant dates for accounting purposes) reduced by the present value of expected dividends using the risk-free interest-rate as the award holders are not entitled to dividends or dividend equivalents during the vesting period. Restricted Stock Weighted Average Number of Shares Grant Date Fair Value of Restricted Stock (per share) (1) Beginning of fiscal 2023 83,294 $ 26.51 Granted 329,821 $ 15.17 Vested (40,944) $ 24.66 Forfeited (2,598) $ 18.63 End of fiscal 2023 369,573 $ 16.65 (1) The fair value of the awards was determined based upon the closing price of our common stock on the applicable measurement dates (i.e., the deemed grant dates for accounting purposes). Stock Options. Weighted Weighted Average Average Contractual Life Aggregate Options Exercise Price Remaining (Years) Intrinsic Value Outstanding at beginning of fiscal 2023 820,141 $ 31.38 6.24 $ — Granted 949,995 $ 20.00 Exercised — $ — Forfeited — $ — Expired (24,386) $ 37.04 Outstanding at end of fiscal 2023 1,745,750 $ 25.11 7.44 $ — Exercisable at end of fiscal 2023 566,873 $ 30.05 4.61 $ — The fair value of the options was estimated on the date of grant using the Black-Scholes option-pricing model utilizing the following assumptions. Expected volatility was based on both historical and implied volatilities of our common stock over the estimated expected term of the award. The expected term of the options granted represents the period of time that options were expected to be outstanding and is generally based on the “simplified method” in accordance with accounting guidance. We generally utilize the simplified method to determine the expected term of the options as we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. However, a portion of the options granted during the first quarter of 2023 were granted with exercise prices significantly above the closing price on the date of grant. For those options, we modified the method for determining the expected term and adjusted to or towards the full remaining contractual life. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury implied yield at the date of grant. The assumptions used in the Black-Scholes option-pricing model during fiscal 2023 and fiscal 2022 were as follows: Fiscal 2023 Fiscal 2022 Weighted average grant date fair value $ 2.71 $ 3.73 Expected volatility 39.6% - 43.3% 39.5% Expected term 5.5 years - 8.3 years 5.5 years Risk-free interest rate 3.6% - 3.7% 2.9% Dividend yield 5.4% - 5.9% 8.5% Non-Employee Director Grants. Stock Options. The following table details the net number of shares of common stock issued by our company during fiscal 2023, 2022 and 2021 for share-based compensation: Fiscal 2023 Fiscal 2022 Fiscal 2021 Number of performance shares vested 360,926 337,284 86,523 Shares withheld for tax withholding (131,803) (125,152) (35,281) Shares of common stock issued for performance share LTIAs 229,123 212,132 51,242 Shares of common stock issued upon the exercise of stock options — 2,227 467,152 Shares of common stock issued to non-employee directors for annual equity grants 81,531 46,773 39,251 Shares of restricted common stock issued to employees 329,821 51,590 38,098 Shares of restricted stock cancelled for tax withholding upon vesting (14,448) (15,903) (21,528) Shares of restricted stock cancelled upon forfeiture (2,598) (3,668) (1,129) Net shares of common stock issued 623,429 293,151 573,086 The following table sets forth the compensation expense recognized for share-based payments (performance share LTIAs, restricted stock, stock options, non-employee director stock grants, and other share-based payments) during the last three fiscal years and where that expense is reflected in our consolidated statements of operations (in thousands): Consolidated Statements of Operations Location Fiscal 2023 Fiscal 2022 Fiscal 2021 Compensation expense included in cost of goods sold $ 633 $ 695 $ 910 Compensation expense included in selling, general and administrative expenses 6,558 3,222 4,473 Total compensation expense for share-based payments $ 7,191 $ 3,917 $ 5,383 As of December 30, 2023, there was $7.2 million of unrecognized compensation expense related to performance share LTIAs, which is expected to be recognized over the next 2.0 fiscal years, $4.0 million of unrecognized compensation expense related to restricted stock, which is expected to be recognized over the next 2.2 fiscal years, and $2.3 million of unrecognized compensation expense related to stock options, which is expected to be recognized over the next 4.1 fiscal years. |
Net Sales by Brand
Net Sales by Brand | 12 Months Ended |
Dec. 30, 2023 | |
Net Sales by Brand | |
Net Sales by Brand | (16) Net Sales by Brand The following table sets forth net sales by brand (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 Brand: (1)(2) Crisco $ 333,691 $ 371,922 $ 293,411 Clabber Girl (3) 128,245 97,070 79,576 Back to Nature (4) 6,507 52,074 45,059 All Other Specialty Brands 253,986 252,229 249,725 Specialty Brands Total 722,429 773,295 667,771 Green Giant (5) 323,185 354,404 353,689 Green Giant (6) 108,868 131,418 145,367 Green Giant Le Sueur 41,517 40,564 45,433 Frozen & Vegetables Brands Total 473,570 526,386 544,489 Ortega 147,931 154,259 151,168 Maple Grove Farms of Vermont 86,814 84,397 81,186 Cream of Wheat 78,519 81,418 67,304 All Other Meals Brands 164,303 164,789 152,280 Meals Brands Total 477,567 484,863 451,938 Spices & Seasonings (7) 272,943 258,929 269,525 Dash 64,893 65,765 72,641 All Other Spices & Flavor Solutions Brands 50,911 53,762 49,900 Spices & Flavor Solutions Brands Total $ 388,747 $ 378,456 $ 392,066 Total Net Sales $ 2,062,313 $ 2,163,000 $ 2,056,264 (1) Table includes net sales for each of our brands whose net sales for fiscal 2023 or fiscal 2022 equaled or exceeded 3% of our total net sales for those periods and for all other brands in the aggregate. (2) Net sales for each brand includes branded net sales and, if applicable, any private label and foodservice net sales attributable to the brand. (3) Includes net sales for multiple brands acquired as part of the Clabber Girl acquisition that we completed on May 15, 2019, including, among others, the Clabber Girl , Rumford , Davis , Hearth Club and Royal brands of retail baking powder, baking soda and corn starch, and the Royal brand of foodservice dessert mixes. (4) We completed the Back to Nature sale on January 3, 2023. See Note 3, “Acquisitions and Divestitures.” Net sales for fiscal 2023 include net sales of certain Back to Nature products not part of the divestiture that we will soon transition to another brand name. (5) For fiscal 2023 and 2022, includes net sales from the Yuma acquisition, which was completed on May 5, 2022. See Note 3, “Acquisitions and Divestitures.” (6) Includes net sales of the Green Giant U.S. and Canada shelf-stable product lines. We completed the Green Giant U.S. shelf-stable divestiture on November 8, 2023. See Note 3, “Acquisitions and Divestitures.” (7) Includes net sales for multiple brands acquired as part of the spices & seasonings acquisition that we completed on November 21, 2016, as well as more recent spices & seasonings products launched and sold under license. Does not include net sales for Dash and our other legacy spices & seasonings brands. |
Sale of Portland, Maine Manufac
Sale of Portland, Maine Manufacturing Facility | 12 Months Ended |
Dec. 30, 2023 | |
Sale of Portland, Maine Manufacturing Facility | |
Sale of Portland, Maine Manufacturing Facility | (17) Sale of Portland, Maine Manufacturing Facility During the first quarter of 2022, we completed the sale of our Portland, Maine manufacturing facility and 13.5 acre property and separately sold certain equipment that had been used at the facility. We received sales proceeds for the property and the equipment of approximately $11.1 million in the aggregate and recognized a gain of $7.1 million, which is recorded in “Gain on sales of assets” in the accompanying consolidated statements of operations. The positive impact during the first quarter of 2022 of the gain on sales was partially offset by approximately $2.2 million of expenses incurred during the first quarter of 2022 relating to the closure of the facility and the transfer of manufacturing operations. |
Schedule II Schedule of Valuati
Schedule II Schedule of Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 30, 2023 | |
Schedule II Schedule of Valuation and Qualifying Accounts | |
Schedule II Schedule of Valuation and Qualifying Accounts | Schedule II B&G FOODS, INC. AND SUBSIDIARIES Schedule of Valuation and Qualifying Accounts (In thousands) Column A Column B Column C Column D Column E Additions Balance at Charged to Charged to beginning of costs and other accounts— Deductions— Balance at Description year expenses describe describe end of year Fiscal year ended January 1, 2022: Allowance for doubtful accounts and discounts $ 1,739 $ 299 — $ 41 (a) $ 1,997 Fiscal year ended December 31, 2022: Allowance for doubtful accounts and discounts $ 1,997 $ 326 — $ 14 (a) $ 2,309 Fiscal year ended December 30, 2023: Allowance for doubtful accounts and discounts $ 2,309 $ 185 — $ 239 (a) $ 2,255 (a) Represents bad-debt write-offs. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 30, 2023 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | (a) Basis of Presentation The consolidated financial statements include the accounts of B&G Foods, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated. |
Use of Estimates | (b) Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles in the United States (GAAP) requires our management to make a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Some of the more significant estimates and assumptions made by management involve revenue recognition as it relates to trade and consumer promotion expenses; pension benefits; acquisition accounting fair value allocations; the recoverability of goodwill, other intangible assets, property, plant and equipment and deferred tax assets; and the determination of the useful life of customer relationship and finite-lived trademark intangible assets. Actual results could differ significantly from these estimates and assumptions. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors that management believes to be reasonable under the circumstances, including the current economic environment. We adjust such estimates and assumptions when facts and circumstances dictate. Volatility in the credit and equity markets can increase the uncertainty inherent in such estimates and assumptions. |
Subsequent Events | (c) Subsequent Events We have evaluated subsequent events for disclosure through the date of issuance of the accompanying consolidated financial statements. |
Cash and Cash Equivalents | (d) Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, all highly liquid instruments with maturities of three months or less when acquired are considered to be cash and cash equivalents. |
Inventories | (e) Inventories Inventories are stated at the lower of cost or net realizable value and include direct material, direct labor, overhead, warehousing and product transfer costs. Cost is determined using the first-in, first-out and average cost methods. Inventories have been reduced by an allowance for excess, obsolete and unsaleable inventories. The allowance is an estimate based on our management’s review of inventories on hand compared to estimated future usage and sales. |
Property, Plant and Equipment | (f) Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation on plant and equipment is calculated using the straight-line method over the estimated useful lives of the assets, 10 to 30 years for buildings and improvements, 5 to 12 years for machinery and equipment, and 2 to 5 years for office furniture and vehicles. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. Expenditures for maintenance, repairs and minor replacements are charged to current operations. Expenditures for major replacements and betterments are capitalized. We capitalize interest on qualifying assets based on our effective interest rate. During fiscal 2023, 2022 and 2021, we capitalized $1.8 million, $1.5 million and $1.2 million, respectively. |
Goodwill and Other Intangible Assets | (g) Goodwill and Other Intangible Assets Goodwill and indefinite-lived intangible assets (trademarks) are not amortized. As a result, these assets are tested for impairment through qualitative and quantitative assessments at least annually and whenever events or circumstances occur indicating that goodwill or indefinite-lived intangible assets might be impaired. We perform the annual impairment tests as of the last day of each fiscal year. We test our goodwill and indefinite-lived intangible assets by comparing the fair values with the carrying values and recognize a loss for the difference. The annual goodwill impairment testing is performed by estimating the fair value of our company based on discounted cash flows that reflect certain third-party market value indicators. Similarly, the annual impairment testing for indefinite-lived intangible assets is performed by estimating the fair value of our indefinite-lived intangible assets based on discounted cash flows that reflect certain third-party market value indicators. Calculating the fair values of goodwill and indefinite-lived intangible assets for these purposes requires significant estimates and assumptions by management, including future cash flows consistent with management’s expectations, annual sales growth rates, and certain assumptions underlying a discount rate based on available market data. Significant management judgment is necessary to estimate the impact of competitive operating, macroeconomic and other factors to estimate the future levels of sales and cash flows. Customer relationships and finite-lived trademarks are presented at cost, net of accumulated amortization, and are amortized on a straight-line basis over their estimated useful lives of 10 to 20 years. |
Deferred Debt Financing Costs | (h) Deferred Debt Financing Costs Deferred debt financing costs are capitalized and amortized over the term of the related debt agreements and are included as a reduction of long-term debt, except for the revolving credit facility, for which the deferred debt financing costs are included in other assets. Amortization of deferred debt financing costs for fiscal 2023, 2022 and 2021 was $7.5 million, $4.7 million and $4.6 million, respectively. |
Long-Lived Assets | (i) Long-Lived Assets Long-lived assets, such as property, plant and equipment, and intangible assets with estimated useful lives, are depreciated or amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Recoverability of assets held for sale is measured by a comparison of the carrying amount of an asset or asset group to their fair value less estimated costs to sell. Estimating future cash flows and calculating the fair value of assets requires significant estimates and assumptions by management. Assets to be disposed of are separately presented in the consolidated balance sheets and are no longer depreciated. |
Accumulated Other Comprehensive Income (Loss) | (j) Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) includes foreign currency translation adjustments relating to assets and liabilities located in our foreign subsidiaries and changes in our pension benefits due to the initial adoption and ongoing application of the authoritative accounting literature relating to pensions, net of tax. |
Revenue Recognition | (k) Revenue Recognition Revenues are recognized when our performance obligation is satisfied. Our primary performance obligation is satisfied when products are shipped. We report all amounts billed to a customer in a sale transaction as revenue, including those amounts related to shipping and handling. Shipping and handling costs are included in cost of goods sold. Consideration from a vendor to a retailer is presumed to be a reduction to the selling prices of the vendor’s products and, therefore, is characterized as a reduction of sales when recognized in the vendor’s income statement. As a result, coupon incentives, slotting and promotional expenses are recorded as a reduction of sales. Additionally, certain payments to customers related to in-store display incentives, or marketing development funds, are also recorded as a reduction of sales. |
Selling, General and Administrative Expenses | (l) Selling, General and Administrative Expenses We promote our products with advertising, consumer incentives and trade promotions. These programs include, but are not limited to, discounts, slotting fees, coupons, rebates, in-store display incentives and volume-based incentives. Consumer incentive and trade promotion activities are recorded as a reduction to revenues based on amounts estimated as being due to customers and consumers at the end of a period. We base these estimates principally on historical utilization and redemption rates. We expense our advertising costs either in the period the advertising first takes place or as incurred. Advertising expenses were approximately $6.5 million, $5.2 million and $7.2 million, for fiscal 2023, 2022 and 2021, respectively. |
Pension Plans | (m) Pension Plans We maintain four company-sponsored defined benefit pension plans covering approximately 22.2% of our employees. Our funding policy is to contribute annually the amount recommended by our actuaries. From time to time, however, we voluntarily contribute greater or lesser amounts based on pension asset performance, tax considerations and other relevant factors. |
Share-Based Compensation Expense | (n) Share-Based Compensation Expense We provide compensation benefits in the form of performance share long-term incentive awards (LTIAs), restricted stock, common stock and stock options to employees and non-employee directors. The cost of share-based compensation is recorded at fair value at the date of grant and expensed in our consolidated statements of operations over the requisite service period, if any. Performance share LTIAs granted to our executive officers and certain other members of senior management entitle each participant to earn shares of common stock upon the attainment of certain performance goals over the applicable performance period. The recognition of compensation expense for the performance share LTIAs is initially based on the probable outcome of the performance condition based on the fair value of the award on the date of grant and the anticipated number of shares to be awarded on a straight-line basis over the applicable performance period. The fair value of the awards on the date of grant is determined based upon the closing price of our common stock on the applicable measurement dates (i.e., the deemed grant dates for accounting purposes) reduced by the present value of expected dividends using the risk-free interest-rate as the award holders are not entitled to dividends or dividend equivalents during the vesting period. Our company’s performance against the defined performance goals are re-evaluated on a quarterly basis throughout the applicable performance period and the recognition of compensation expense is adjusted for subsequent changes in the estimated or actual outcome. The cumulative effect of a change in the estimated number of shares of common stock to be issued in respect of performance share awards is recognized as an adjustment to earnings in the period of the revision. The fair value of stock option awards is estimated on the date of grant using the Black-Scholes option pricing model and is recognized in expense over the vesting period of the options using the straight-line method. The Black-Scholes option pricing model requires various assumptions, including the expected volatility of our stock, the expected term of the option, the risk-free interest rate and the expected dividend yield. Expected volatility is based on both historical and implied volatilities of our common stock over the estimated expected term of the award. The risk-free rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. All stock option grants have an exercise price equal to or greater than the fair market value of our common stock on the date of grant and have a 10-year term. We recognize compensation expense for only that portion of share-based awards that are expected to vest. We utilize historical employee termination behavior to determine our estimated forfeiture rates. If the actual forfeitures differ from those estimated by management, adjustments to compensation expense will be made in future periods. |
Income Tax Expense Estimates and Policies | (o) Income Tax Expense Estimates and Policies Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities of our company are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax asset will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. As part of the income tax provision process of preparing our consolidated financial statements, we are required to estimate our income taxes. This process involves estimating our current tax expenses together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities. We then assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe the recovery is not likely, we establish a valuation allowance. Further, to the extent that we establish a valuation allowance or increase this allowance in a financial accounting period, we include such charge in our tax provision, or reduce our tax benefits in our consolidated statements of operations. We use our judgment to determine our provision or benefit for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against our deferred tax assets. There are various factors that may cause these tax assumptions to change in the near term, and we may have to record a valuation allowance against our deferred tax assets. We cannot predict whether future U.S. federal and state income tax laws and regulations might be passed that could have a material effect on our results of operations. See Note 10, “Income Taxes,” for a discussion of the Tax Cuts and Jobs Act enacted in December 2017, which we refer to in this report as the “U.S. Tax Act.” We assess the impact of significant changes to the U.S. federal, state and international income tax laws and regulations on a regular basis and update the assumptions and estimates used to prepare our consolidated financial statements when new regulations and legislation are enacted. We recognize the benefit of an uncertain tax position that we have taken or expect to take on our income tax returns if it is “more likely than not” that such tax position will be sustained based on its technical merits. |
Dividends | (p) Dividends Cash dividends, if any, are accrued as a liability on our consolidated balance sheets when declared and recorded as a decrease to additional paid-in capital, or as a decrease to retained earnings when additional paid-in capital has a zero balance. |
Earnings Per Share | (q) Earnings Per Share Basic earnings per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding. Diluted earnings per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding plus all additional shares of common stock that would have been outstanding if potentially dilutive shares of common stock had been issued upon the exercise of stock options or in connection with performance share LTIAs that may be earned as of the beginning of the period using the treasury stock method. The table below shows net income, weighted average common shares outstanding and earnings per share for fiscal 2023, 2022 and 2021, respectively (in thousands, except share and per share data): Fiscal Fiscal Fiscal 2023 (1) 2022 (1) 2021 (In thousands, except share and per share data) Net (loss) income $ (66,198) $ (11,370) $ 67,363 Weighted average common shares outstanding: Basic 74,267,132 70,468,061 65,087,624 Net effect of potentially dilutive share-based compensation awards (2) — — 659,002 Diluted 74,267,132 70,468,061 65,746,626 (Loss) earnings per share: Basic $ (0.89) $ (0.16) $ 1.03 Diluted $ (0.89) $ (0.16) $ 1.02 (1) For fiscal 2023 and 2022, there are no potentially dilutive share-based compensation awards included in the calculation of diluted weighted average common shares outstanding, as their effect was antidilutive. (2) For fiscal 2021, outstanding stock options of 487,395 were excluded from diluted earnings per share as their effect was antidilutive. |
Accounting Standards Adopted and Recently Issued Accounting Standards | (r) Accounting Standards Adopted in Fiscal 2023 In October 2021, the Financial Accounting Standards Board (FASB) issued a new Accounting Standards Update (ASU) that provides an exception to fair value measurement for revenue contracts acquired in business combinations. This guidance became effective during fiscal 2023 and will be applied to any future business combinations that occur. The adoption of this ASU did not have a material impact to our consolidated financial statements or related disclosures. (s) Recently Issued Accounting Standards – Pending Adoption In December 2023, the FASB issued a new ASU that requires improved disclosures related to the rate reconciliation and income taxes paid. This ASU requires companies to reconcile the income tax expense attributable to continuing operations to the statutory federal income tax rate applied to pre-tax income from continuing operations. This ASU is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The guidance is required to be applied on a prospective basis with the option to apply retrospectively to all prior periods presented in the financial statements. We are currently evaluating the expected impact to our consolidated financial statements and related disclosures. In November 2023, the FASB issued a new ASU that enhances segment disclosures and requires additional disclosures of segment expenses. This ASU is effective for annual periods in fiscal years beginning after December 15, 2023, and interim periods thereafter. Early adoption is permitted. Retrospective adoption is required for all prior periods presented. As this ASU requires only additional disclosures, the adoption of this ASU will not impact our consolidated financial position, results of operations or liquidity. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Summary of Significant Accounting Policies | |
Schedule of calculations related to basic and diluted loss per share | The table below shows net income, weighted average common shares outstanding and earnings per share for fiscal 2023, 2022 and 2021, respectively (in thousands, except share and per share data): Fiscal Fiscal Fiscal 2023 (1) 2022 (1) 2021 (In thousands, except share and per share data) Net (loss) income $ (66,198) $ (11,370) $ 67,363 Weighted average common shares outstanding: Basic 74,267,132 70,468,061 65,087,624 Net effect of potentially dilutive share-based compensation awards (2) — — 659,002 Diluted 74,267,132 70,468,061 65,746,626 (Loss) earnings per share: Basic $ (0.89) $ (0.16) $ 1.03 Diluted $ (0.89) $ (0.16) $ 1.02 (1) For fiscal 2023 and 2022, there are no potentially dilutive share-based compensation awards included in the calculation of diluted weighted average common shares outstanding, as their effect was antidilutive. (2) For fiscal 2021, outstanding stock options of 487,395 were excluded from diluted earnings per share as their effect was antidilutive. |
Acquisitions and Divestiture (T
Acquisitions and Divestiture (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Yuma Acquisition | |
Acquisitions and Divestitures | |
Schedule of allocation of purchase price to the estimated fair value of the net assets acquired | Purchase Price Allocation (in thousands): May 5, 2022 Inventories $ 3,342 Prepaid expenses and other current assets 187 Property, plant and equipment, net 12,508 Operating lease right-of-use assets 12,770 Finance lease right-of-use assets 3,529 Other intangible assets, net 4,483 Current portion of operating lease liabilities (1,624) Current portion of finance lease liabilities (1,035) Long-term operating lease liabilities, net of current portion (8,756) Long-term finance lease liabilities, net of current portion (2,493) Goodwill 4,379 Total purchase price (paid in cash) $ 27,290 |
Back To Nature Foods Company, LLC | |
Acquisitions and Divestitures | |
Schedule of divestiture | Cash received $ 51,414 Less: Assets sold: Trademarks — indefinite-lived intangible assets $ 109,900 Goodwill 29,500 Customer relationships — finite-lived intangible assets 11,025 Inventories 7,323 Impairment of assets held for sale recorded during fiscal 2022 (106,434) Total assets sold 51,314 Expenses 185 Pre-tax loss on sale of assets $ (85) |
Green Giant | |
Acquisitions and Divestitures | |
Schedule of divestiture | Cash received (1) $ 55,305 Less: Assets sold: Trademarks — indefinite-lived intangible assets $ 115,340 Inventories 73,567 Customer relationships — finite-lived intangible assets 4,111 Total assets sold 193,018 Pre-tax loss on sale of assets (2) $ (137,713) (1) Cash received of $55.3 million is net of a post-closing inventory adjustment of $0.3 million. (2) Pre-tax loss on sale of assets of $137.7 million consists of $132.9 million and $4.8 million recorded during the third quarter and fourth quarter of 2023, respectively. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Inventories | |
Summary of Inventories | Inventories consist of the following, as of the dates indicated (in thousands): December 30, 2023 December 31, 2022 Raw materials and packaging $ 92,707 $ 126,947 Work-in-process 128,073 208,183 Finished goods 348,200 391,338 Inventories $ 568,980 $ 726,468 |
Property, Plant and Equipment_2
Property, Plant and Equipment, net (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Property, Plant and Equipment, net. | |
Schedule of Property, plant and equipment, net | Property, plant and equipment, net, consists of the following as of the dates indicated (in thousands): December 30, 2023 December 31, 2022 Land and improvements $ 26,176 $ 25,509 Buildings and improvements 163,052 152,341 Machinery and equipment 428,713 413,563 Office furniture, vehicles and computer equipment 97,249 93,843 Construction-in-progress 13,182 23,152 Property, plant and equipment, cost 728,372 708,408 Less: accumulated depreciation (426,084) (390,821) Property, plant and equipment, net $ 302,288 $ 317,587 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Goodwill and Other Intangible Assets | |
Schedule of goodwill and other intangible assets | The carrying amounts of goodwill and other intangible assets, as of the dates indicated, consist of the following (in thousands): December 30, 2023 December 31, 2022 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Finite-Lived Intangible Assets Trademarks $ 6,800 $ 4,836 $ 1,964 $ 6,800 $ 4,382 $ 2,418 Customer relationships 386,235 199,006 187,229 396,565 184,966 211,599 Total finite-lived intangible assets $ 393,035 $ 203,842 $ 189,193 $ 403,365 $ 189,348 $ 214,017 Indefinite-Lived Intangible Assets Goodwill $ 619,399 $ 619,241 Trademarks 1,438,643 1,574,140 Total indefinite-lived intangible assets $ 2,058,042 $ 2,193,381 Total goodwill and other intangible assets $ 2,247,235 $ 2,407,398 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Long-Term Debt | |
Schedule of long-term debt | Long-term debt consists of the following, as of the dates indicated (in thousands): December 30, 2023 December 31, 2022 Revolving credit loans due 2025: Outstanding principal $ 170,000 $ 282,500 Revolving credit loans, net (1) 170,000 282,500 Tranche B term loans due 2026: Outstanding principal 528,625 671,625 Unamortized deferred debt financing costs (1,925) (4,175) Unamortized discount (1,182) (3,093) Tranche B term loans due 2026, net 525,518 664,357 5.25% senior notes due 2025: Outstanding principal 265,392 900,000 Unamortized deferred debt financing costs (636) (3,890) Unamortized premium 200 1,213 5.25% senior notes due 2025, net 264,956 897,323 5.25% senior notes due 2027: Outstanding principal 550,000 550,000 Unamortized deferred debt financing costs (4,159) (5,131) 5.25% senior notes due 2027, net 545,841 544,869 8.00% senior secured notes due 2028: Outstanding principal 550,000 — Unamortized deferred debt financing costs (8,599) — Unamortized discount (2,628) — 8.00% senior secured notes due 2028, net 538,773 — Total long-term debt, net of unamortized deferred debt financing costs and discount/premium 2,045,088 2,389,049 Current portion of long-term debt (2) (22,000) (50,000) Long-term debt, net of unamortized deferred debt financing costs and discount/premium and excluding current portion $ 2,023,088 $ 2,339,049 (1) Unamortized deferred debt financing costs related to our revolving credit facility were $1.8 million and $2.8 million as of December 30, 2023 and December 31, 2022, respectively. These amounts are included in other assets in the accompanying consolidated balance sheets. (2) See “ O ffer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale ” below. |
Schedule of aggregate contractual maturities of long-term debt | Aggregate Contractual Maturities Fiscal year: 2024 (1) $ 22,000 2025 435,392 2026 528,625 2027 550,000 2028 (1) 528,000 Thereafter — Total $ 2,064,017 (1) See “ O ffer to Partially Redeem 8.00% Senior Secured Notes Due 2028 Upon Asset Sale ” above. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Fair Value Measurements | |
Summary of carrying values and fair values of our revolving credit loans, term loans and senior notes | The carrying values and fair values of our revolving credit loans, term loans and senior notes as of December 30, 2023 and December 31, 2022 were as follows (in thousands): December 30, 2023 December 31, 2022 Carrying Value Fair Value Carrying Value Fair Value Revolving credit loans $ 170,000 $ 170,000 (1) $ 282,500 $ 282,500 (1) Tranche B term loans due 2026 527,443 (2) 522,169 (3) 668,532 (2) 636,777 (3) 5.25% senior notes due 2025 265,592 (4) 261,608 (3) 901,213 (4) 790,625 (3) 5.25% senior notes due 2027 550,000 497,750 (3) 550,000 420,558 (3) 8.00% senior secured notes due 2028 $ 547,372 (5) $ 572,688 (3) $ — $ — (1) Fair values are estimated based on Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. (2) The carrying value of the tranche B term loans includes a discount. At December 30, 2023 and December 31, 2022, the face amount of the tranche B term loans was $528.6 million and $671.6 million, respectively. (3) Fair values are estimated based on quoted market prices. (4) The carrying value of the 5.25% senior notes due 2025 includes a premium. At December 30, 2023 and December 31, 2022, the face amount of the 5.25% senior notes due 2025 was $265.4 million and $900.0 million, respectively. (5) The carrying value of 8.00% senior secured notes due 2028 includes a discount. At December 30, 2023, the face amount of the 8.00% senior secured notes due 2028 was $550.0 million. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss) | |
Schedule of reclassification from accumulated other comprehensive income (loss) | The reclassifications from accumulated other comprehensive income (loss) (AOCIL) for fiscal 2023, 2022 and 2021 were as follows (in thousands): Amount Reclassified From AOCIL Affected Line Item in the Statement Where Details about AOCIL Components Fiscal 2023 Fiscal 2022 Fiscal 2021 Net (Loss) Income is Presented Defined benefit pension plan items Amortization of unrecognized (gain) loss $ (35) $ 107 $ 1,648 See (1) Accumulated other comprehensive (gain) loss before tax (35) 107 1,648 Total before tax Tax expense (benefit) 9 (26) (403) Income tax (benefit) expense Total reclassification $ (26) $ 81 $ 1,245 Net of tax (1) These items are included in the computation of net periodic pension cost. See Note 12, “Pension Benefits,” for additional information. |
Schedule of changes in accumulated other comprehensive income loss | Changes in AOCIL for fiscal 2023, 2022 and 2021 were as follows (in thousands): Foreign Currency Defined Benefit Translation Pension Plan Items Adjustments Total Balance at January 2, 2021 $ (27,631) $ (7,963) $ (35,594) Other comprehensive income (loss) before reclassifications 17,042 (862) 16,180 Amounts reclassified from AOCIL 1,245 — 1,245 Net current period other comprehensive loss 18,287 (862) 17,425 Balance at January 1, 2022 (9,344) (8,825) (18,169) Other comprehensive income (loss) before reclassifications 11,708 (2,969) 8,739 Amounts reclassified from AOCIL 81 — 81 Net current period other comprehensive income (loss) 11,789 (2,969) 8,820 Balance at December 31, 2022 2,445 (11,794) (9,349) Other comprehensive income before reclassifications 1,889 10,083 11,972 Amounts reclassified from AOCIL (26) — (26) Net current period other comprehensive income 1,863 10,083 11,946 Balance at December 30, 2023 $ 4,308 $ (1,711) $ 2,597 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Income Taxes | |
Schedule of components of income before income tax expense (benefit) | The components of (loss) income before income tax (benefit) expense consist of the following (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 U.S. $ (67,870) $ (33,105) $ 94,953 Foreign 737 14,198 (1,299) Total $ (67,133) $ (18,907) $ 93,654 |
Summary of income tax expense (benefit) | Income tax (benefit) expense consists of the following (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 Current: Federal $ 16,363 $ 12,086 $ 11,165 State 2,074 1,921 3,703 Foreign 7,023 5,353 4,154 Current income tax 25,460 19,360 19,022 Deferred: Federal (19,936) (20,674) 9,760 State (2,340) (5,145) 1,827 Foreign (4,119) (1,078) (4,318) Deferred income tax (26,395) (26,897) 7,269 Income tax (benefit) expense $ (935) $ (7,537) $ 26,291 |
Reconciliation of provision for income taxes at the statutory rate and the effective tax rate | Fiscal 2023 Fiscal 2022 Fiscal 2021 Federal income tax provision at statutory rate 21.0 % 21.0 % 21.0 % Increase (decrease): State and local taxes, net of federal benefits 3.4 6.4 5.1 Foreign income taxed at different rates, net of foreign tax credits (0.8) (4.0) 1.6 Permanent differences (0.3) 2.6 0.3 Deferred tax adjustment related to Back to Nature divestiture 10.4 — — Changes in tax rates (3.7) 13.0 (0.4) Tax credits 0.4 1.0 (0.2) Valuation allowance (31.4) — — Other 2.4 (0.1) 0.7 Total 1.4 % 39.9 % 28.1 % |
Tax effects of temporary differences that give rise to significant portions of deferred tax assets and deferred tax liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (in thousands): December 30, December 31, 2023 2022 Deferred tax assets: Accounts receivable, principally due to allowance $ 47 $ 24 Inventories, principally due to additional costs capitalized for tax purposes 7,357 5,866 Operating lease liabilities 16,998 16,084 Accrued expenses and other liabilities 13,000 26,869 Capital loss, net operating losses and tax credit carryforwards 25,917 4,968 Interest expense deductions limitation 46,865 22,236 Unrealized losses 21 268 Gross deferred tax assets 110,205 76,315 Valuation allowances (23,293) (2,291) Deferred tax assets, net 86,912 74,024 Deferred tax liabilities: Property, plant and equipment (29,359) (31,915) Goodwill and other intangible assets (291,711) (303,464) Prepaid expenses and other assets (333) (1,249) Operating lease right-of-use assets (16,981) (16,089) Gross deferred tax liabilities (338,384) (352,717) Net deferred tax liabilities $ (251,472) $ (278,693) |
Summary of the tax years that remain subject to examination | United States—Federal 2020 and forward United States—States 2019 and forward Canada 2019 and forward Mexico 2018 and forward |
Pension Benefits (Tables)
Pension Benefits (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Schedule of defined benefit pension plans' benefit obligation, fair value of plans assets and funded status recognized in the consolidated balance sheets | We used December 30, 2023 and December 31, 2022 measurement dates for fiscal 2023 and 2022, respectively, to calculate end of year benefit obligations, fair value of plan assets and annual net periodic benefit cost (in thousands): December 30, December 31, 2023 2022 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 151,273 $ 201,862 Actuarial loss (gain) (1) 4,701 (59,760) Service cost 5,204 8,871 Interest cost 7,436 5,464 Benefits paid (7,280) (5,164) Projected benefit obligation at end of year 161,334 151,273 Change in plan assets: Fair value of plan assets at beginning of year 151,165 187,572 Actual return on plan assets 18,398 (31,243) Employer contributions 2,500 — Benefits paid (7,280) (5,164) Fair value of plan assets at end of year 164,783 151,165 Net amount recognized: Other assets 12,005 7,741 Other long-term liabilities (8,556) (7,849) Funded status at the end of the year 3,449 (108) Amount recognized in accumulated other comprehensive income (loss) consists of: Actuarial gain (loss) 2,072 (408) Deferred taxes 2,236 2,853 Accumulated other comprehensive income $ 4,308 $ 2,445 (1) Actuarial gain primarily reflects changes in discount rates. |
Schedule of accumulated benefit obligation and projected benefit obligation | The following information presents a summary of pension plans with an accumulated benefit obligation and a projected benefit obligation in excess of plan assets (in thousands): December 30, December 31, 2023 2022 Accumulated benefit obligation $ — $ — Fair value of plan assets — — Projected benefit obligation $ 90,598 $ 83,217 Fair value of plan assets 82,042 75,368 |
Schedule of weighted-average assumptions | December 30, December 31, 2023 2022 Discount rate 4.75 - 4.81 % 4.95 - 5.00 % Rate of compensation increase 3.50 % 3.50 % Expected long-term rate of return 7.25 % 7.50 % |
Schedule of components of net periodic pension costs | Net periodic pension cost includes the following components (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 Service cost—benefits earned during the period $ 5,204 $ 8,871 $ 10,434 Interest cost on projected benefit obligation 7,436 5,464 4,847 Expected return on plan assets (11,181) (12,945) (10,939) Amortization of unrecognized (gain) loss (35) 107 1,648 Net periodic pension cost $ 1,424 $ 1,497 $ 5,990 |
Schedule of target asset allocation and plan assets at year end | Percentage of Plan Assets at Year End Target December 30, December 31, Asset Category Allocation 2023 2022 Equity securities 70 % 57 % 57 % Fixed income securities 30 % 38 % 38 % Other — % 5 % 5 % Total 100 % 100 % 100 % |
Schedule of fair values of pension plan assets utilizing the fair value hierarchy | The fair values of our pension plan assets at December 30, 2023 and December 31, 2022, utilizing the fair value hierarchy discussed in Note 8, “Fair Value Measurements” follow (in thousands): December 30, 2023 December 31, 2022 Level 1 Levels 2 & 3 Level 1 Levels 2 & 3 Asset Category Cash $ 7,934 $ — $ 8,142 $ — Equity securities: U.S. mutual funds 13,561 — 11,927 — Foreign mutual funds 14,594 — 14,425 — U.S. common stocks 55,185 — 47,531 — Foreign common stocks 11,410 — 11,278 — Fixed income securities: U.S. mutual funds 62,099 — 57,862 — Total fair value of pension plan assets $ 164,783 $ — $ 151,165 $ — |
Schedule of Pension Plan Benefit Payments | As of December 30, 2023, pension plan benefit payments were expected to be as follows (in thousands): Pension Plan Benefit Payments Fiscal year: 2024 $ 6,352 2025 6,878 2026 7,455 2027 8,005 2028 8,588 2029 to 2033 $ 51,804 |
Impact of Adoption | |
Schedule of changes in amounts in accumulated other comprehensive income | The following table sets forth the changes in amounts recorded in accumulated other comprehensive income (loss) for fiscal 2023, 2022 and 2021, respectively (in thousands): Changes in amounts recorded in accumulated other comprehensive income (loss): Fiscal 2023 Fiscal 2022 Fiscal 2021 Net gain $ 2,515 $ 15,571 $ 22,573 Amortization of unrecognized (gain) loss (35) 107 1,648 Total recorded in other comprehensive income (loss) $ 2,480 $ 15,678 $ 24,221 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Leases | |
Schedule of operating leases and finance leases on the balance sheets | Operating leases and a finance lease are included in the accompanying consolidated balance sheets in the following line items (in thousands): December 30, December 31, 2023 2022 Right-of-use assets: Operating lease right-of-use assets $ 70,046 $ 65,809 Finance lease right-of-use assets 1,832 2,891 Total lease right-of-use assets $ 71,878 $ 68,700 Operating lease liabilities: Current portion of operating lease liabilities $ 16,939 $ 14,616 Long-term operating lease liabilities, net of current portion 53,724 51,727 Total operating lease liabilities $ 70,663 $ 66,343 Finance lease liabilities: Current portion of finance lease liabilities $ 1,070 $ 1,046 Long-term finance lease liabilities, net of current portion 726 1,795 Total finance lease liabilities $ 1,796 $ 2,841 |
Schedule of supplemental information related to leases | Fiscal 2023 Fiscal 2022 Fiscal 2021 Operating cash flow information: Cash paid for amounts included in the measurement of operating lease liabilities $ 18,678 $ 16,845 $ 13,887 Cash paid for amounts included in the measurement of finance lease liabilities $ 1,099 $ 732 $ - The components of operating lease costs were as follows: Cost of goods sold $ 11,852 $ 10,294 $ 4,792 Selling, general and administrative expenses 6,909 6,614 9,180 Total operating lease costs $ 18,761 $ 16,908 $ 13,972 The components of finance lease costs were as follows: Depreciation of finance right-of-use assets $ 1,058 $ 638 $ — Interest on finance lease liabilities 54 44 — Total finance lease costs $ 1,112 $ 682 $ — Total net lease costs $ 19,873 $ 17,590 $ 13,972 |
Schedule of weighted average remaining lease term and weighted average discount rate | December 30, December 31, 2023 2022 Weighted average remaining lease term (years) Operating leases 4.9 5.3 Finance lease 1.7 2.7 Weighted average discount rate Operating leases 3.77% 2.72% Finance lease 2.30% 2.30% |
Future minimum lease payments under finance leases | As of December 30, 2023, the maturities of lease liabilities were as follows (in thousands): Operating Leases Finance Lease Total Maturities of Lease Liabilities Fiscal year: 2024 $ 19,193 $ 1,099 $ 20,292 2025 18,951 732 19,683 2026 13,677 — 13,677 2027 9,225 — 9,225 2028 7,691 — 7,691 Thereafter 8,593 — 8,593 Total undiscounted future minimum lease payments 77,330 1,831 79,161 Less: Imputed interest (6,667) (35) (6,702) Total present value of future lease liabilities $ 70,663 $ 1,796 $ 72,459 |
Incentive Plans (Tables)
Incentive Plans (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Incentive Plans | |
Schedule of non-vested performance share LTIAs | Weighted Average Number of Grant Date Fair Value Performance Shares (1) (per share) (2) Beginning of fiscal 2023 1,072,274 $ 20.26 Granted 998,191 $ 13.00 Vested (360,926) $ 10.84 Forfeited (102,771) $ 29.32 End of fiscal 2023 1,606,768 $ 17.29 (1) Solely for purposes of this table, the number of performance shares is based on the participants earning the maximum number of performance shares (i.e., 233.333% or 300.000% , as applicable, of the target number of performance shares). (2) The fair value of the awards was determined based upon the closing price of our common stock on the applicable measurement dates (i.e., the deemed grant dates for accounting purposes) reduced by the present value of expected dividends using the risk-free interest-rate as the award holders are not entitled to dividends or dividend equivalents during the vesting period. |
Schedule of restricted stock activity | Weighted Average Number of Shares Grant Date Fair Value of Restricted Stock (per share) (1) Beginning of fiscal 2023 83,294 $ 26.51 Granted 329,821 $ 15.17 Vested (40,944) $ 24.66 Forfeited (2,598) $ 18.63 End of fiscal 2023 369,573 $ 16.65 (1) The fair value of the awards was determined based upon the closing price of our common stock on the applicable measurement dates (i.e., the deemed grant dates for accounting purposes). |
Schedule of stock option activity | The following table details our stock option activity for fiscal 2023 (dollars in thousands, except per share data): Weighted Weighted Average Average Contractual Life Aggregate Options Exercise Price Remaining (Years) Intrinsic Value Outstanding at beginning of fiscal 2023 820,141 $ 31.38 6.24 $ — Granted 949,995 $ 20.00 Exercised — $ — Forfeited — $ — Expired (24,386) $ 37.04 Outstanding at end of fiscal 2023 1,745,750 $ 25.11 7.44 $ — Exercisable at end of fiscal 2023 566,873 $ 30.05 4.61 $ — |
Schedule of stock options, valuation assumption | Fiscal 2023 Fiscal 2022 Weighted average grant date fair value $ 2.71 $ 3.73 Expected volatility 39.6% - 43.3% 39.5% Expected term 5.5 years - 8.3 years 5.5 years Risk-free interest rate 3.6% - 3.7% 2.9% Dividend yield 5.4% - 5.9% 8.5% |
Schedule of number of shares of common stock issued by entity upon the vesting of performance share long-term incentive awards other share based compensation | Fiscal 2023 Fiscal 2022 Fiscal 2021 Number of performance shares vested 360,926 337,284 86,523 Shares withheld for tax withholding (131,803) (125,152) (35,281) Shares of common stock issued for performance share LTIAs 229,123 212,132 51,242 Shares of common stock issued upon the exercise of stock options — 2,227 467,152 Shares of common stock issued to non-employee directors for annual equity grants 81,531 46,773 39,251 Shares of restricted common stock issued to employees 329,821 51,590 38,098 Shares of restricted stock cancelled for tax withholding upon vesting (14,448) (15,903) (21,528) Shares of restricted stock cancelled upon forfeiture (2,598) (3,668) (1,129) Net shares of common stock issued 623,429 293,151 573,086 |
Schedule of compensation expense recognized for share-based payments | Consolidated Statements of Operations Location Fiscal 2023 Fiscal 2022 Fiscal 2021 Compensation expense included in cost of goods sold $ 633 $ 695 $ 910 Compensation expense included in selling, general and administrative expenses 6,558 3,222 4,473 Total compensation expense for share-based payments $ 7,191 $ 3,917 $ 5,383 |
Net Sales by Brand (Tables)
Net Sales by Brand (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Net Sales by Brand | |
Schedule of net sales by brand | The following table sets forth net sales by brand (in thousands): Fiscal 2023 Fiscal 2022 Fiscal 2021 Brand: (1)(2) Crisco $ 333,691 $ 371,922 $ 293,411 Clabber Girl (3) 128,245 97,070 79,576 Back to Nature (4) 6,507 52,074 45,059 All Other Specialty Brands 253,986 252,229 249,725 Specialty Brands Total 722,429 773,295 667,771 Green Giant (5) 323,185 354,404 353,689 Green Giant (6) 108,868 131,418 145,367 Green Giant Le Sueur 41,517 40,564 45,433 Frozen & Vegetables Brands Total 473,570 526,386 544,489 Ortega 147,931 154,259 151,168 Maple Grove Farms of Vermont 86,814 84,397 81,186 Cream of Wheat 78,519 81,418 67,304 All Other Meals Brands 164,303 164,789 152,280 Meals Brands Total 477,567 484,863 451,938 Spices & Seasonings (7) 272,943 258,929 269,525 Dash 64,893 65,765 72,641 All Other Spices & Flavor Solutions Brands 50,911 53,762 49,900 Spices & Flavor Solutions Brands Total $ 388,747 $ 378,456 $ 392,066 Total Net Sales $ 2,062,313 $ 2,163,000 $ 2,056,264 (1) Table includes net sales for each of our brands whose net sales for fiscal 2023 or fiscal 2022 equaled or exceeded 3% of our total net sales for those periods and for all other brands in the aggregate. (2) Net sales for each brand includes branded net sales and, if applicable, any private label and foodservice net sales attributable to the brand. (3) Includes net sales for multiple brands acquired as part of the Clabber Girl acquisition that we completed on May 15, 2019, including, among others, the Clabber Girl , Rumford , Davis , Hearth Club and Royal brands of retail baking powder, baking soda and corn starch, and the Royal brand of foodservice dessert mixes. (4) We completed the Back to Nature sale on January 3, 2023. See Note 3, “Acquisitions and Divestitures.” Net sales for fiscal 2023 include net sales of certain Back to Nature products not part of the divestiture that we will soon transition to another brand name. (5) For fiscal 2023 and 2022, includes net sales from the Yuma acquisition, which was completed on May 5, 2022. See Note 3, “Acquisitions and Divestitures.” (6) Includes net sales of the Green Giant U.S. and Canada shelf-stable product lines. We completed the Green Giant U.S. shelf-stable divestiture on November 8, 2023. See Note 3, “Acquisitions and Divestitures.” (7) Includes net sales for multiple brands acquired as part of the spices & seasonings acquisition that we completed on November 21, 2016, as well as more recent spices & seasonings products launched and sold under license. Does not include net sales for Dash and our other legacy spices & seasonings brands. |
Nature of Operations - Fiscal Y
Nature of Operations - Fiscal Year (Details) | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Fiscal Year | |||
Number of weeks in fiscal period | 364 days | 364 days | 364 days |
Number of weeks in each fiscal quarter | 91 days | 91 days | 91 days |
Minimum | |||
Fiscal Year | |||
Number of years between 53 week fiscal years | 5 years | ||
Maximum | |||
Fiscal Year | |||
Number of years between 53 week fiscal years | 6 years |
Nature of Operations - Business
Nature of Operations - Business and Credit Concentrations (Details) - customer | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Net sales | Consolidated net sales | Foreign | |||
Business and Credit Concentrations | |||
Percentage of concentration risk | 8.60% | 7.80% | 8.30% |
Net sales | Consolidated net sales | Top ten customers | |||
Business and Credit Concentrations | |||
Number of top customers | 10 | 10 | 10 |
Percentage of concentration risk | 60.80% | 60.50% | 60.80% |
Net sales | Consolidated net sales | Wal-Mart | |||
Business and Credit Concentrations | |||
Percentage of concentration risk | 28.80% | 27.30% | 27.70% |
Accounts receivable | Trade accounts receivables | Top ten customers | |||
Business and Credit Concentrations | |||
Number of top customers | 10 | 10 | 10 |
Percentage of concentration risk | 63.10% | 60.30% | 59.80% |
Accounts receivable | Trade accounts receivables | Other than Walmart | |||
Business and Credit Concentrations | |||
Percentage of concentration risk | 30.70% | 30.60% | 28.90% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Property, Plant and Equipment | |||
Interest on qualifying assets capitalized | $ 1.8 | $ 1.5 | $ 1.2 |
Building and improvements | Minimum | |||
Property, Plant and Equipment | |||
Estimated useful life | 10 years | ||
Building and improvements | Maximum | |||
Property, Plant and Equipment | |||
Estimated useful life | 30 years | ||
Machinery and equipment | Minimum | |||
Property, Plant and Equipment | |||
Estimated useful life | 5 years | ||
Machinery and equipment | Maximum | |||
Property, Plant and Equipment | |||
Estimated useful life | 12 years | ||
office furniture and vehicles | Minimum | |||
Property, Plant and Equipment | |||
Estimated useful life | 2 years | ||
office furniture and vehicles | Maximum | |||
Property, Plant and Equipment | |||
Estimated useful life | 5 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Additional Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 USD ($) plan $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Jan. 01, 2022 USD ($) $ / shares shares | |
Information related to deferred debt financing costs | |||
Amortization of deferred debt financing costs | $ | $ 7,500 | $ 4,700 | $ 4,600 |
Selling, General and Administrative Expenses | |||
Advertising costs | $ | $ 6,500 | 5,200 | 7,200 |
Pension Plans | |||
Number of defined benefit pension plans sponsored by company | plan | 4 | ||
Percentage of employees covered by defined benefit pension plans | 22.20% | ||
Information related to earning per share | |||
Net (loss) income | $ | $ (66,198) | $ (11,370) | $ 67,363 |
Weighted average common shares outstanding: | |||
Basic | 74,267,132 | 70,468,061 | 65,087,624 |
Net effect of potentially dilutive share-based compensation awards (in shares) | 659,002 | ||
Diluted (in shares) | 74,267,132 | 70,468,061 | 65,746,626 |
Basic | $ / shares | $ (0.89) | $ (0.16) | $ 1.03 |
Diluted | $ / shares | $ (0.89) | $ (0.16) | $ 1.02 |
Antidilutive securities excluded from computation of loss per share | 487,395 | ||
Employee Stock Option | |||
Share-Based Compensation | |||
Term (in years) | 10 years | ||
Customer relationship and amortizable trademarks | Minimum | |||
Information related to useful life of finite-lived intangible assets | |||
Estimated useful life | 10 years | ||
Customer relationship and amortizable trademarks | Maximum | |||
Information related to useful life of finite-lived intangible assets | |||
Estimated useful life | 20 years |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Purchase Price Allocation (Details) $ in Thousands | Dec. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | May 05, 2022 USD ($) employee |
Allocation: | |||
Goodwill | $ 619,399 | $ 619,241 | |
Customer Relationship and Amortizable Trademarks | Minimum | |||
Acquisitions and Divestitures | |||
Estimated useful life | 10 years | ||
Customer Relationship and Amortizable Trademarks | Maximum | |||
Acquisitions and Divestitures | |||
Estimated useful life | 20 years | ||
Yuma Acquisition | |||
Acquisitions and Divestitures | |||
Number of employees transfer to company | employee | 160 | ||
Allocation: | |||
Inventories | $ 3,342 | ||
Prepaid expenses and other current assets | 187 | ||
Property, plant and equipment, net | 12,508 | ||
Operating lease right-of-use assets | 12,770 | ||
Finance lease right-of-use assets | 3,529 | ||
Other intangible assets, net | 4,483 | ||
Current portion of operating lease liabilities | (1,624) | ||
Current portion of finance lease liabilities | (1,035) | ||
Long-term operating lease liabilities, net of current portion | (8,756) | ||
Long-term finance lease liabilities, net of current portion | (2,493) | ||
Goodwill | 4,379 | ||
Total purchase price (paid in cash) | $ 27,290 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Green Giant U.s & Back to Nature Divestiture (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Jan. 03, 2023 | Dec. 30, 2023 | Sep. 30, 2023 | Apr. 01, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | Nov. 08, 2023 | Dec. 15, 2022 | Oct. 01, 2022 | |
Acquisitions and Divestitures | ||||||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] | Gain (Loss) on Disposition of Assets | |||||||||
Goodwill and Intangible Asset Impairment | $ 106,400 | |||||||||
Back to Nature brand | ||||||||||
Acquisitions and Divestitures | ||||||||||
Valuation allowance recorded against deferred tax asset | $ 14,700 | |||||||||
Back to Nature brand | Disposal group, Held for sale | ||||||||||
Acquisitions and Divestitures | ||||||||||
Cash received | $ 51,414 | $ 51,400 | ||||||||
Goodwill | 29,500 | |||||||||
Inventories | 7,323 | |||||||||
Impairment of assets held for sale | (106,434) | $ (103,600) | ||||||||
Total assets sold | 51,314 | |||||||||
Expenses | 185 | |||||||||
Pre-tax loss on sale of assets | (85) | |||||||||
Intangible Assets Gross Including Goodwill | $ 157,700 | $ 157,700 | ||||||||
Asset Impairment Charges | $ 2,800 | |||||||||
Back to Nature brand | Disposal group, Held for sale | Customer Relationship Intangibles | ||||||||||
Acquisitions and Divestitures | ||||||||||
Intangible assets | 11,025 | |||||||||
Back to Nature brand | Disposal group, Held for sale | Trademarks | ||||||||||
Acquisitions and Divestitures | ||||||||||
Intangible assets | $ 109,900 | |||||||||
Green Giant U.S | Disposal group, Held for sale | ||||||||||
Acquisitions and Divestitures | ||||||||||
Cash received | $ 55,300 | $ 55,300 | $ 55,305 | |||||||
Inventories | 73,567 | 73,567 | ||||||||
Impairment of assets held for sale | $ (132,900) | |||||||||
Total assets sold | $ 193,018 | |||||||||
Pre-tax loss on sale of assets | (137,713) | |||||||||
Assets held for sale before impairments | 201,800 | |||||||||
Impairment charges to loss on sale | $ 132,900 | |||||||||
Cash due back to Seneca | 300 | 300 | ||||||||
Additional loss on sale | 4,800 | |||||||||
Green Giant U.S | Disposal group, Held for sale | Customer Relationship Intangibles | ||||||||||
Acquisitions and Divestitures | ||||||||||
Intangible assets | 4,111 | 4,111 | ||||||||
Green Giant U.S | Disposal group, Held for sale | Trademarks | ||||||||||
Acquisitions and Divestitures | ||||||||||
Intangible assets | $ 115,340 | $ 115,340 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Inventories | ||
Raw materials and packaging | $ 92,707 | $ 126,947 |
Work-in-process | 128,073 | 208,183 |
Finished goods | 348,200 | 391,338 |
Inventories | $ 568,980 | $ 726,468 |
Property, Plant and Equipment_3
Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Information related to useful life of property, plant and equipment | |||
Property, plant and equipment, cost | $ 728,372 | $ 708,408 | |
Less: accumulated depreciation | (426,084) | (390,821) | |
Property, plant and equipment, net | 302,288 | 317,587 | |
Depreciation expense | 47,800 | 58,600 | $ 61,300 |
Land and improvements | |||
Information related to useful life of property, plant and equipment | |||
Property, plant and equipment, cost | 26,176 | 25,509 | |
Building and improvements | |||
Information related to useful life of property, plant and equipment | |||
Property, plant and equipment, cost | 163,052 | 152,341 | |
Machinery and equipment | |||
Information related to useful life of property, plant and equipment | |||
Property, plant and equipment, cost | 428,713 | 413,563 | |
office furniture and vehicles | |||
Information related to useful life of property, plant and equipment | |||
Property, plant and equipment, cost | 97,249 | 93,843 | |
Construction-in-progress | |||
Information related to useful life of property, plant and equipment | |||
Property, plant and equipment, cost | $ 13,182 | $ 23,152 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Goodwill and Other Intangible Assets | |||
Amortization expense | $ 20,760 | $ 21,250 | $ 21,627 |
Amortizable Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | 393,035 | 403,365 | |
Accumulated Amortization | 203,842 | 189,348 | |
Net Carrying Amount | 189,193 | 214,017 | |
Unamortizable Intangible Assets | |||
Goodwill | 619,399 | 619,241 | |
Total indefinite-lived intangible assets | 2,058,042 | 2,193,381 | |
Indefinite-Lived Intangible Assets, including Goodwill | 2,247,235 | 2,407,398 | |
Future amortization expense | |||
2024 | 20,400 | ||
2025 | 20,400 | ||
2026 | 19,700 | ||
2027 | 14,800 | ||
2028 | 12,900 | ||
Acquisitions. | |||
Impairment of intangible assets | 20,500 | $ 23,088 | |
Assets held for sale | 106,434 | ||
Trademarks | |||
Unamortizable Intangible Assets | |||
Unamortizable intangible assets excluding goodwill | 1,438,643 | 1,574,140 | |
Trademarks | |||
Amortizable Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | 6,800 | 6,800 | |
Accumulated Amortization | 4,836 | 4,382 | |
Net Carrying Amount | 1,964 | 2,418 | |
Customer Relationship Intangibles | |||
Amortizable Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | 386,235 | 396,565 | |
Accumulated Amortization | 199,006 | 184,966 | |
Net Carrying Amount | $ 187,229 | $ 211,599 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Green Giant U.S And Back to Nature Business (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jan. 03, 2023 | Dec. 30, 2023 | Sep. 30, 2023 | Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | Oct. 01, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Impairment of intangible assets | $ 20,500 | $ 23,088 | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] | Gain (Loss) on Disposition of Assets | ||||||
Assets held for sale | $ 106,434 | ||||||
Non-cash impairment charges | 106,400 | ||||||
Disposed | Back to Nature brand | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Impairment of assets held for sale | $ (106,434) | $ (103,600) | |||||
Pre-tax loss on sale of assets | $ (85) | ||||||
Disposed | Back to Nature brand | Goodwill [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | 29,500 | ||||||
Disposed | Back to Nature brand | Inventories [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | 7,300 | ||||||
Disposed | Back to Nature brand | Customer Relationship Intangibles | Finite-Lived Intangible Assets [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | 11,000 | ||||||
Disposed | Back to Nature brand | Trademarks | Indefinite-Lived Intangible Assets [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | $ 109,900 | ||||||
Disposed | Green Giant U.S | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Impairment of assets held for sale | $ (132,900) | ||||||
Impairment charges to loss on sale | 132,900 | ||||||
Additional loss on sale | $ 4,800 | ||||||
Pre-tax loss on sale of assets | (137,713) | ||||||
Disposed | Green Giant U.S | Inventories [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | 82,300 | ||||||
Disposed | Green Giant U.S | Customer Relationship Intangibles | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | $ 4,100 | ||||||
Disposed | Green Giant U.S | Trademarks | Indefinite-Lived Intangible Assets [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Assets held for sale | $ 115,300 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 30, 2024 | Dec. 30, 2023 | Oct. 12, 2023 | Oct. 10, 2023 | Sep. 26, 2023 | Dec. 31, 2022 | Sep. 26, 2019 | Nov. 30, 2017 | Nov. 20, 2017 | Apr. 30, 2017 | Apr. 03, 2017 |
Information related to long-term debt | |||||||||||
Outstanding principal | $ 2,064,017 | ||||||||||
Total long-term debt, net of unamortized deferred debt financing costs and discount/premium | 2,045,088 | $ 2,389,049 | |||||||||
Current portion of long-term debt | (22,000) | (50,000) | |||||||||
Long-term debt, net of unamortized deferred debt financing costs and discount/premium, and excluding current portion | 2,023,088 | 2,339,049 | |||||||||
Revolving credit loans | |||||||||||
Information related to long-term debt | |||||||||||
Unamortized deferred debt financing costs | (1,800) | (2,800) | |||||||||
Total long-term debt, net of unamortized deferred debt financing costs and discount/premium | 170,000 | 282,500 | |||||||||
Tranche B Term Loan 2026 | |||||||||||
Information related to long-term debt | |||||||||||
Outstanding principal | 528,625 | 671,625 | |||||||||
Unamortized deferred debt financing costs | (1,925) | (4,175) | |||||||||
Unamortized discount/premium | (1,182) | (3,093) | |||||||||
Total long-term debt, net of unamortized deferred debt financing costs and discount/premium | 525,518 | 664,357 | |||||||||
5.25% senior notes due 2025 | |||||||||||
Information related to long-term debt | |||||||||||
Outstanding principal | 265,392 | 900,000 | |||||||||
Unamortized deferred debt financing costs | (636) | (3,890) | |||||||||
Unamortized discount/premium | 200 | 1,213 | |||||||||
Total long-term debt, net of unamortized deferred debt financing costs and discount/premium | $ 264,956 | $ 897,323 | |||||||||
Interest rate (as a percent) | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | |||
5.25% senior notes due 2027 | |||||||||||
Information related to long-term debt | |||||||||||
Outstanding principal | $ 550,000 | $ 550,000 | $ 550,000 | ||||||||
Unamortized deferred debt financing costs | (4,159) | (5,131) | |||||||||
Total long-term debt, net of unamortized deferred debt financing costs and discount/premium | $ 545,841 | $ 544,869 | |||||||||
Interest rate (as a percent) | 5.25% | 5.25% | 5.25% | ||||||||
8.00% senior secured notes due 2028 | |||||||||||
Information related to long-term debt | |||||||||||
Outstanding principal | $ 550,000 | ||||||||||
Unamortized deferred debt financing costs | (8,599) | ||||||||||
Unamortized discount/premium | (2,628) | ||||||||||
Total long-term debt, net of unamortized deferred debt financing costs and discount/premium | $ 538,773 | ||||||||||
Interest rate (as a percent) | 8% | 8% | 8% | 8% | |||||||
Subsequent Event [Member] | 8.00% senior secured notes due 2028 | |||||||||||
Information related to long-term debt | |||||||||||
Interest rate (as a percent) | 8% |
Long-Term Debt - Activity (Deta
Long-Term Debt - Activity (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Sep. 26, 2023 USD ($) | Jul. 01, 2023 | Jun. 28, 2022 | Jun. 27, 2022 | Mar. 30, 2024 USD ($) | Dec. 30, 2023 USD ($) | Jul. 01, 2023 | Apr. 01, 2023 USD ($) | Dec. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Jan. 01, 2022 USD ($) | Oct. 12, 2023 USD ($) | Oct. 10, 2023 USD ($) | Oct. 10, 2019 | Sep. 26, 2019 USD ($) | Nov. 30, 2017 | Nov. 20, 2017 USD ($) | Apr. 30, 2017 | Apr. 03, 2017 USD ($) | |
Information related to senior notes | |||||||||||||||||||
Outstanding principal | $ 2,064,017 | $ 2,064,017 | |||||||||||||||||
Net proceeds from issuance of long-term debt | 550,000 | ||||||||||||||||||
Gain on extinguishment of debt | 911 | ||||||||||||||||||
Amortization of deferred debt financing costs | 7,500 | $ 4,700 | $ 4,600 | ||||||||||||||||
Accrued Interest | |||||||||||||||||||
Accrued interest | 24,500 | 24,500 | 21,700 | ||||||||||||||||
Revolving credit loans | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Outstanding letters of credit | 4,900 | 4,900 | |||||||||||||||||
Available borrowing capacity | $ 625,100 | $ 625,100 | |||||||||||||||||
Commitment fees (as a percent) | 0.50% | ||||||||||||||||||
Consolidated leverage ratio | 7.50 | ||||||||||||||||||
Revolving credit loans | Minimum | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Consolidated leverage ratio | 1.75 | ||||||||||||||||||
Revolving credit loans | Maximum | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Consolidated leverage ratio | 7 | ||||||||||||||||||
Senior secured leverage ratio | 4 | 4 | |||||||||||||||||
Revolving credit loans | Maximum | From October 1st 2022 To September 30th 2023 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Consolidated leverage ratio | 8 | ||||||||||||||||||
Revolving credit loans | Maximum | Quarter Ending December 30, 2023 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Consolidated leverage ratio | 7.50 | ||||||||||||||||||
Revolving credit loans | Maximum | Quarters Ending March 30, 2024 And Thereafter | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Consolidated leverage ratio | 7 | ||||||||||||||||||
Revolving credit loans | Base rate | Minimum | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate added to variable base rate (as a percent) | 0.25% | 0.25% | |||||||||||||||||
Revolving credit loans | Base rate | Maximum | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate added to variable base rate (as a percent) | 0.75% | 0.75% | |||||||||||||||||
Revolving credit loans | Applicable Margin [Member] | Minimum | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate added to variable base rate (as a percent) | 1.25% | 1.25% | |||||||||||||||||
Revolving credit loans | Applicable Margin [Member] | Maximum | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate added to variable base rate (as a percent) | 1.75% | 1.75% | |||||||||||||||||
Letters of credit facility | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Maximum capacity available | $ 50,000 | $ 50,000 | |||||||||||||||||
Fronting fee (as a percent) | 0.25% | ||||||||||||||||||
4.625% senior notes due 2021 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate (as a percent) | 4.625% | ||||||||||||||||||
5.25% senior notes due 2025 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Debt issuance price (as a percent) | 101% | 100% | |||||||||||||||||
Outstanding principal | $ 265,392 | $ 265,392 | $ 900,000 | ||||||||||||||||
Principal amount of notes | $ 400,000 | $ 500,000 | |||||||||||||||||
Interest rate (as a percent) | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||
Redeemed amount | $ 555,400 | $ 555,400 | |||||||||||||||||
Percentage of principal amount redeemed or which may redeem | 97.24% | ||||||||||||||||||
Gain on extinguishment of debt | $ 900 | ||||||||||||||||||
Amortization of deferred debt financing costs | 300 | ||||||||||||||||||
Principal amount of debt repurchased | $ 79,200 | 79,200 | |||||||||||||||||
Gain on Extinguishment of Debt | |||||||||||||||||||
Gain (loss) on repurchase of debt | 1,900 | ||||||||||||||||||
Loss from accelerated amortization of deferred debt financing costs upon partial redemption | $ 1,000 | ||||||||||||||||||
5.25% senior notes due 2025 | Redemption period one | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 100% | ||||||||||||||||||
5.25% senior notes due 2027 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Debt issuance price (as a percent) | 100% | ||||||||||||||||||
Outstanding principal | $ 550,000 | $ 550,000 | $ 550,000 | $ 550,000 | |||||||||||||||
Interest rate (as a percent) | 5.25% | 5.25% | 5.25% | 5.25% | |||||||||||||||
5.25% senior notes due 2027 | Redemption period one | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 102.625% | ||||||||||||||||||
5.25% senior notes due 2027 | Redemption period two | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 101.313% | ||||||||||||||||||
5.25% senior notes due 2027 | Redemption period three | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 100% | ||||||||||||||||||
8.00% senior secured notes due 2028 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Debt issuance price (as a percent) | 99.502% | ||||||||||||||||||
Outstanding principal | $ 550,000 | $ 550,000 | |||||||||||||||||
Principal amount of notes | $ 550,000 | ||||||||||||||||||
Interest rate (as a percent) | 8% | 8% | 8% | 8% | 8% | ||||||||||||||
Redemption price (as a percent) | 101% | ||||||||||||||||||
Aggregate principal amount (in percent) | 100% | ||||||||||||||||||
Net proceeds from issuance of long-term debt | $ 538,300 | ||||||||||||||||||
8.00% senior secured notes due 2028 | Redemption Prior to September 15, 2025 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 108% | ||||||||||||||||||
Percentage of principal amount redeemed or which may redeem | 40% | ||||||||||||||||||
8.00% senior secured notes due 2028 | Redemption beginning September 15, 2025 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 104% | ||||||||||||||||||
8.00% senior secured notes due 2028 | Redemption on or after September 15, 2026 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 102% | ||||||||||||||||||
8.00% senior secured notes due 2028 | Redemption on or after September 15, 2027 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Redemption price (as a percent) | 100% | ||||||||||||||||||
8.00% senior secured notes due 2028 | Subsequent event | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate (as a percent) | 8% | ||||||||||||||||||
Percentage of principal amount redeemed or which may redeem | 100% | ||||||||||||||||||
Debt instrument redemption offer to purchase for cash | $ 22,000 | ||||||||||||||||||
Tranche B Term Loan 2026 | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Outstanding principal | $ 528,625 | $ 528,625 | $ 671,625 | ||||||||||||||||
Debt Instrument , Mandatory Prepayment | $ 22,000 | $ 50,000 | |||||||||||||||||
Debt Instrument , Optional Prepayment | $ 71,000 | ||||||||||||||||||
Tranche B Term Loan 2026 | Subsequent event | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Debt instrument, conditional threshold mandatory repayment amount | $ 22,000 | ||||||||||||||||||
Tranche B Term Loan Facility | Base rate | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate added to variable base rate (as a percent) | 1.50% | 1.50% | |||||||||||||||||
Tranche B Term Loan Facility | Applicable Margin [Member] | |||||||||||||||||||
Information related to senior notes | |||||||||||||||||||
Interest rate added to variable base rate (as a percent) | 2.50% | 2.50% |
Long-Term Debt - Contractual Ma
Long-Term Debt - Contractual Maturities (Details) - USD ($) $ in Thousands | Mar. 30, 2024 | Dec. 30, 2023 | Oct. 10, 2023 | Sep. 26, 2023 | Dec. 31, 2022 | Oct. 10, 2019 |
Aggregate contractual maturities of long-term debt | ||||||
2024 | $ 22,000 | |||||
2025 | 435,392 | |||||
2026 | 528,625 | |||||
2027 | 550,000 | |||||
2026 | 528,000 | |||||
Total | 2,064,017 | |||||
4.625% senior notes due 2021 | ||||||
Aggregate contractual maturities of long-term debt | ||||||
Interest rate (as a percent) | 4.625% | |||||
8.00% senior secured notes due 2028 | ||||||
Aggregate contractual maturities of long-term debt | ||||||
Total | $ 550,000 | |||||
Interest rate (as a percent) | 8% | 8% | 8% | 8% | ||
Subsequent Event [Member] | 8.00% senior secured notes due 2028 | ||||||
Aggregate contractual maturities of long-term debt | ||||||
Interest rate (as a percent) | 8% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Financial assets and liabilities at fair value | |||
Long-term Debt. | $ 2,045,088 | $ 2,389,049 | |
Changes in level 3 | |||
Level 3 activity | 0 | 0 | $ 0 |
Tranche B term loans due 2026 | |||
Financial assets and liabilities at fair value | |||
Face amount of senior notes | $ 528,600 | $ 671,600 | |
5.25% senior notes due 2025 | |||
Financial assets and liabilities at fair value | |||
Interest rate (as a percent) | 5.25% | 5.25% | |
Face amount of senior notes | $ 265,400 | $ 900,000 | |
5.25% senior notes due 2027 | |||
Financial assets and liabilities at fair value | |||
Interest rate (as a percent) | 5.25% | 5.25% | |
8.00% senior secured notes due 2028 | |||
Financial assets and liabilities at fair value | |||
Interest rate (as a percent) | 8% | 8% | |
Face amount of senior notes | $ 550,000 | ||
Carrying Value | Revolving credit loans | |||
Financial assets and liabilities at fair value | |||
Long-term Debt. | 170,000 | $ 282,500 | |
Carrying Value | Tranche B term loans due 2026 | |||
Financial assets and liabilities at fair value | |||
Long-term Debt. | 527,443 | 668,532 | |
Carrying Value | 5.25% senior notes due 2025 | |||
Financial assets and liabilities at fair value | |||
Long-term Debt. | 265,592 | 901,213 | |
Carrying Value | 5.25% senior notes due 2027 | |||
Financial assets and liabilities at fair value | |||
Long-term Debt. | 550,000 | 550,000 | |
Carrying Value | 8.00% senior secured notes due 2028 | |||
Financial assets and liabilities at fair value | |||
Long-term Debt. | 547,372 | ||
Fair value measured on recurring basis | Fair Value | Revolving credit loans | Level 2 | |||
Financial assets and liabilities at fair value | |||
Term loans and senior notes, fair value | 170,000 | 282,500 | |
Fair value measured on recurring basis | Fair Value | Tranche B term loans due 2026 | |||
Financial assets and liabilities at fair value | |||
Term loans and senior notes, fair value | 522,169 | 636,777 | |
Fair value measured on recurring basis | Fair Value | 5.25% senior notes due 2025 | Level 1 | |||
Financial assets and liabilities at fair value | |||
Term loans and senior notes, fair value | 261,608 | 790,625 | |
Fair value measured on recurring basis | Fair Value | 5.25% senior notes due 2027 | |||
Financial assets and liabilities at fair value | |||
Term loans and senior notes, fair value | 497,750 | $ 420,558 | |
Fair value measured on recurring basis | Fair Value | 8.00% senior secured notes due 2028 | |||
Financial assets and liabilities at fair value | |||
Term loans and senior notes, fair value | $ 572,688 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Reclassifications (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Reclassification from AOCL | |||
Tax expense (benefit) | $ (935) | $ (7,537) | $ 26,291 |
Net of tax | 66,198 | 11,370 | (67,363) |
Defined benefit pension plan | Amount Reclassified from AOCIL | |||
Reclassification from AOCL | |||
Total before tax | (35) | 107 | 1,648 |
Tax expense (benefit) | 9 | (26) | (403) |
Net of tax | (26) | 81 | 1,245 |
Amortization of unrecognized (gain) loss | Amount Reclassified from AOCIL | |||
Reclassification from AOCL | |||
Total before tax | $ (35) | $ 107 | $ 1,648 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Changes in AOCIL (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Changes in accumulated other comprehensive income (loss) | |||
Beginning balance | $ 868,166 | $ 920,254 | $ 831,877 |
Net current period other comprehensive income (loss) | 11,946 | 8,820 | 17,425 |
Ending balance | 835,463 | 868,166 | 920,254 |
Defined Benefit Pension Plan | |||
Changes in accumulated other comprehensive income (loss) | |||
Beginning balance | 2,445 | (9,344) | (27,631) |
Other comprehensive income (loss) before reclassifications | 1,889 | 11,708 | 17,042 |
Amounts reclassified from AOCIL | (26) | 81 | 1,245 |
Net current period other comprehensive income (loss) | 1,863 | 11,789 | 18,287 |
Ending balance | 4,308 | 2,445 | (9,344) |
Foreign Currency Translation Adjustments | |||
Changes in accumulated other comprehensive income (loss) | |||
Beginning balance | (11,794) | (8,825) | (7,963) |
Other comprehensive income (loss) before reclassifications | 10,083 | (2,969) | (862) |
Net current period other comprehensive income (loss) | 10,083 | (2,969) | (862) |
Ending balance | (1,711) | (11,794) | (8,825) |
Accumulated Other Comprehensive Loss | |||
Changes in accumulated other comprehensive income (loss) | |||
Beginning balance | (9,349) | (18,169) | (35,594) |
Other comprehensive income (loss) before reclassifications | 11,972 | 8,739 | 16,180 |
Amounts reclassified from AOCIL | (26) | 81 | 1,245 |
Net current period other comprehensive income (loss) | 11,946 | 8,820 | 17,425 |
Ending balance | $ 2,597 | $ (9,349) | $ (18,169) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Components of income before income tax expense | |||
U.S. | $ (67,870) | $ (33,105) | $ 94,953 |
Foreign | 737 | 14,198 | (1,299) |
(Loss) income before income tax (benefit) expense | (67,133) | (18,907) | 93,654 |
Current: | |||
Federal | 16,363 | 12,086 | 11,165 |
State | 2,074 | 1,921 | 3,703 |
Foreign | 7,023 | 5,353 | 4,154 |
Subtotal | 25,460 | 19,360 | 19,022 |
Deferred: | |||
Federal | (19,936) | (20,674) | 9,760 |
State | (2,340) | (5,145) | 1,827 |
Foreign | (4,119) | (1,078) | (4,318) |
Subtotal | (26,395) | (26,897) | 7,269 |
Income tax (benefit) expense | $ (935) | $ (7,537) | $ 26,291 |
Income Taxes - Tax Reconciliati
Income Taxes - Tax Reconciliation (Details) | 12 Months Ended | ||||||
Jan. 01, 2018 | Dec. 31, 2017 | Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Taxes | |||||||
Expected tax expense (benefit) (as a percent) | 21% | 35% | 21% | 21% | 21% | 21% | 35% |
Increase (decrease): | |||||||
State income taxes, net of federal income tax benefit (as a percent) | 3.40% | 6.40% | 5.10% | ||||
Foreign income taxes (as a percent) | (0.80%) | (4.00%) | 1.60% | ||||
Permanent differences (as a percent) | (0.30%) | 2.60% | 0.30% | ||||
Deferred tax adjustment related to Back to Nature divestiture (as a percent) | 10.40% | ||||||
Changes in tax rates (as a percent) | (3.70%) | 13% | (0.40%) | ||||
Tax credits (as a percent) | 0.40% | 1% | (0.20%) | ||||
Valuation allowance (as a percent) | (31.40%) | ||||||
Other (as a percent) | 2.40% | (0.10%) | 0.70% | ||||
Total (as a percent) | 1.40% | 39.90% | 28.10% |
Income Taxes - Deferred Taxes (
Income Taxes - Deferred Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Income Taxes | |||
Tax expense/(benefit) resulting from changes in state apportionments or state tax laws | $ (200) | $ (2,300) | $ (400) |
Deferred tax assets: | |||
Accounts receivable, principally due to allowance | 47 | 24 | |
Inventories, principally due to additional costs capitalized for tax purposes | 7,357 | 5,866 | |
Operating lease liabilities | 16,998 | 16,084 | |
Accrued expenses and other liabilities | 13,000 | 26,869 | |
Capital loss, net operating losses and tax credit carry forwards | 25,917 | 4,968 | |
Interest expense deductions limitation | 46,865 | 22,236 | |
Unrealized losses | 21 | 268 | |
Subtotal | 110,205 | 76,315 | |
Valuation allowance | (23,293) | (2,291) | (2,500) |
Total | 86,912 | 74,024 | |
Deferred tax liabilities: | |||
Property, plant and equipment | (29,359) | (31,915) | |
Goodwill and other intangible assets | (291,711) | (303,464) | |
Prepaid expenses and other assets | (333) | (1,249) | |
Operating lease right-of-use assets | (16,981) | (16,089) | |
Total | (338,384) | (352,717) | |
Net deferred tax liabilities | (251,472) | (278,693) | |
Valuation allowance | 23,293 | 2,291 | $ 2,500 |
Reserve for uncertain tax position | 200 | $ 200 | |
Intangibles for tax purposes | $ 880,700 |
Income Taxes, U.S. Tax Act (Nar
Income Taxes, U.S. Tax Act (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Jan. 01, 2018 | Dec. 31, 2017 | Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Taxes | |||||||
U.S. federal corporate income tax rate (as a percent) | 21% | 35% | 21% | 21% | 21% | 21% | 35% |
Consolidated effective tax rate | 1.40% | 39.90% | 28.10% | ||||
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | (0.80%) | (4.00%) | 1.60% | ||||
Blended state rate | $ (200) | $ (2,300) | $ (400) | ||||
Increase in taxable income as a result of limitation | 107,700 | 90,200 | $ 6,700 | ||||
Return To Provision Adjustment | 1,100 | ||||||
Deferred tax asset as a result of interest expense deductions limitation | 46,865 | 22,236 | |||||
Change in cash taxes as a result from interest expense deduction limitation | $ 25,000 | $ 20,600 |
Capital Stock - At-The-Market E
Capital Stock - At-The-Market Equity Offering Program (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Oct. 02, 2021 USD ($) $ / shares shares | Dec. 30, 2023 USD ($) item $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Jan. 01, 2022 USD ($) $ / shares shares | Aug. 23, 2021 USD ($) | Mar. 09, 2021 USD ($) | |
Stockholders' Equity | ||||||
Number of votes to which holders of common shares are entitled for each share held | item | 1 | |||||
Value of stock authorized for repurchase | $ 50,000 | |||||
Proceeds from issuance of common stock, net | $ 73,826 | $ 65,233 | $ 110,229 | |||
Maximum | ||||||
Stockholders' Equity | ||||||
Value of stock authorized for repurchase | $ 7,500 | |||||
ATM Equity Offering | ||||||
Stockholders' Equity | ||||||
Issuance of common stock in ATM offering (in shares) | shares | 12,881,894 | 6,332,846 | 2,853,342 | 3,695,706 | ||
Proceeds from issuance of common stock, net | $ 254,400 | $ 75,300 | $ 66,600 | $ 112,500 | ||
Share price (in dollars per share) | $ / shares | $ 19.75 | $ 11.90 | $ 23.33 | $ 30.44 | ||
Payment of sales agents commission | $ 5,100 | $ 1,500 | $ 1,300 | $ 2,200 | ||
Deferred fees and expenses | $ 600 | $ 100 | $ 200 | $ 400 |
Pension Benefits (Details)
Pension Benefits (Details) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 USD ($) plan | Dec. 31, 2022 USD ($) | Jan. 01, 2022 USD ($) | |
Pension Benefits | |||
Number of defined benefit pension plans sponsored by company | plan | 4 | ||
Percentage of employees covered by defined benefit pension plans | 22.20% | ||
Number of defined benefit pension plans sponsored by company for union employees | plan | 3 | ||
Number of defined benefit pension plans sponsored by company for salaried and certain hourly employees | plan | 1 | ||
Change in projected benefit obligation: | |||
Projected benefit obligation at beginning of year | $ 151,273 | $ 201,862 | |
Actuarial loss (gain)(1) | 4,701 | (59,760) | |
Service cost | 5,204 | 8,871 | $ 10,434 |
Interest cost | 7,436 | 5,464 | 4,847 |
Benefits paid | (7,280) | (5,164) | |
Projected benefit obligation at end of year | 161,334 | 151,273 | 201,862 |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 151,165 | 187,572 | |
Actual return on plan assets | 18,398 | (31,243) | |
Employer contributions | 2,500 | ||
Benefits paid | (7,280) | (5,164) | |
Fair value of plan assets at end of year | 164,783 | 151,165 | $ 187,572 |
Net amount recognized: | |||
Other assets | 12,005 | 7,741 | |
Other long-term liabilities | (8,556) | (7,849) | |
Funded status at the end of the year | 3,449 | (108) | |
Amount recognized in accumulated other comprehensive income (loss) consists of: | |||
Actuarial gain (loss) | 2,072 | (408) | |
Deferred taxes | 2,236 | 2,853 | |
Accumulated other comprehensive income | 4,308 | 2,445 | |
Accumulated benefit obligations | 151,300 | 142,800 | |
Projected benefit obligation | 90,598 | 83,217 | |
Fair value of plan assets | $ 82,042 | $ 75,368 |
Pension Benefits - Net Periodic
Pension Benefits - Net Periodic Pension Cost, AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Weighted-average assumptions | |||
Rate of compensation increase (as a percent) | 3.50% | 3.50% | |
Expected long-term rate of return (as a percent) | 7.25% | 7.50% | |
Components of net periodic pension cost | |||
Service cost-benefits earned during the period | $ 5,204 | $ 8,871 | $ 10,434 |
Interest cost on projected benefit obligation | $ 7,436 | $ 5,464 | $ 4,847 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) |
Expected return on plan assets | $ (11,181) | $ (12,945) | $ (10,939) |
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) |
Amortization of unrecognized (gain) loss | $ (35) | $ 107 | $ 1,648 |
Net periodic pension cost | $ 1,424 | $ 1,497 | $ 5,990 |
Minimum | |||
Weighted-average assumptions | |||
Discount rate (as a percent) | 4.75% | 4.95% | |
Maximum | |||
Weighted-average assumptions | |||
Discount rate (as a percent) | 4.81% | 5% |
Pension Benefits - Changes in A
Pension Benefits - Changes in Amounts Recorded In Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Amortization of unrecognized (gain) loss | $ 35 | $ (107) | $ (1,648) |
Other comprehensive income | 11,946 | 8,820 | 17,425 |
Impact of Adoption | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net gain | 2,515 | 15,571 | 22,573 |
Amortization of unrecognized (gain) loss | (35) | 107 | 1,648 |
Other comprehensive income | $ 2,480 | $ 15,678 | $ 24,221 |
Pension Benefits - Investment A
Pension Benefits - Investment Allocation (Details) | Dec. 30, 2023 | Dec. 31, 2022 |
Pension Benefits | ||
Target Allocation (as a percent) | 100% | |
Percentage of Plan Assets at Year End | 100% | 100% |
Equity securities | ||
Pension Benefits | ||
Target Allocation (as a percent) | 70% | |
Percentage of Plan Assets at Year End | 57% | 57% |
Fixed income securities | ||
Pension Benefits | ||
Target Allocation (as a percent) | 30% | |
Percentage of Plan Assets at Year End | 38% | 38% |
Other | ||
Pension Benefits | ||
Percentage of Plan Assets at Year End | 5% | 5% |
Pension Benefits - Fair Value C
Pension Benefits - Fair Value Common Stock (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 |
Pension Benefits | |||
Fair value of pension plan assets | $ 164,783 | $ 151,165 | $ 187,572 |
Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | 164,783 | 151,165 | |
Cash | Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | 7,934 | 8,142 | |
U.S. mutual funds | Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | 13,561 | 11,927 | |
Foreign mutual funds | Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | 14,594 | 14,425 | |
U.S. common stocks | |||
Pension Benefits | |||
U.S. common stocks invested in B&G Foods, Inc. | 4,200 | 4,400 | |
U.S. common stocks | Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | 55,185 | 47,531 | |
Foreign common stocks | Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | 11,410 | 11,278 | |
U.S mutual funds | Level 1 | |||
Pension Benefits | |||
Fair value of pension plan assets | $ 62,099 | $ 57,862 |
Pension Benefits - Multi-Employ
Pension Benefits - Multi-Employer Defined Benefit Pension Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 30, 2024 | Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Benefit payments | ||||
2024 | $ 6,352 | |||
2025 | 6,878 | |||
2026 | 7,455 | |||
2027 | 8,005 | |||
2028 | 8,588 | |||
2029 to 2033 | 51,804 | |||
Pension Plans | ||||
Defined benefit pension plan contribution | 2,500 | |||
Matching component of contribution by employer to defined contribution plan | $ 4,600 | $ 4,300 | $ 3,800 | |
Multi-Employer Defined Benefit Pension Plan | ||||
Contribution to the multi-employer plan | 600 | |||
Maximum contribution to multi-employer plan (as a percent) | 5% | |||
Defined benefit plan withdrawal liability payout period | 20 years | |||
Defined benefit plan, withdrawal liability, annual installments | $ 900 | |||
Defined benefit plan, withdrawal liability | $ 12,900 | |||
Maximum | ||||
Multi-Employer Defined Benefit Pension Plan | ||||
Surcharges paid | $ 300 | |||
Fiscal 2024 | ||||
Pension Plans | ||||
Defined benefit pension plan contribution | $ 2,500 |
Leases (Details)
Leases (Details) | 12 Months Ended |
Dec. 30, 2023 | |
Lessee, Lease, Description [Line Items] | |
Option to terminate | true |
Operating lease existence of option To terminate | true |
Lessee, Operating Lease, Terminate Term | 1 year |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 7 years |
Operating lease renewal term | 10 years |
Leases - Operating Leases and F
Leases - Operating Leases and Finance Leases on Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 | May 05, 2022 |
Right-of-use assets: | |||
Operating lease right-of-use assets | $ 70,046 | $ 65,809 | |
Finance lease right-of-use assets | 1,832 | 2,891 | |
Total lease right-of-use assets | 71,878 | 68,700 | |
Operating lease liabilities: | |||
Current portion of operating lease liabilities | 16,939 | 14,616 | |
Long-term operating lease liabilities, net of current portion | 53,724 | 51,727 | |
Total operating lease liabilities | 70,663 | 66,343 | |
Finance lease liabilities: | |||
Current portion of finance lease liabilities | 1,070 | 1,046 | |
Long-term finance lease liabilities, net of current portion | 726 | 1,795 | |
Total finance lease liabilities | $ 1,796 | $ 2,841 | |
Yuma Acquisition | |||
Right-of-use assets: | |||
Operating lease right-of-use assets | $ 12,800 | ||
Finance lease right-of-use assets | 3,500 | ||
Total lease right-of-use assets | $ 13,900 |
Leases - Supplemental informati
Leases - Supplemental information related to leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Leases | |||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 18,678 | $ 16,845 | $ 13,887 |
Cash paid for amounts included in the measurement of finance lease liabilities | 1,099 | 732 | |
Cost of goods sold | 11,852 | 10,294 | 4,792 |
Selling, general and administrative expenses | 6,909 | 6,614 | 9,180 |
Total operating lease costs | 18,761 | 16,908 | 13,972 |
Depreciation of finance right-of-use assets | 1,058 | 638 | |
Interest on finance lease liabilities | 54 | 44 | |
Total finance lease costs | 1,112 | 682 | |
Total net lease costs | 19,873 | 17,590 | 13,972 |
Total rent expense | $ 20,500 | $ 19,300 | $ 16,100 |
Leases - Lease term and discoun
Leases - Lease term and discount rate for our ROU (Details) | Dec. 30, 2023 | Dec. 31, 2022 |
Leases | ||
Weighted average remaining lease term - Operating leases (years) | 4 years 10 months 24 days | 5 years 3 months 18 days |
Weighted average remaining lease term - Finance lease (years) | 1 year 8 months 12 days | 2 years 8 months 12 days |
Weighted average discount rate - Operating leases | 3.77% | 2.72% |
Weighted average discount rate - Finance lease | 2.30% | 2.30% |
Leases - Maturity of lease liab
Leases - Maturity of lease liabilities (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 19,193 | |
2025 | 18,951 | |
2026 | 13,677 | |
2027 | 9,225 | |
2028 | 7,691 | |
Thereafter | 8,593 | |
Total undiscounted future minimum lease payments | 77,330 | |
Less: Imputed interest | (6,667) | |
Total present value of future operating lease liabilities | 70,663 | $ 66,343 |
Finance Lease | ||
2024 | 1,099 | |
2025 | 732 | |
Total undiscounted future minimum lease payments | 1,831 | |
Less: Imputed interest | (35) | |
Total present value of future finance lease liabilities | 1,796 | $ 2,841 |
Total Maturities of Lease Liabilities | ||
2024 | 20,292 | |
2025 | 19,683 | |
2026 | 13,677 | |
2027 | 9,225 | |
2028 | 7,691 | |
Thereafter | 8,593 | |
Total undiscounted future minimum lease payments | 79,161 | |
Less: Imputed interest | (6,702) | |
Total present value of future lease liabilities | $ 72,459 |
Commitments and Contingencies -
Commitments and Contingencies - Collective Bargaining (Details) | 12 Months Ended |
Dec. 30, 2023 employee | |
Information related to Collective Bargaining Agreements | |
Number of employees | 2,912 |
Number of employees covered under collective bargaining agreements | |
Information related to Collective Bargaining Agreements | |
Number of employees | 1,562 |
Percentage of employees | 53.60% |
Number of employees covered under collective bargaining agreements expiring with next 12 months | |
Information related to Collective Bargaining Agreements | |
Collective bargaining agreements expiration period | 12 months |
Number of employees covered under collective bargaining agreements expiring with next 12 months | Collective Bargaining Agreement Covering Brooklyn Facility [Member] | |
Information related to Collective Bargaining Agreements | |
Number of employees | 41 |
Number of employees covered under collective bargaining agreements expiring with next 12 months | Collective Bargaining Agreement Covering Terre Haute Facility Member | |
Information related to Collective Bargaining Agreements | |
Number of employees | 111 |
Incentive Plans (Details)
Incentive Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 30, 2023 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Annual bonus accrual | $ 11.1 | |
2008 Omnibus Incentive Compensation Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Common stock available for issuance under the plan | 5,000,000 | |
Shares of common stock available for grant | 5,432,804 | |
Performance shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Performance period | 3 years | |
Performance shares | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Percentage of target number of shares that may be earned | 50% | |
Performance shares | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Percentage of target number of shares that may be earned | 300% |
Incentive Plans - Performance (
Incentive Plans - Performance (Details) - Performance shares | 12 Months Ended |
Dec. 30, 2023 $ / shares shares | |
Number of Shares | |
Balance at the beginning of the period (in shares) | shares | 1,072,274 |
Granted (in shares) | shares | 998,191 |
Vested (in shares) | shares | (360,926) |
Forfeited (in shares) | shares | (102,771) |
Balance at the end of the period (in shares) | shares | 1,606,768 |
Weighted Average Grant Date Fair Value | |
Balance at the beginning of the period (in dollars per share) | $ / shares | $ 20.26 |
Granted (in dollars per share) | $ / shares | 13 |
Vested (in dollars per share) | $ / shares | 10.84 |
Forfeited (in dollars per share) | $ / shares | 29.32 |
Balance at the end of the period (in dollars per share) | $ / shares | $ 17.29 |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Percentage of target number of shares that may be earned | 50% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Percentage of target number of shares that may be earned | 300% |
Percentage of target number of shares that may be earned, Maximum | 233.333% |
Incentive Plans - Restricted St
Incentive Plans - Restricted Stock (Details) - Restricted Stock | 12 Months Ended |
Dec. 30, 2023 $ / shares shares | |
Number of Shares | |
Balance at the beginning of the period (in shares) | shares | 83,294 |
Granted (in shares) | shares | 329,821 |
Vested (in shares) | shares | (40,944) |
Forfeited (in shares) | shares | (2,598) |
Balance at the end of the period (in shares) | shares | 369,573 |
Weighted Average Grant Date Fair Value | |
Balance at the beginning of the period (in dollars per share) | $ / shares | $ 26.51 |
Granted (in dollars per share) | $ / shares | 15.17 |
Vested (in dollars per share) | $ / shares | 24.66 |
Forfeited (in dollars per share) | $ / shares | 18.63 |
Balance at the end of the period (in dollars per share) | $ / shares | $ 16.65 |
Incentive Plans - Stock Options
Incentive Plans - Stock Options (Details) - Employee Stock Option [Member] - $ / shares | 12 Months Ended | ||
Jan. 01, 2023 | Dec. 30, 2023 | Dec. 31, 2022 | |
Options | |||
Outstanding at beginning of fiscal (in shares) | 820,141 | 820,141 | |
Granted (in shares) | 949,995 | ||
Expired (in shares) | (24,386) | ||
Outstanding at end of fiscal (in shares) | 1,745,750 | 820,141 | |
Exercisable at end of fiscal (in shares) | 566,873 | ||
Weighted Average Exercise Price | |||
Outstanding at beginning of fiscal (in dollars per share) | $ 31.38 | $ 31.38 | |
Granted (in dollars per share) | 20 | ||
Expired (in dollars per share) | 37.04 | ||
Outstanding at end of fiscal (in dollars per share) | 25.11 | $ 31.38 | |
Exercisable at end of fiscal ( in dollars per share) | $ 30.05 | ||
Weighted Average Contractual Life Remaining (Years) | |||
Weighted Average Contractual Life Remaining (Years) | 6 years 2 months 26 days | 7 years 5 months 8 days | |
Exercisable, Weighted Average Contractual Life Remaining (Years) | 4 years 7 months 9 days | ||
Assumptions: | |||
Weighted average grant date fair value (in dollars per share) | $ 2.71 | $ 3.73 | |
Expected volatility (as a percent) | 39.50% | ||
Expected volatility, minimum (as a percent) | 39.60% | ||
Expected volatility, maximum (as a percent) | 43.30% | ||
Expected term | 5 years 6 months | ||
Risk-free interest rate (as a percent) | 2.90% | ||
Risk-free interest rate, minimum (as a percent) | 3.60% | ||
Risk-free interest rate, maximum (as a percent) | 3.70% | ||
Dividend yield (as a percent) | 8.50% | ||
Minimum | |||
Assumptions: | |||
Expected term | 5 years 6 months | ||
Dividend yield (as a percent) | 5.40% | ||
Maximum | |||
Assumptions: | |||
Expected term | 8 years 3 months 18 days | ||
Dividend yield (as a percent) | 5.90% |
Incentive Plans - Other Vested
Incentive Plans - Other Vested (Details) - shares | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Common Class A [Member] | |||
Share based compensation expense related to long-term incentive plans | |||
Net shares of common stock issued | 623,429 | 293,151 | 573,086 |
Performance shares | |||
Share based compensation expense related to long-term incentive plans | |||
Number of performance shares vested | 360,926 | ||
Performance shares | Common Class A [Member] | |||
Share based compensation expense related to long-term incentive plans | |||
Number of performance shares vested | 360,926 | 337,284 | 86,523 |
Shares withheld for tax withholding | (131,803) | (125,152) | (35,281) |
Shares of restricted common stock issued | 229,123 | 212,132 | 51,242 |
Employee Stock Option [Member] | Common Class A [Member] | |||
Share based compensation expense related to long-term incentive plans | |||
Shares of restricted common stock issued | 2,227 | 467,152 | |
Restricted Stock | |||
Share based compensation expense related to long-term incentive plans | |||
Number of performance shares vested | 40,944 | ||
Restricted Stock | Common Class A [Member] | |||
Share based compensation expense related to long-term incentive plans | |||
Shares withheld for tax withholding | (14,448) | (15,903) | (21,528) |
Cancellation of restricted stock upon forfeiture (in shares) | (2,598) | (3,668) | (1,129) |
Restricted Stock | Employee | Common Class A [Member] | |||
Share based compensation expense related to long-term incentive plans | |||
Shares of restricted common stock issued | 329,821 | 51,590 | 38,098 |
Annual Equity Grants | Non-Employee Directors | Non-employee director | Common Class A [Member] | |||
Share based compensation expense related to long-term incentive plans | |||
Shares of restricted common stock issued | 81,531 | 46,773 | 39,251 |
Incentive Plans - Share-based p
Incentive Plans - Share-based payments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Compensation expense | |||
Total compensation expense for share-based payments | $ 7,191 | $ 3,917 | $ 5,383 |
Performance shares | LTIA 2019-2023 Plan | |||
Compensation expense | |||
Unrecognized compensation expense, other than stock option | $ 7,200 | ||
Period over which unrecognized compensation expense is expected to be recognized | 2 years | ||
Restricted Stock | LTIA 2019-2023 Plan | |||
Compensation expense | |||
Unrecognized compensation expense, other than stock option | $ 4,000 | ||
Period over which unrecognized compensation expense is expected to be recognized | 2 years 2 months 12 days | ||
Employee Stock Option [Member] | LTIA 2019-2023 Plan | |||
Compensation expense | |||
Unrecognized compensation expense | $ 2,300 | ||
Period over which unrecognized compensation expense is expected to be recognized | 4 years 1 month 6 days | ||
Cost of Sales | |||
Compensation expense | |||
Total compensation expense for share-based payments | $ 633 | 695 | 910 |
Selling, General and Administrative Expenses | |||
Compensation expense | |||
Total compensation expense for share-based payments | $ 6,558 | $ 3,222 | $ 4,473 |
Net Sales by Brand (Details)
Net Sales by Brand (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Brand | |||
Net sales | $ 2,062,313 | $ 2,163,000 | $ 2,056,264 |
Specific brand sale to total sale (as a percent) | 3% | ||
Crisco | |||
Brand | |||
Net sales | $ 333,691 | 371,922 | 293,411 |
Clabber Girl | |||
Brand | |||
Net sales | 128,245 | 97,070 | 79,576 |
Back to Nature | |||
Brand | |||
Net sales | 6,507 | 52,074 | 45,059 |
All Other Specialty Brands Total | |||
Brand | |||
Net sales | 253,986 | 252,229 | 249,725 |
Specialty Brands Total | |||
Brand | |||
Net sales | 722,429 | 773,295 | 667,771 |
Green Giant - frozen | |||
Brand | |||
Net sales | 323,185 | 354,404 | 353,689 |
Green Giant - shelf stable | |||
Brand | |||
Net sales | 108,868 | 131,418 | 145,367 |
Green Giant - Le Sueur | |||
Brand | |||
Net sales | 41,517 | 40,564 | 45,433 |
Frozen & Vegetables Brands | |||
Brand | |||
Net sales | 473,570 | 526,386 | 544,489 |
Ortega | |||
Brand | |||
Net sales | 147,931 | 154,259 | 151,168 |
Maple Grove Farms of Vermont | |||
Brand | |||
Net sales | 86,814 | 84,397 | 81,186 |
Cream of Wheat | |||
Brand | |||
Net sales | 78,519 | 81,418 | 67,304 |
All Other Meals Brands Total | |||
Brand | |||
Net sales | 164,303 | 164,789 | 152,280 |
Meals Brands Total | |||
Brand | |||
Net sales | 477,567 | 484,863 | 451,938 |
Spices and Seasonings | |||
Brand | |||
Net sales | 272,943 | 258,929 | 269,525 |
Dash | |||
Brand | |||
Net sales | 64,893 | 65,765 | 72,641 |
All Other Spices & Flavor Solutions Brands | |||
Brand | |||
Net sales | 50,911 | 53,762 | 49,900 |
Spices & Flavor Solutions Brands Total | |||
Brand | |||
Net sales | $ 388,747 | $ 378,456 | $ 392,066 |
Sale of Portland, Maine Manuf_2
Sale of Portland, Maine Manufacturing Facility (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Apr. 02, 2022 USD ($) a | Dec. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Jan. 01, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||
Proceeds from sales of assets | $ 107,282 | $ 10,430 | $ 737 | |
Portland Maine Manufacturing Facility Sale | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Area of property held for sale | a | 13.5 | |||
Proceeds from sales of assets | $ 11,100 | |||
Gain on sale of assets | 7,100 | |||
Restructuring expenses | $ 2,200 |
Schedule II Schedule of Valua_2
Schedule II Schedule of Valuation and Qualifying Accounts (Details) - Allowance for doubtful accounts and discounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Changes in Valuation and Qualifying Accounts | |||
Balance at beginning of period | $ 2,309 | $ 1,997 | $ 1,739 |
Charged to costs and expenses | 185 | 326 | 299 |
Deductions | 239 | 14 | 41 |
Balance at end of period | $ 2,255 | $ 2,309 | $ 1,997 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ (66,198) | $ (11,370) | $ 67,363 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |