Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 01, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-37540 | |
Entity Registrant Name | HOSTESS BRANDS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-4168492 | |
Entity Address, Address Line One | 7905 Quivira Road | |
Entity Address, City or Town | Lenexa, | |
Entity Address, State or Province | KS | |
Entity Address, Postal Zip Code | 66215 | |
City Area Code | 816 | |
Local Phone Number | 701-4600 | |
Title of 12(b) Security | Class A Common Stock, Par Value of $0.0001 per share | |
Trading Symbol | TWNK | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 136,496,962 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001644406 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 206,831 | $ 249,159 |
Short-term investments | 20,918 | 0 |
Accounts receivable, net | 178,769 | 148,180 |
Inventories | 60,809 | 52,813 |
Prepaids and other current assets | 10,540 | 10,564 |
Total current assets | 477,867 | 460,716 |
Property and equipment, net | 359,444 | 335,305 |
Intangible assets, net | 1,932,636 | 1,944,392 |
Goodwill | 706,615 | 706,615 |
Other assets, net | 52,645 | 19,283 |
Total assets | 3,529,207 | 3,466,311 |
Current liabilities: | ||
Long-term debt and lease obligations payable within one year | 14,009 | 14,170 |
Tax receivable agreement payments payable within one year | 11,100 | 11,600 |
Accounts payable | 84,147 | 68,104 |
Customer trade allowances | 60,668 | 52,746 |
Accrued expenses and other current liabilities | 42,079 | 47,009 |
Total current liabilities | 212,003 | 193,629 |
Long-term debt and lease obligations | 1,092,797 | 1,099,975 |
Tax receivable agreement obligations | 125,452 | 134,265 |
Deferred tax liability | 336,587 | 317,847 |
Other long-term liabilities | 1,635 | 1,605 |
Total liabilities | 1,768,474 | 1,747,321 |
Commitments and Contingencies (Note 9) | ||
Class A common stock, $0.0001 par value, 200,000,000 shares authorized, 142,546,549 shares issued and 136,486,712 shares outstanding as of June 30, 2022 and 142,031,329 shares issued and 138,278,573 shares outstanding as of December 31, 2021 | 14 | 14 |
Additional paid in capital | 1,304,970 | 1,303,254 |
Accumulated other comprehensive income (loss) | 22,993 | (506) |
Retained earnings | 540,434 | 475,400 |
Treasury stock | (107,678) | (59,172) |
Stockholders’ equity | 1,760,733 | 1,718,990 |
Total liabilities and stockholders’ equity | $ 3,529,207 | $ 3,466,311 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, issued (in shares) | 142,546,549 | 142,031,329 |
Common stock, outstanding (in shares) | 136,486,712 | 138,278,573 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Net revenue | $ 340,472 | $ 291,485 | $ 672,523 | $ 556,906 |
Cost of goods sold | 227,772 | 186,379 | 444,199 | 356,281 |
Gross profit | 112,700 | 105,106 | 228,324 | 200,625 |
Operating costs and expenses: | ||||
Advertising and marketing | 15,587 | 13,144 | 27,537 | 24,925 |
Selling | 10,137 | 9,454 | 19,914 | 18,084 |
General and administrative | 30,127 | 23,504 | 59,799 | 45,689 |
Amortization of customer relationships | 5,878 | 5,878 | 11,756 | 11,756 |
Total operating costs and expenses | 61,729 | 51,980 | 119,006 | 100,454 |
Operating income | 50,971 | 53,126 | 109,318 | 100,171 |
Other expense (income): | ||||
Interest expense, net | 9,741 | 9,954 | 19,407 | 19,971 |
Change in fair value of warrant liabilities | 0 | 531 | 0 | 455 |
Other expense (income) | (507) | 1,067 | (71) | 1,430 |
Total other expense | 9,234 | 11,552 | 19,336 | 21,856 |
Income before income taxes | 41,737 | 41,574 | 89,982 | 78,315 |
Income tax expense | 11,261 | 11,727 | 24,948 | 21,736 |
Net income | $ 30,476 | $ 29,847 | $ 65,034 | $ 56,579 |
Earnings per Class A share: | ||||
Basic (in usd per share) | $ 0.22 | $ 0.23 | $ 0.47 | $ 0.43 |
Diluted (in usd per share) | $ 0.22 | $ 0.21 | $ 0.47 | $ 0.41 |
Weighted-average shares outstanding: | ||||
Basic (in shares) | 137,909,156 | 131,354,059 | 138,255,803 | 131,096,686 |
Diluted (in shares) | 138,958,242 | 138,925,489 | 139,263,303 | 138,026,854 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 30,476 | $ 29,847 | $ 65,034 | $ 56,579 |
Other comprehensive income: | ||||
Unrealized gain (loss) on interest rate swap and foreign currency contracts designated as a cash flow hedge | 6,327 | (1,810) | 29,983 | 5,251 |
Reclassification into net income | 823 | 1,152 | 1,885 | 2,479 |
Income tax expense | (1,877) | 175 | (8,369) | (2,051) |
Comprehensive income | $ 35,749 | $ 29,364 | $ 88,533 | $ 62,258 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Treasury Stock |
Beginning Balance (in shares) at Dec. 31, 2020 | 130,347,000 | |||||
Beginning balance at Dec. 31, 2020 | $ 1,620,725 | $ 13 | $ 1,281,018 | $ (10,407) | $ 356,101 | $ (6,000) |
Treasury Stock, Beginning Balance (in shares) at Dec. 31, 2020 | 444,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 32,894 | 6,162 | 26,732 | |||
Share-based compensation (in shares) | 146,000 | |||||
Share-based compensation | 2,723 | 2,723 | ||||
Exercise of employee stock options (in shares) | 20,000 | |||||
Exercise of employee stock options | 262 | 262 | ||||
Payment of taxes for employee stock awards | (843) | (843) | ||||
Exercise of public warrants (in shares) | 672,000 | |||||
Exercise of public warrants | 7,722 | 7,722 | ||||
Ending Balance (in shares) at Mar. 31, 2021 | 131,185,000 | |||||
Ending balance at Mar. 31, 2021 | 1,663,483 | $ 13 | 1,290,882 | (4,245) | 382,833 | $ (6,000) |
Treasury Stock, Ending Balance (in shares) at Mar. 31, 2021 | 444,000 | |||||
Beginning Balance (in shares) at Dec. 31, 2020 | 130,347,000 | |||||
Beginning balance at Dec. 31, 2020 | 1,620,725 | $ 13 | 1,281,018 | (10,407) | 356,101 | $ (6,000) |
Treasury Stock, Beginning Balance (in shares) at Dec. 31, 2020 | 444,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 62,258 | |||||
Ending Balance (in shares) at Jun. 30, 2021 | 130,460,000 | |||||
Ending balance at Jun. 30, 2021 | 1,682,944 | $ 13 | 1,297,670 | (4,728) | 412,680 | $ (22,691) |
Treasury Stock, Ending Balance (in shares) at Jun. 30, 2021 | 1,620,000 | |||||
Beginning Balance (in shares) at Mar. 31, 2021 | 131,185,000 | |||||
Beginning balance at Mar. 31, 2021 | 1,663,483 | $ 13 | 1,290,882 | (4,245) | 382,833 | $ (6,000) |
Treasury Stock, Beginning Balance (in shares) at Mar. 31, 2021 | 444,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 29,364 | (483) | 29,847 | |||
Share-based compensation (in shares) | 22,000 | |||||
Share-based compensation | 1,640 | 1,640 | ||||
Exercise of employee stock options (in shares) | 220,000 | |||||
Exercise of employee stock options | 3,135 | 3,135 | ||||
Payment of taxes for employee stock awards | (392) | (392) | ||||
Exercise of public warrants (in shares) | 209,000 | |||||
Exercise of public warrants | 2,405 | 2,405 | ||||
Repurchase of Common Stock (in shares) | 1,176,000 | 1,176,000 | ||||
Repurchase of Common Stock | (16,691) | $ (16,691) | ||||
Ending Balance (in shares) at Jun. 30, 2021 | 130,460,000 | |||||
Ending balance at Jun. 30, 2021 | $ 1,682,944 | $ 13 | 1,297,670 | (4,728) | 412,680 | $ (22,691) |
Treasury Stock, Ending Balance (in shares) at Jun. 30, 2021 | 1,620,000 | |||||
Beginning Balance (in shares) at Dec. 31, 2021 | 138,278,573 | 138,279,000 | ||||
Beginning balance at Dec. 31, 2021 | $ 1,718,990 | $ 14 | 1,303,254 | (506) | 475,400 | $ (59,172) |
Treasury Stock, Beginning Balance (in shares) at Dec. 31, 2021 | 3,753,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 52,784 | 18,226 | 34,558 | |||
Share-based compensation (in shares) | 350,000 | |||||
Share-based compensation | 2,339 | 2,339 | ||||
Exercise of employee stock options (in shares) | 105,000 | |||||
Exercise of employee stock options | 1,662 | 1,662 | ||||
Payment of taxes for employee stock awards | (5,216) | (5,216) | ||||
Repurchase of Common Stock (in shares) | 459,000 | 459,000 | ||||
Repurchase of Common Stock | (9,680) | $ (9,680) | ||||
Ending Balance (in shares) at Mar. 31, 2022 | 138,275,000 | |||||
Ending balance at Mar. 31, 2022 | $ 1,760,879 | $ 14 | 1,302,039 | 17,720 | 509,958 | $ (68,852) |
Treasury Stock, Ending Balance (in shares) at Mar. 31, 2022 | 4,212,000 | |||||
Beginning Balance (in shares) at Dec. 31, 2021 | 138,278,573 | 138,279,000 | ||||
Beginning balance at Dec. 31, 2021 | $ 1,718,990 | $ 14 | 1,303,254 | (506) | 475,400 | $ (59,172) |
Treasury Stock, Beginning Balance (in shares) at Dec. 31, 2021 | 3,753,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | $ 88,533 | |||||
Ending Balance (in shares) at Jun. 30, 2022 | 136,486,712 | 136,487,000 | ||||
Ending balance at Jun. 30, 2022 | $ 1,760,733 | $ 14 | 1,304,970 | 22,993 | 540,434 | $ (107,678) |
Treasury Stock, Ending Balance (in shares) at Jun. 30, 2022 | 6,060,000 | |||||
Beginning Balance (in shares) at Mar. 31, 2022 | 138,275,000 | |||||
Beginning balance at Mar. 31, 2022 | 1,760,879 | $ 14 | 1,302,039 | 17,720 | 509,958 | $ (68,852) |
Treasury Stock, Beginning Balance (in shares) at Mar. 31, 2022 | 4,212,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Comprehensive income (loss) | 35,749 | 5,273 | 30,476 | |||
Share-based compensation (in shares) | 23,000 | |||||
Share-based compensation | 2,648 | 2,648 | ||||
Exercise of employee stock options (in shares) | 37,000 | |||||
Exercise of employee stock options | 579 | 579 | ||||
Payment of taxes for employee stock awards | (296) | (296) | ||||
Repurchase of Common Stock (in shares) | 1,848,000 | 1,848,000 | ||||
Repurchase of Common Stock | $ (38,826) | $ (38,826) | ||||
Ending Balance (in shares) at Jun. 30, 2022 | 136,486,712 | 136,487,000 | ||||
Ending balance at Jun. 30, 2022 | $ 1,760,733 | $ 14 | $ 1,304,970 | $ 22,993 | $ 540,434 | $ (107,678) |
Treasury Stock, Ending Balance (in shares) at Jun. 30, 2022 | 6,060,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities | ||
Net income | $ 65,034 | $ 56,579 |
Depreciation and amortization | 27,951 | 25,223 |
Debt discount amortization | 615 | 621 |
Change in fair value of warrant liabilities | 0 | 455 |
Unrealized foreign exchange losses (gains) | (217) | 73 |
Non-cash lease expense | 247 | 659 |
Share-based compensation | 4,987 | 4,363 |
Deferred taxes | 10,374 | 13,932 |
Change in operating assets and liabilities: | ||
Accounts receivable | (30,600) | (23,194) |
Inventories | (7,996) | (2,816) |
Prepaids and other current assets | (131) | 8,844 |
Accounts payable and accrued expenses | 8,967 | 1,735 |
Customer trade allowances | 7,934 | 827 |
Net cash provided by operating activities | 87,165 | 87,301 |
Investing activities | ||
Purchases of property and equipment | (36,302) | (20,051) |
Acquisition of short-term investments | (20,918) | 0 |
Acquisition and development of software assets | (5,607) | (2,129) |
Net cash used in investing activities | (62,827) | (22,180) |
Financing activities | ||
Repayments of long-term debt and lease obligations | (5,584) | (5,584) |
Repurchase of common stock | (48,506) | (16,691) |
Tax payments related to issuance of shares to employees | (5,512) | (1,235) |
Cash received from exercise of options and warrants | 2,241 | 13,524 |
Payments on tax receivable agreement | (9,313) | (9,270) |
Net cash provided by (used in) financing activities | (66,674) | (19,256) |
Effect of exchange rate changes on cash and cash equivalents | 8 | (92) |
Net increase (decrease) in cash and cash equivalents | (42,328) | 45,773 |
Cash and cash equivalents at beginning of period | 249,159 | 173,034 |
Cash and cash equivalents at end of period | 206,831 | 218,807 |
Cash paid during the period for: | ||
Interest, net of amounts capitalized | 18,599 | 19,451 |
Net taxes paid (refunded) | 11,489 | (1,506) |
Supplemental disclosure of non-cash investing: | ||
Accrued capital expenditures | $ 6,358 | $ 5,046 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Descr i ption of Business Hostess Brands, Inc. is a Delaware corporation headquartered in Lenexa, Kansas. The condensed consolidated financial statements include the accounts of Hostess Brands, Inc. and its subsidiaries (collectively, the “Company”). The Company is a leading sweet snacks company focused on developing, manufacturing, marketing, selling and distributing snacks in the U.S. under the Hostess® brands and in North America under theVoortman® brands. The Company produces a variety of new and classic treats including iconic Hostess® Donettes®, Twinkies®, CupCakes, Ding Dongs® and Zingers®, as well as a variety of Voortman® branded cookies and wafers. Basis of Presentation The Company’s operations are conducted through wholly-owned operating subsidiaries. The condensed consolidated financial statements included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The results of operations for any quarter or a partial fiscal year period are not necessarily indicative of the results to be expected for other periods or the full fiscal year. For the periods presented, the Company has one reportable segment. Adoption of New Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides practical expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The expedients and exceptions provided by the amendments in this update apply only to contracts, hedging relationships, and other transactions that reference the London interbank offered rate (“LIBOR”) or another reference rate expected to be discontinued as a result of reference rate reform. ASU No. 2020-04 is elective and effective as of March 12, 2020 through December 31, 2022. Once elected, this ASU must be applied prospectively for all eligible contract modifications. The Company will adopt Topic 848 when its relevant contracts are modified upon transition to alternative reference rates. The Company does not expect the adoption of Topic 848 to have a material impact on its consolidated financial statements. Principles of Consolidation All intercompany balances and transactions related to activity between the Company and its wholly-owned subsidiaries have been eliminated in consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the financial statements and for the reported amounts of revenues and expenses during the reporting period. Held-to-Maturity Debt Securities The Company classifies its investments in debt securities where it has positive intent and ability to hold until maturity as held-to-maturity. As of June 30, 2022, the Company’s held-to-maturity investments included $55.6 million of commercial paper and $17.0 million of U.S. treasury securities classified as cash and cash equivalents and $12.9 million of U.S. treasury securities and $8.0 million of U.S. agency bonds classified as short-term investments on the condensed consolidated balance sheet. As of December 31, 2021, the Company had no held-to-maturity investments. Held-to-maturity debt securities are recorded at amortized cost, which approximates fair value, and realized gains or losses are reported in interest expense, net on the condensed consolidated statements of operations. For the three and six months ended June 30, 2022, the Company recognized less than $0.1 million in realized gains and losses. The Company’s held-to-maturity investments are classified as Level 2 in the fair value hierarchy because they are valued using inputs other than quoted prices, which are directly or indirectly observable in the market, including prices for similar assets in active markets as well as quoted prices for identical or similar assets in markets that are not active. Accounts Receivable Accounts receivable represents amounts invoiced to customers for performance obligations which have been satisfied. As of June 30, 2022 and December 31, 2021, the Company’s accounts receivable were $178.8 million and $148.2 million, respectively, which have been reduced by an allowance for damages occurring during shipment, quality claims and doubtful accounts in the amount of $4.3 million and $3.0 million for the periods ending June 30, 2022 and December 31, 2021, respectively. The allowance for doubtful accounts represents the Company’s estimate of expected credit losses related to trade receivables. To estimate the allowance for doubtful accounts, the Company leverages information on historical losses, current conditions, and reasonable and supportable forecasts of future conditions. Account balances are written off against the allowance when the Company deems the amount is uncollectible. Inventories Inventories are stated at the lower of cost or net-realizable value on a first-in first-out basis. Abnormal amounts of idle facility expense, freight, handling costs, and wasted material (spoilage) are expensed in the period they are incurred. The components of inventories are as follows : (In thousands) June 30, December 31, Ingredients and packaging $ 29,286 $ 22,607 Finished goods 27,570 26,988 Inventory in transit to customers 3,953 3,218 $ 60,809 $ 52,813 Capitalized Interest The Company capitalizes a portion of the interest on its term loan (see Note 4. Debt and Lease Obligations) related to certain property and equipment during its construction period. The capitalized interest is recorded as part of the asset to which it relates and depreciated over the asset’s estimated useful life. The Company capitalized interest of $0.2 million during the three and six months ended June 30, 2022. No interest was capitalized during the three and six months ended June 30, 2021. Capitalized interest is included in property and equipment, net on the condensed consolidated balance sheets. Software Costs Capitalized software is included in other assets in the condensed consolidated balance sheets in the amount of $18.3 million and $14.7 million as of June 30, 2022 and December 31, 2021, respectively. Capitalized software costs are amortized over their estimated useful life of up to five years commencing when such assets are ready for their intended use. Software amortization expense included in general and administrative expense in the condensed consolidated statements of operations was $1.0 million and $2.1 million for the three and six months ended June 30, 2022, compared to $1.0 million and $1.9 million for the three and six months ended June 30, 2021, respectively. Disaggregation of Revenue Net revenue consists of sales of packaged food products primarily within the Sweet Baked Goods (“SBG”) category in the United States, as well as in the Cookie category in the United States and Canada. The following tables disaggregate revenue by geographical market and category. Three Months Ended June 30, 2022 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 303,437 $ 32,348 $ 335,785 Canada — 4,687 4,687 $ 303,437 $ 37,035 $ 340,472 Three Months Ended June 30, 2021 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 262,491 $ 24,407 $ 286,898 Canada — 4,587 4,587 $ 262,491 $ 28,994 $ 291,485 Six Months Ended June 30, 2022 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 599,809 $ 63,264 $ 663,073 Canada — 9,450 9,450 $ 599,809 $ 72,714 $ 672,523 Six Months Ended June 30, 2021 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 500,191 $ 48,210 $ 548,401 Canada — 8,505 8,505 $ 500,191 $ 56,715 $ 556,906 Concentrations |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following: (In thousands) June 30, December 31, Land and buildings $ 73,729 $ 70,692 Right of use assets, operating 32,192 32,192 Machinery and equipment 301,313 299,071 Construction in progress 59,486 26,027 466,720 427,982 Less accumulated depreciation and amortization (107,276) (92,677) $ 359,444 $ 335,305 Depreciation expense was $7.7 million and $14.1 million for the three and six months ended June 30, 2022, compared to $5.7 million and $11.5 million for the three and six months ended June 30, 2021, respectively. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Included in accrued expenses and other current liabilities are the following: (In thousands) June 30, December 31, Payroll, vacation and other compensation $ 8,704 $ 7,791 Incentive compensation 14,706 21,172 Accrued interest 5,295 4,828 Interest rate swap and foreign currency contracts 157 2,042 Other 13,217 11,176 $ 42,079 $ 47,009 |
Debt and Lease Obligations
Debt and Lease Obligations | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt and Lease Obligations | Debt and Lease Obligations A summary of the carrying value of the debt and lease obligations are as follows: (In thousands) June 30, December 31, Term loan (3.6% as of June 30, 2022) Principal $ 1,086,013 $ 1,091,596 Unamortized debt premium and issuance costs (3,380) (3,679) 1,082,633 1,087,917 Lease obligations 24,173 26,228 Total debt and lease obligations 1,106,806 1,114,145 Less: Current portion of long term debt and lease obligations (14,009) (14,170) Long-term portion $ 1,092,797 $ 1,099,975 At June 30, 2022, minimum debt repayments under the term loan are due as follows: ( In thousands ) 2022 $ 5,584 2023 11,167 2024 11,167 2025 1,058,095 Leases The Company has entered into operating leases for certain properties which expire at various times through 2026. The Company determines if an arrangement is a lease at inception. At June 30, 2022 and December 31, 2021, right of use assets related to operating leases are included in property and equipment, net on the condensed consolidated balance sheets (see Note 2. Property and Equipment). As of June 30, 2022 and 2021, the Company has no outstanding financing leases. Lease liabilities for operating leases are included in the current and non-current portions of long-term debt and lease obligations on the condensed consolidated balance sheets. The table below shows the composition of lease expense: Three Months Ended Six Months Ended (In thousands) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Operating lease expense $ 1,585 $ 1,771 $ 3,188 $ 3,424 Short-term lease expense 461 379 834 582 Variable lease expense 391 385 773 742 $ 2,437 $ 2,535 $ 4,795 $ 4,748 |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Interest Rate Swap and Foreign Currency Contracts The Company entered into interest rate swap contracts with counterparties to make a series of payments based on fixed rates ranging from 1.11% to 2.06% in addition to the term loan margin of 2.25% and receive a series of payments based on the greater of LIBOR or 0.75%. Both the fixed and floating payment streams are based on the June 30, 2022 notional amount of $700 million, outstanding through August 2025. The Company entered into these transactions to reduce its exposure to changes in cash flows associated with its variable rate debt and has designated these derivatives as cash flow hedges. At June 30, 2022, the interest on the Company’s variable rate debt hedged by these contracts is effectively fixed at rates ranging from 3.36% to 4.31%. To reduce the effect of fluctuations in Canadian dollar (“CAD”) denominated expenses relative to their U.S. dollar equivalents originating from its Canadian operations, the Company entered into CAD purchase contracts. The contracts provide for the Company to sell a total of $13.0 million USD for $16.5 million CAD at varying defined settlement dates through June 2023. The Company has designated these contracts as cash flow hedges. A summary of the fair value of interest rate and foreign currency instruments is as follows: (In thousands) June 30, December 31, Asset derivatives Location Interest rate swap contracts (1) Other non-current assets $ 31,925 $ 1,803 Liability derivatives Location Interest rate swap contracts (1) Accrued expenses $ — $ 1,798 Foreign currency contracts (2) Accrued expenses 157 244 $ 157 $ 2,042 (1) The fair values of interest rate swap contracts are measured on a recurring basis by netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on the expectation of future interest rates (forward curves) derived from observed market interest rate curves (Level 2). (2) The fair values of foreign currency contracts are measured at each reporting period by comparison to available market information on similar contracts (Level 2). A summary of the gains and losses related to interest rate and foreign currency instruments in the condensed consolidated statements of operations is as follows: Three Months Ended Six Months Ended (In thousands) June 30, June 30, June 30, June 30, Loss on derivative contracts designated as cash flow hedges Location Interest rate swap contracts Interest expense, net $ 823 $ 1,152 $ 1,885 $ 2,479 |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Basic earnings per share is calculated by dividing net income for the period by the weighted average number of shares of Class A common stock outstanding for the period excluding non-vested share-based awards. In computing diluted earnings per share, basic earnings per share is adjusted for the assumed issuance of all applicable potentially dilutive share-based awards including RSUs and stock options as well as public and private placement warrants. Below are basic and diluted net income per share: Three Months Ended Six Months Ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Numerator: Net income (in thousands) $ 30,476 $ 29,847 $ 65,034 $ 56,579 Denominator: Weighted-average Class A shares outstanding - basic 137,909,156 131,354,059 138,255,803 131,096,686 Dilutive effect of warrants — 6,867,024 — 6,319,296 Dilutive effect of RSUs 559,426 555,050 522,424 486,250 Dilutive effect of stock options 489,660 149,356 485,076 124,622 Weighted-average shares outstanding - diluted 138,958,242 138,925,489 139,263,303 138,026,854 Net income per Class A share - basic $ 0.22 $ 0.23 $ 0.47 $ 0.43 Net income per Class A share - diluted $ 0.22 $ 0.21 $ 0.47 $ 0.41 For warrants that are liability-classified, during periods when the impact would be dilutive, the Company assumes share settlement of the instruments as of the beginning of the reporting period and adjusts the numerator to remove the change in fair value of the warrant liability and adjusts the denominator to include the dilutive shares calculated using the treasury stock method. All warrants were exercised or expired as of December 31, 2021. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is subject to U.S. federal, state and local income taxes as well as Canadian income tax on its controlled foreign subsidiary. The income tax provision is determined based on the estimated full year effective tax rate, adjusted for infrequent or unusual items, which are recognized on a discrete basis in the period they occur. The Company’s estimated annual effective tax rate is 27.2% prior to taking into account any discrete items. |
Tax Receivable Agreement Obliga
Tax Receivable Agreement Obligations | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Tax Receivable Agreement Obligations | Tax Receivable Agreement Obligations The following table summarizes activity related to the tax receivable agreement for the six months ended June 30, 2022: (In thousands) Balance December 31, 2021 $ 145,865 Payments (9,313) Balance June 30, 2022 $ 136,552 As of June 30, 2022 the future expected payments under the tax receivable agreement are as follows: (In thousands) 2022 $ 2,300 2023 10,300 2024 10,100 2025 9,400 2026 9,600 Thereafter 94,852 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Liabilities related to legal proceedings are recorded when it is probable that a liability has been incurred and the associated amount can be reasonably estimated. Where the estimated amount of loss is within a range of amounts and no amount within the range is a better estimate than any other amount, the minimum amount is accrued. As additional information becomes available, potential liabilities are reassessed and the estimates revised, if necessary. Any accrued liabilities are subject to change in the future based on new developments in each matter, or changes in circumstances, which could have a material effect on the Company’s financial condition and results of operations. In December 2020, the Company asserted claims for indemnification against the sellers under the terms of the Share Purchase Agreement pursuant to which the Company acquired Voortman. The Company’s claims were for an aggregate of approximately $90 million CAD in damages arising out of alleged breaches by the sellers of certain representations, warranties and covenants contained in such agreement relating to periods prior to the closing of the acquisition. The Company also submitted claims relating to these alleged breaches under the representation and warranty insurance policy (“RWI”) it purchased in connection with the acquisition. In June 2022, the RWI insurers agreed to pay the Company $42.5 million CAD (the RWI coverage limit) related to these breaches. The Company expects to realize the proceeds as a gain in its condensed consolidated statement of operations when they are received in the third quarter of 2022. The Company, togethe r with the RWI insurers, now intends to pursue claims against the sellers. Although the Company strongly believes that its claims against the sellers are meritorious, no assurance can be given as to whether the Company will recover all, or any part, of the amounts it pursues directly against the sellers. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s operations are conducted through wholly-owned operating subsidiaries. The condensed consolidated financial statements included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The results of operations for any quarter or a partial fiscal year period are not necessarily indicative of the results to be expected for other periods or the full fiscal year. For the periods presented, the Company has one reportable segment. |
Adoption of New Accounting Standards | Adoption of New Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides practical expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The expedients and exceptions provided by the amendments in this update apply only to contracts, hedging relationships, and other transactions that reference the London interbank offered rate (“LIBOR”) or another reference rate expected to be discontinued as a result of reference rate reform. ASU No. 2020-04 is elective and effective as of March 12, 2020 through December 31, 2022. Once elected, this ASU must be applied prospectively for all eligible contract modifications. The Company will adopt Topic 848 when its relevant contracts are modified upon transition to alternative reference rates. The Company does not expect the adoption of Topic 848 to have a material impact on its consolidated financial statements. |
Principles of Consolidation | Principles of ConsolidationAll intercompany balances and transactions related to activity between the Company and its wholly-owned subsidiaries have been eliminated in consolidation. |
Use of Estimates | Use of EstimatesThe preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the financial statements and for the reported amounts of revenues and expenses during the reporting period. |
Held-to-Maturity Debt Securities | Held-to-Maturity Debt Securities The Company classifies its investments in debt securities where it has positive intent and ability to hold until maturity as held-to-maturity. As of June 30, 2022, the Company’s held-to-maturity investments included $55.6 million of commercial paper and $17.0 million of U.S. treasury securities classified as cash and cash equivalents and $12.9 million of U.S. treasury securities and $8.0 million of U.S. agency bonds classified as short-term investments on the condensed consolidated balance sheet. As of December 31, 2021, the Company had no held-to-maturity investments. Held-to-maturity debt securities are recorded at amortized cost, which approximates fair value, and realized gains or losses are reported in interest expense, net on the condensed consolidated statements of operations. For the three and six months ended June 30, 2022, the Company recognized less than $0.1 million in realized gains and losses. The Company’s held-to-maturity investments are classified as Level 2 in the fair value hierarchy because they are valued using inputs other than quoted prices, which are directly or indirectly observable in the market, including prices for similar assets in active markets as well as quoted prices for identical or similar assets in markets that are not active. |
Accounts Receivable | Accounts Receivable Accounts receivable represents amounts invoiced to customers for performance obligations which have been satisfied. As of June 30, 2022 and December 31, 2021, the Company’s accounts receivable were $178.8 million and $148.2 million, respectively, which have been reduced by an allowance for damages occurring during shipment, quality claims and doubtful accounts in the amount of $4.3 million and $3.0 million for the periods ending June 30, 2022 and December 31, 2021, respectively. The allowance for doubtful accounts represents the Company’s estimate of expected credit losses related to trade receivables. To estimate the allowance for doubtful accounts, the Company leverages information on historical losses, current conditions, and reasonable and supportable forecasts of future conditions. Account balances are written off against the allowance when the Company deems the amount is uncollectible. |
Inventories | Inventories Inventories are stated at the lower of cost or net-realizable value on a first-in first-out basis. Abnormal amounts of idle facility expense, freight, handling costs, and wasted material (spoilage) are expensed in the period they are incurred. |
Capitalized Interest | Capitalized Interest The Company capitalizes a portion of the interest on its term loan (see Note 4. Debt and Lease Obligations) related to certain property and equipment during its construction period. The capitalized interest is recorded as part of the asset to which it relates and depreciated over the asset’s estimated useful life. The Company capitalized interest of $0.2 million during the three and six months ended June 30, 2022. No interest was capitalized during the three and six months ended June 30, 2021. Capitalized interest is included in property and equipment, net on the condensed consolidated balance sheets. |
Software Costs | Software Costs Capitalized software is included in other assets in the condensed consolidated balance sheets in the amount of $18.3 million and $14.7 million as of June 30, 2022 and December 31, 2021, respectively. Capitalized software costs are amortized over their estimated useful life of up to five years commencing when such assets are ready for their intended use. Software amortization expense included in general and administrative expense in the condensed consolidated statements of operations was $1.0 million and $2.1 million for the three and six months ended June 30, 2022, compared to $1.0 million and $1.9 million for the three and six months ended June 30, 2021, respectively. |
Disaggregation of Revenue | Disaggregation of RevenueNet revenue consists of sales of packaged food products primarily within the Sweet Baked Goods (“SBG”) category in the United States, as well as in the Cookie category in the United States and Canada. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Components of Inventories | The components of inventories are as follows : (In thousands) June 30, December 31, Ingredients and packaging $ 29,286 $ 22,607 Finished goods 27,570 26,988 Inventory in transit to customers 3,953 3,218 $ 60,809 $ 52,813 |
Disaggregation of Revenue | The following tables disaggregate revenue by geographical market and category. Three Months Ended June 30, 2022 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 303,437 $ 32,348 $ 335,785 Canada — 4,687 4,687 $ 303,437 $ 37,035 $ 340,472 Three Months Ended June 30, 2021 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 262,491 $ 24,407 $ 286,898 Canada — 4,587 4,587 $ 262,491 $ 28,994 $ 291,485 Six Months Ended June 30, 2022 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 599,809 $ 63,264 $ 663,073 Canada — 9,450 9,450 $ 599,809 $ 72,714 $ 672,523 Six Months Ended June 30, 2021 ( In thousands ) Sweet Baked Goods Cookies Total United States $ 500,191 $ 48,210 $ 548,401 Canada — 8,505 8,505 $ 500,191 $ 56,715 $ 556,906 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following: (In thousands) June 30, December 31, Land and buildings $ 73,729 $ 70,692 Right of use assets, operating 32,192 32,192 Machinery and equipment 301,313 299,071 Construction in progress 59,486 26,027 466,720 427,982 Less accumulated depreciation and amortization (107,276) (92,677) $ 359,444 $ 335,305 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Included in accrued expenses and other current liabilities are the following: (In thousands) June 30, December 31, Payroll, vacation and other compensation $ 8,704 $ 7,791 Incentive compensation 14,706 21,172 Accrued interest 5,295 4,828 Interest rate swap and foreign currency contracts 157 2,042 Other 13,217 11,176 $ 42,079 $ 47,009 |
Debt and Lease Obligations (Tab
Debt and Lease Obligations (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Debt and Lease Obligation | A summary of the carrying value of the debt and lease obligations are as follows: (In thousands) June 30, December 31, Term loan (3.6% as of June 30, 2022) Principal $ 1,086,013 $ 1,091,596 Unamortized debt premium and issuance costs (3,380) (3,679) 1,082,633 1,087,917 Lease obligations 24,173 26,228 Total debt and lease obligations 1,106,806 1,114,145 Less: Current portion of long term debt and lease obligations (14,009) (14,170) Long-term portion $ 1,092,797 $ 1,099,975 |
Schedule of Maturities of Long-term Debt | At June 30, 2022, minimum debt repayments under the term loan are due as follows: ( In thousands ) 2022 $ 5,584 2023 11,167 2024 11,167 2025 1,058,095 |
Composition of Lease Expenses | The table below shows the composition of lease expense: Three Months Ended Six Months Ended (In thousands) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Operating lease expense $ 1,585 $ 1,771 $ 3,188 $ 3,424 Short-term lease expense 461 379 834 582 Variable lease expense 391 385 773 742 $ 2,437 $ 2,535 $ 4,795 $ 4,748 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of the Fair Value of Interest Rate and Foreign Currency Instruments | A summary of the fair value of interest rate and foreign currency instruments is as follows: (In thousands) June 30, December 31, Asset derivatives Location Interest rate swap contracts (1) Other non-current assets $ 31,925 $ 1,803 Liability derivatives Location Interest rate swap contracts (1) Accrued expenses $ — $ 1,798 Foreign currency contracts (2) Accrued expenses 157 244 $ 157 $ 2,042 (1) The fair values of interest rate swap contracts are measured on a recurring basis by netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on the expectation of future interest rates (forward curves) derived from observed market interest rate curves (Level 2). (2) The fair values of foreign currency contracts are measured at each reporting period by comparison to available market information on similar contracts (Level 2). |
Summary of the Gains and Losses Related to Interest Rate and Foreign Currency Instruments in the Consolidated Statement of Operations | A summary of the gains and losses related to interest rate and foreign currency instruments in the condensed consolidated statements of operations is as follows: Three Months Ended Six Months Ended (In thousands) June 30, June 30, June 30, June 30, Loss on derivative contracts designated as cash flow hedges Location Interest rate swap contracts Interest expense, net $ 823 $ 1,152 $ 1,885 $ 2,479 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income Per Share | Below are basic and diluted net income per share: Three Months Ended Six Months Ended June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Numerator: Net income (in thousands) $ 30,476 $ 29,847 $ 65,034 $ 56,579 Denominator: Weighted-average Class A shares outstanding - basic 137,909,156 131,354,059 138,255,803 131,096,686 Dilutive effect of warrants — 6,867,024 — 6,319,296 Dilutive effect of RSUs 559,426 555,050 522,424 486,250 Dilutive effect of stock options 489,660 149,356 485,076 124,622 Weighted-average shares outstanding - diluted 138,958,242 138,925,489 139,263,303 138,026,854 Net income per Class A share - basic $ 0.22 $ 0.23 $ 0.47 $ 0.43 Net income per Class A share - diluted $ 0.22 $ 0.21 $ 0.47 $ 0.41 |
Tax Receivable Agreement Obli_2
Tax Receivable Agreement Obligations (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Summary of Tax Receivable Agreement | The following table summarizes activity related to the tax receivable agreement for the six months ended June 30, 2022: (In thousands) Balance December 31, 2021 $ 145,865 Payments (9,313) Balance June 30, 2022 $ 136,552 |
Future Expected Payments Under Tax Receivable Arrangement | As of June 30, 2022 the future expected payments under the tax receivable agreement are as follows: (In thousands) 2022 $ 2,300 2023 10,300 2024 10,100 2025 9,400 2026 9,600 Thereafter 94,852 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Basis of Presentation (Details) | 6 Months Ended |
Jun. 30, 2022 segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 1 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Held-to-Maturity Debt Securities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Cash and Cash Equivalents [Line Items] | |||
Cash and cash equivalents | $ 206,831,000 | $ 206,831,000 | $ 249,159,000 |
Short-term investments | 20,918,000 | 20,918,000 | 0 |
Cash and cash equivalents and short-term investments | $ 0 | ||
Realized gains (losses) (less than) | 100,000 | 100,000 | |
U.S. Treasury Securities | |||
Cash and Cash Equivalents [Line Items] | |||
Short-term investments | 12,900,000 | 12,900,000 | |
U.S. Agency Bonds | |||
Cash and Cash Equivalents [Line Items] | |||
Short-term investments | 8,000,000 | 8,000,000 | |
Commercial Paper | |||
Cash and Cash Equivalents [Line Items] | |||
Cash and cash equivalents | 55,600,000 | 55,600,000 | |
U.S. Treasury Securities | |||
Cash and Cash Equivalents [Line Items] | |||
Cash and cash equivalents | $ 17,000,000 | $ 17,000,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Accounts receivable | $ 178,769 | $ 148,180 |
Reserve to cover allowances for damages occurring during shipment, quality claims and doubtful accounts | $ 4,300 | $ 3,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Ingredients and packaging | $ 29,286 | $ 22,607 |
Finished goods | 27,570 | 26,988 |
Inventory in transit to customers | 3,953 | 3,218 |
Inventories | $ 60,809 | $ 52,813 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Capitalized Interest (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Accounting Policies [Abstract] | ||||
Interest costs capitalized | $ 200,000 | $ 0 | $ 200,000 | $ 0 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Software Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||||
Capitalized software | $ 18.3 | $ 18.3 | $ 14.7 | ||
Capitalized software, estimated useful life | 5 years | ||||
Software amortization expense | $ 1 | $ 1 | $ 2.1 | $ 1.9 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenue | $ 340,472 | $ 291,485 | $ 672,523 | $ 556,906 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 335,785 | 286,898 | 663,073 | 548,401 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 4,687 | 4,587 | 9,450 | 8,505 |
Sweet Baked Goods | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 303,437 | 262,491 | 599,809 | 500,191 |
Sweet Baked Goods | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 303,437 | 262,491 | 599,809 | 500,191 |
Sweet Baked Goods | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Cookies | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 37,035 | 28,994 | 72,714 | 56,715 |
Cookies | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 32,348 | 24,407 | 63,264 | 48,210 |
Cookies | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | $ 4,687 | $ 4,587 | $ 9,450 | $ 8,505 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Concentrations (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
One Customer | Customer concentration risk | Consolidated net revenues | ||||
Concentration Risk [Line Items] | ||||
Percentage of total net revenues for customer | 20.10% | 18.10% | 20.40% | 19.30% |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 466,720 | $ 466,720 | $ 427,982 | ||
Less accumulated depreciation and amortization | (107,276) | (107,276) | (92,677) | ||
Property and equipment, net | 359,444 | 359,444 | 335,305 | ||
Depreciation expense | 7,700 | $ 5,700 | 14,100 | $ 11,500 | |
Land and buildings | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 73,729 | 73,729 | 70,692 | ||
Right of use assets, operating | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 32,192 | 32,192 | 32,192 | ||
Machinery and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 301,313 | 301,313 | 299,071 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 59,486 | $ 59,486 | $ 26,027 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Payroll, vacation and other compensation | $ 8,704 | $ 7,791 |
Incentive compensation | 14,706 | 21,172 |
Accrued interest | 5,295 | 4,828 |
Interest rate swap and foreign currency contracts | 157 | 2,042 |
Other | 13,217 | 11,176 |
Accrued expenses and other current liabilities | $ 42,079 | $ 47,009 |
Debt and Lease Obligations - Su
Debt and Lease Obligations - Summary of Debt and Lease Obligation (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Lease obligations | $ 24,173 | $ 26,228 |
Total debt and lease obligations | $ 1,106,806 | $ 1,114,145 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Less: Current portion of long term debt and lease obligations | Less: Current portion of long term debt and lease obligations |
Less: Current portion of long term debt and lease obligations | $ (14,009) | $ (14,170) |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term portion | Long-term portion |
Long-term portion | $ 1,092,797 | $ 1,099,975 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Effective fixed interest rate on long-term debt (as a percent) | 3.60% | |
Principal | $ 1,086,013 | 1,091,596 |
Unamortized debt premium and issuance costs | (3,380) | (3,679) |
Long-term debt | $ 1,082,633 | $ 1,087,917 |
Debt and Lease Obligations - Sc
Debt and Lease Obligations - Schedule of Maturities of Long-term Debt (Details) - Term Loan $ in Thousands | Jun. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |
2022 | $ 5,584 |
2023 | 11,167 |
2024 | 11,167 |
2025 | $ 1,058,095 |
Debt and Lease Obligations - Co
Debt and Lease Obligations - Composition of Lease Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Debt Disclosure [Abstract] | ||||
Operating lease expense | $ 1,585 | $ 1,771 | $ 3,188 | $ 3,424 |
Short-term lease expense | 461 | 379 | 834 | 582 |
Variable lease expense | 391 | 385 | 773 | 742 |
Total lease cost | $ 2,437 | $ 2,535 | $ 4,795 | $ 4,748 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CAD ($) | |
Term Loan | ||
Derivative [Line Items] | ||
Effective fixed interest rate on long-term debt (as a percent) | 3.60% | 3.60% |
LIBOR Floor | Term Loan | ||
Derivative [Line Items] | ||
Effective fixed interest rate on long-term debt | 2.25% | |
Cash Flow Hedge | ||
Derivative [Line Items] | ||
Maximum contracted sales amount | $ 13,000,000 | $ 16.5 |
Designated as Hedging Instrument | Interest rate swap contracts | Cash Flow Hedge | ||
Derivative [Line Items] | ||
Notional amount of derivative contracts | $ 700,000,000 | |
Designated as Hedging Instrument | Interest rate swap contracts | Cash Flow Hedge | LIBOR | ||
Derivative [Line Items] | ||
Basis spread on variable rate (as a percent) | 0.75% | 0.75% |
Designated as Hedging Instrument | Interest rate swap contracts | Cash Flow Hedge | Minimum | ||
Derivative [Line Items] | ||
Fixed interest rate | 1.11% | 1.11% |
Effective fixed interest rate on long-term debt (as a percent) | 3.36% | 3.36% |
Designated as Hedging Instrument | Interest rate swap contracts | Cash Flow Hedge | Maximum | ||
Derivative [Line Items] | ||
Fixed interest rate | 2.06% | 2.06% |
Effective fixed interest rate on long-term debt (as a percent) | 4.31% | 4.31% |
Derivative Instruments - Summar
Derivative Instruments - Summary of the Fair Value of Interest Rate and Foreign Currency Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Derivative [Line Items] | ||
Liability derivatives | $ 157 | $ 2,042 |
Other non-current assets | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Asset derivatives | 31,925 | 1,803 |
Accrued expenses | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Liability derivatives | 0 | 1,798 |
Accrued expenses | Foreign currency contracts | ||
Derivative [Line Items] | ||
Liability derivatives | $ 157 | $ 244 |
Derivative Instruments - Summ_2
Derivative Instruments - Summary of the Gains and Losses Related to Interest Rate and Foreign Currency Instruments in the Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Derivative [Line Items] | ||||
Loss on derivative contracts designated as cash flow hedges | $ 823 | $ 1,152 | $ 1,885 | $ 2,479 |
Interest rate swap contracts | Interest expense, net | ||||
Derivative [Line Items] | ||||
Loss on derivative contracts designated as cash flow hedges | $ 823 | $ 1,152 | $ 1,885 | $ 2,479 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: | ||||
Net income (in thousands) | $ 30,476 | $ 29,847 | $ 65,034 | $ 56,579 |
Denominator: | ||||
Weighted-average Class A shares outstanding - basic (in shares) | 137,909,156 | 131,354,059 | 138,255,803 | 131,096,686 |
Dilutive effect of warrants (in shares) | 0 | 6,867,024 | 0 | 6,319,296 |
Weighted-average shares outstanding - diluted (in shares) | 138,958,242 | 138,925,489 | 139,263,303 | 138,026,854 |
Net income per Class A share - basic (in usd per share) | $ 0.22 | $ 0.23 | $ 0.47 | $ 0.43 |
Net income per Class A share - dilutive (in usd per share) | $ 0.22 | $ 0.21 | $ 0.47 | $ 0.41 |
RSUs | ||||
Denominator: | ||||
Dilutive effect of share-based payment arrangements (in shares) | 559,426 | 555,050 | 522,424 | 486,250 |
Options | ||||
Denominator: | ||||
Dilutive effect of share-based payment arrangements (in shares) | 489,660 | 149,356 | 485,076 | 124,622 |
Income Taxes (Details)
Income Taxes (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Forecast | |
Income Tax Disclosure [Line Items] | |
Effective income tax rate (as a percent) | 27.20% |
Tax Receivable Agreement Obli_3
Tax Receivable Agreement Obligations - Summary of Activity (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Reconciliation Of Tax Receivable Agreement Liability [Roll Forward] | |
Beginning balance | $ 145,865 |
Payments | (9,313) |
Ending balance | $ 136,552 |
Tax Receivable Agreement Obli_4
Tax Receivable Agreement Obligations - Future Expected Payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Income Tax Disclosure [Abstract] | |
2022 | $ 2,300 |
2023 | 10,300 |
2024 | 10,100 |
2025 | 9,400 |
2026 | 9,600 |
Thereafter | $ 94,852 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - CAD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Claim for damages owed to the company | $ 90 | |
Gain contingency, unrecorded amount | $ 42.5 |