Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2017 | May 09, 2017 | |
Document Documentand Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 | |
Trading Symbol | FARM | |
Entity Registrant Name | FARMER BROTHERS CO | |
Entity Central Index Key | 34,563 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 16,844,216 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 5,727 | $ 21,095 |
Short-term investments | 26,541 | 25,591 |
Accounts and notes receivable, net | 50,426 | 44,364 |
Inventories | 60,712 | 46,378 |
Income tax receivable | 293 | 247 |
Short-term derivative assets | 0 | 3,954 |
Prepaid expenses | 4,789 | 4,557 |
Assets held for sale | 0 | 7,179 |
Total current assets | 148,488 | 153,365 |
Property, plant and equipment, net | 171,977 | 118,416 |
Goodwill | 9,940 | 272 |
Intangible assets, net | 19,172 | 6,219 |
Other assets | 7,311 | 9,933 |
Deferred income taxes | 66,046 | 80,786 |
Total assets | 422,934 | 368,991 |
Current liabilities: | ||
Accounts payable | 45,216 | 23,919 |
Accrued payroll expenses | 18,168 | 24,540 |
Short-term borrowings under revolving credit facility | 44,175 | 109 |
Short-term obligations under capital leases | 1,131 | 1,323 |
Short-term derivative liabilities | 339 | 0 |
Other current liabilities | 7,074 | 6,946 |
Total current liabilities | 116,103 | 56,837 |
Accrued pension liabilities | 67,331 | 68,047 |
Accrued postretirement benefits | 20,183 | 20,808 |
Accrued workers’ compensation liabilities | 10,248 | 11,459 |
Other long-term liabilities-capital leases | 389 | 1,036 |
Other long-term liabilities | 600 | 28,210 |
Total liabilities | 214,854 | 186,397 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $1.00 par value, 500,000 shares authorized and none issued | 0 | 0 |
Common stock, $1.00 par value, 25,000,000 shares authorized; 16,841,650 and 16,781,561 shares issued and outstanding at March 31, 2017 and June 30, 2016, respectively | 16,842 | 16,782 |
Additional paid-in capital | 40,704 | 39,096 |
Retained earnings | 220,070 | 196,782 |
Unearned ESOP shares | (4,289) | (6,434) |
Accumulated other comprehensive loss | (65,247) | (63,632) |
Total stockholders’ equity | 208,080 | 182,594 |
Total liabilities and stockholders’ equity | $ 422,934 | $ 368,991 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2017 | Jun. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in US$ per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 500,000 | 500,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Common stock, par value (in US$ per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 16,841,650 | 16,781,561 |
Common stock, shares outstanding (in shares) | 16,841,650 | 16,781,561 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||||
Net sales | $ 138,187 | $ 134,468 | $ 407,700 | $ 410,220 |
Cost of goods sold | 84,367 | 81,908 | 247,586 | 254,173 |
Gross profit | 53,820 | 52,560 | 160,114 | 156,047 |
Selling expenses | 40,377 | 38,447 | 117,912 | 112,741 |
General and administrative expenses | 9,196 | 10,977 | 31,925 | 29,951 |
Restructuring and other transition expenses | 2,547 | 3,169 | 9,542 | 13,855 |
Net gain from sale of Torrance Facility | 0 | 0 | (37,449) | 0 |
Net gains from sale of Spice Assets | (272) | (335) | (764) | (5,441) |
Net gains from sales of other assets | 86 | 4 | 1,525 | 163 |
Operating expenses | 51,762 | 52,254 | 119,641 | 150,943 |
Income from operations | 2,058 | 306 | 40,473 | 5,104 |
Other income (expense): | ||||
Dividend income | 273 | 288 | 808 | 840 |
Interest income | 147 | 139 | 435 | 359 |
Interest expense | (517) | (111) | (1,430) | (341) |
Other, net | 1,044 | 613 | (1,088) | 35 |
Total other income (expense) | 947 | 929 | (1,275) | 893 |
Income before taxes | 3,005 | 1,235 | 39,198 | 5,997 |
Income tax expense | 1,411 | 43 | 15,910 | 318 |
Net income | $ 1,594 | $ 1,192 | $ 23,288 | $ 5,679 |
Net income (loss) per common share - basic (in US$ per share) | $ 0.10 | $ 0.07 | $ 1.40 | $ 0.34 |
Net income (loss) per common share - diluted (in US$ per share) | $ 0.10 | $ 0.07 | $ 1.39 | $ 0.34 |
Weighted average common shares outstanding - basic (in shares) | 16,605,754 | 16,539,479 | 16,584,125 | 16,486,469 |
Weighted average common shares outstanding—diluted (in shares) | 16,721,774 | 16,647,415 | 16,704,200 | 16,614,275 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 1,594 | $ 1,192 | $ 23,288 | $ 5,679 |
Other comprehensive income (loss), net of tax: | ||||
Unrealized gains (losses) on derivative instruments designated as cash flow hedges | 104 | (1,245) | (1,249) | (5,575) |
(Gains) losses on derivative instruments designated as cash flow hedges reclassified to cost of goods sold | (516) | 2,677 | (366) | 11,504 |
Total comprehensive income, net of tax | $ 1,182 | $ 2,624 | $ 21,673 | $ 11,608 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 23,288 | $ 5,679 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 16,613 | 15,721 |
(Recovery of) provision for doubtful accounts | (44) | 432 |
Interest on sale-leaseback financing obligation | 681 | 0 |
Restructuring and other transition expenses, net of payments | 2,191 | (1,939) |
Deferred income taxes | 15,766 | 72 |
Net gain from sale of Torrance Facility | (37,449) | 0 |
Net gains from sales of Spice Assets and other assets | (2,289) | (5,604) |
ESOP and share-based compensation expense | 2,996 | 3,488 |
Net losses on derivative instruments and investments | 793 | 11,839 |
Change in operating assets and liabilities: | ||
Restricted cash | 0 | 1,002 |
Purchases of trading securities held for investment | (4,216) | (5,938) |
Proceeds from sales of trading securities held for investment | 2,911 | 4,909 |
Accounts and notes receivable | (3,994) | (6,503) |
Inventories | (13,242) | (4,452) |
Income tax receivable | (46) | (70) |
Derivative assets (liabilities), net | 3,845 | (11,580) |
Prepaid expenses and other assets | (203) | 865 |
Accounts payable | 11,293 | (997) |
Accrued payroll expenses and other current liabilities | (5,712) | 3,209 |
Accrued postretirement benefits | (624) | (384) |
Other long-term liabilities | (2,028) | (337) |
Net cash provided by operating activities | 10,530 | 9,412 |
Cash flows from investing activities: | ||
Acquisition of businesses, net of cash acquired | 25,853 | 0 |
Purchases of property, plant and equipment | (35,497) | (16,193) |
Purchases of construction-in-progress assets for New Facility | (26,653) | (13,492) |
Proceeds from sales of property, plant and equipment | 3,984 | 5,990 |
Net cash used in investing activities | (84,019) | (23,695) |
Cash flows from financing activities: | ||
Proceeds from revolving credit facility | 67,583 | 314 |
Repayments on revolving credit facility | (23,517) | (86) |
Proceeds from sale-leaseback financing obligation | 42,455 | 0 |
Proceeds from New Facility lease financing | 7,662 | 13,492 |
Repayments of New Facility lease financing | (35,772) | 0 |
Payments of capital lease obligations | (1,107) | (2,710) |
Payment of financing costs | 0 | (8) |
Proceeds from stock option exercises | 823 | 1,610 |
Tax withholding payment - net share settlement of equity awards | 6 | 159 |
Net cash provided by financing activities | 58,121 | 12,453 |
Net decrease in cash and cash equivalents | (15,368) | (1,830) |
Cash and cash equivalents at beginning of period | 21,095 | 15,160 |
Cash and cash equivalents at end of period | 5,727 | 13,330 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Equipment acquired under capital leases | 353 | 190 |
Net change in derivative assets and liabilities included in other comprehensive income, net of tax | (1,615) | 5,929 |
Construction-in-progress assets under New Facility lease | 0 | 5,662 |
New Facility lease obligation | 0 | 5,662 |
Non-cash additions to property, plant and equipment | 8,515 | 1,576 |
Non-cash portion of earnout receivable recognized-Spice Assets sale | 229 | 335 |
Non-cash portion of earnout payable recognized-China Mist acquisition | 174 | 0 |
China Mist Brands, Inc | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Non-cash portion of earnout payable recognized-China Mist acquisition | 500 | 0 |
West Coast Coffee, Inc. | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Non-cash portion of earnout payable recognized-China Mist acquisition | $ 600 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - 9 months ended Mar. 31, 2017 $ in Thousands | USD ($) |
Beginning Balance at Jun. 30, 2016 | $ 182,594 |
Net income | 23,288 |
Ending Balance at Mar. 31, 2017 | $ 208,080 |
Introduction and Basis of Prese
Introduction and Basis of Presentation | 9 Months Ended |
Mar. 31, 2017 | |
Introduction and Basis of Presentation [Abstract] | |
Introduction and Basis of Presentation | Introduction and Basis of Presentation Overview Farmer Bros. Co., a Delaware corporation (including its consolidated subsidiaries unless the context otherwise requires, the “Company,” or “Farmer Bros.”), is a national coffee roaster, wholesaler and distributor of coffee, tea and culinary products. The Company serves a wide variety of customers, from small independent restaurants and foodservice operators to large institutional buyers like restaurant and convenience store chains, hotels, casinos, hospitals, and gourmet coffee houses, as well as grocery chains with private brand coffee and consumer-facing branded coffee and tea products. The Company’s product categories consist of roast and ground coffee; frozen liquid coffee; flavored and unflavored iced and hot teas; culinary products; spices; and other beverages including cappuccino, cocoa, granitas, and ready-to-drink iced coffee. The Company was founded in 1912 , incorporated in California in 1923, and reincorporated in Delaware in 2004. The Company operates in one business segment. The Company operates production facilities in Northlake, Texas (the "New Facility"); Houston, Texas; Portland, Oregon; Hillsboro, Oregon; and Scottsdale, Arizona. Distribution takes place out of the New Facility, the Portland, Hillsboro and Scottsdale facilities, as well as separate distribution centers in Northlake, Illinois; and Moonachie, New Jersey. On July 15, 2016, the Company completed the sale of certain property, including the Company’s former headquarters in Torrance, California (the “Torrance Facility”) and leased it back. The Company vacated the Torrance Facility after transitioning the Company’s remaining Torrance operations to its other facilities and concluded the leaseback arrangement as of December 31, 2016. The Company commenced distribution activities at the New Facility during the second quarter of fiscal 2017 and initial production activities late in the third quarter of fiscal 2017. The Company’s products reach its customers primarily in two ways: through the Company’s nationwide direct-store-delivery, or DSD, network of 646 delivery routes and 114 branch warehouses as of March 31, 2017, or direct-shipped via common carriers or third-party distributors. The Company operates a large fleet of trucks and other vehicles to distribute and deliver its products, and relies on third-party logistic (“3PL”) service providers for its long-haul distribution. DSD sales are made “off-truck” by the Company to its customers at their places of business. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete consolidated financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals, unless otherwise indicated) considered necessary for a fair presentation of the interim financial data have been included. Operating results for the three and nine months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2017. Events occurring subsequent to March 31, 2017 have been evaluated for potential recognition or disclosure in the unaudited condensed consolidated financial statements for the three and nine months ended March 31, 2017. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2016, filed with the Securities and Exchange Commission (the “SEC”) on September 14, 2016 (the "2016 Form 10-K"). Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its direct and indirect wholly owned subsidiaries FBC Finance Company, a California corporation, Coffee Bean Holding Co., Inc., a Delaware corporation, the parent company of Coffee Bean International, Inc., an Oregon corporation (“CBI”), CBI and China Mist Brands, Inc., a Delaware corporation. All inter-company balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company reviews its estimates on an ongoing basis using currently available information. Changes in facts and circumstances may result in revised estimates and actual results may differ from those estimates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies For a detailed discussion about the Company's significant accounting policies, see Note 1, " Summary of Significant Accounting Policies " to the consolidated financial statements in the 2016 Form 10-K. During the three months ended March 31, 2017, other than the following, there were no significant updates made to the Company's significant accounting policies. Business Combinations The Company accounts for business combinations under the acquisition method of accounting. The purchase price of each business acquired is allocated to the tangible and intangible assets acquired and the liabilities assumed based on information regarding their respective fair values on the date of acquisition. Any excess of the purchase price over the fair value of the separately identifiable assets acquired and the liabilities assumed is allocated to goodwill. Management determines the fair values used in purchase price allocations for intangible assets based on historical data, estimated discounted future cash flows, and expected royalty rates for trademarks and trade names, as well as certain other information. The valuation of assets acquired and liabilities assumed requires a number of judgments and is subject to revision as additional information about the fair value of assets and liabilities becomes available. Additional information, which existed as of the acquisition date but unknown to the Company at that time, may become known during the remainder of the measurement period, a period not to exceed twelve months from the acquisition date. Adjustments in the purchase price allocation may require a recasting of the amounts allocated to goodwill and intangible assets. If such an adjustment is required, the Company will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. Transaction costs, including legal and accounting expenses, are expensed as incurred and are included in general and administrative expenses in the Company's condensed consolidated statements of operations. Contingent consideration, such as earnout, is deferred as a short-term or long-term liability based on an estimate of the timing of the future payment. These contingent consideration liabilities are recorded at fair value on the acquisition date and are re-measured quarterly based on the then assessed fair value and adjusted if necessary. The results of operations of businesses acquired are included in the Company's condensed consolidated financial statements from their dates of acquisition. See Note 3 . Goodwill and Indefinite-lived Intangible Assets The Company accounts for its goodwill and indefinite-lived intangible assets in accordance with ASC 350, “Intangibles-Goodwill and Other” (“ASC 350”). Goodwill and other indefinite-lived intangible assets are not amortized but instead are reviewed for impairment annually, or more frequently if an event occurs or circumstances change which indicate that an asset might be impaired. Pursuant to ASC 350, the Company performs a qualitative assessment of goodwill and indefinite-lived intangible assets on its consolidated balance sheets, to determine if there is a more likely than not indication that its goodwill and indefinite-lived intangible assets are impaired as of June 30. If the indicators of impairment are present, the Company performs a quantitative assessment to determine the impairment of these assets as of the measurement date. Testing for impairment of goodwill is a two-step process. The first step requires the Company to compare the fair value of its reporting units to the carrying value of the reporting units, including goodwill. If the fair value of a reporting unit is less than its carrying value, goodwill of the reporting unit is potentially impaired and the Company then completes step two to measure the impairment loss, if any. The second step requires the calculation of the implied fair value of goodwill, which is the residual fair value remaining after deducting the fair value of all tangible and intangible net assets of the reporting unit from the fair value of the reporting unit. If the implied fair value of goodwill is less than the carrying amount of goodwill, an impairment loss is recognized equal to the difference. Indefinite-lived intangible assets are tested for impairment by comparing their fair values to their carrying values. An impairment charge is recorded if the estimated fair value of such assets has decreased below their carrying values. There were no indefinite-lived intangible asset or goodwill impairment charges recorded in the nine months ended March 31, 2017 or 2016. Other Intangible Assets Other intangible assets consist of finite-lived intangible assets including acquired recipes, non-compete agreements, customer relationships, trade names and trademarks. These assets are amortized over their estimated useful lives and are tested for impairment by grouping them with other assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. The estimated future cash flows are based upon, among other things, assumptions about expected future operating performance, and may differ from actual cash flows. If the sum of the projected undiscounted cash flows (excluding interest) is less than the carrying value of the assets, the assets will be written down to the estimated fair value in the period in which the determination is made. The Company reviews the recoverability of its long-lived assets whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. There were no other intangible asset impairment charges recorded in the nine months ended March 31, 2017 or 2016. Leases Leases are categorized as either operating or capital leases at inception. Operating lease costs are recognized on a straight-line basis over the term of the lease. An asset and a corresponding liability for the capital lease obligation are established for the cost of a capital lease. Capital lease obligations are amortized over the life of the lease. For build-to-suit leases, the Company establishes an asset and liability for the estimated construction costs incurred to the extent that it is involved in the construction of structural improvements or takes construction risk prior to the commencement of the lease. A portion of the lease arrangement is allocated to the land for which the Company accrues rent expense during the construction period. The amount of rent expense to be accrued is determined using the fair value of the leased land at construction commencement and the Company’s incremental borrowing rate, and recognized on a straight-line basis. Upon exercise of the purchase option on a build-to-suit lease, the Company records an asset equal to the value of the option price that includes the value of the land and reverses the rent expense and the asset and liability established to record the construction costs incurred through the date of option exercise. See Note 5 . Coffee Brewing Equipment and Service The Company classifies certain expenses related to coffee brewing equipment provided to customers as cost of goods sold. These costs include the cost of the equipment as well as the cost of servicing that equipment (including service employees’ salaries, cost of transportation and the cost of supplies and parts) and are considered directly attributable to the generation of revenues from its customers. Accordingly, such costs included in cost of goods sold in the accompanying unaudited condensed consolidated financial statements in each of the three months ended March 31, 2017 and 2016 were $7.0 million . Coffee brewing equipment costs included in cost of goods sold in the nine months ended March 31, 2017 and 2016 were $19.9 million and $20.4 million , respectively. The Company capitalizes coffee brewing equipment and depreciates it over an estimated three or five year period, depending on the assessment of the useful life and reports the depreciation expense in cost of goods sold. Such depreciation expense related to capitalized coffee brewing equipment reported in cost of goods sold in the three months ended March 31, 2017 and 2016 was $2.3 million and $2.4 million , respectively, and $6.9 million and $7.5 million , respectively, in the nine months ended March 31, 2017 and 2016. The Company capitalized coffee brewing equipment (included in machinery and equipment) in the amounts of $8.3 million and $5.7 million in the nine months ended March 31, 2017 and 2016, respectively. Net Income Per Common Share Computation of net income per share ("EPS") for the three months ended March 31, 2017 and 2016 includes the dilutive effect of 116,020 and 107,936 shares, respectively, issuable under stock options with exercise prices below the closing price of the Company's common stock on the last trading day of the applicable period, but excludes the dilutive effect of 30,401 and 59,854 shares, respectively, issuable under stock options with exercise prices above the closing price of the Company's common stock on the last trading day of the applicable period because their inclusion would be anti-dilutive. Computation of EPS for the nine months ended March 31, 2017 and 2016 includes the dilutive effect of 120,075 and 127,806 shares, respectively, issuable under stock options with exercise prices below the closing price of the Company’s common stock on the last trading day of the applicable period, but excludes 25,508 and 35,253 shares, respectively, issuable under stock options with exercise prices above the closing price of the Company’s common stock on the last trading day of the applicable period because their inclusion would be anti-dilutive. See Note 19 . Shipping and Handling Costs Shipping and handling costs incurred through outside carriers are recorded as a component of the Company's selling expenses and were $6.0 million and $3.0 million , respectively, in the three months ended March 31, 2017 and 2016, and $17.2 million and $7.9 million , respectively, in the nine months ended March 31, 2017 and 2016. With the Company’s move to 3PL for its long-haul distribution in the third quarter of fiscal 2016, payroll, benefits, vehicle costs and other costs associated with the Company’s internal operation of its long-haul distribution previously included elsewhere in selling expenses are now represented in outsourced shipping and handling costs in the three and nine months ended March 31, 2017. The amount associated with outside carriers for the Company's long-haul distribution recorded in shipping and handling costs in the three months ended March 31, 2017 was approximately the same in the three months ended March 31, 2016. The amount associated with outside carriers for the Company's long-haul distribution recorded in shipping and handling costs in the nine months ended March 31, 2017 was less than the comparable aggregate operating costs associated with internally managing the Company’s long-haul distribution in the nine months ended March 31, 2016. Recently Adopted Accounting Standards No new accounting standards were adopted by the Company in the three months ended March 31, 2017. New Accounting Pronouncements In March 2017, the FASB issued ASU No. 2017-07, "Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost" ("ASU 2017-07"). ASU 2017-07 amends the requirements in GAAP related to the income statement presentation of the components of net periodic benefit cost for an entity’s sponsored defined benefit pension and other postretirement plans. The guidance in ASU 2017-07 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years, and is effective for the Company beginning July 1, 2018. The Company is evaluating the impact this guidance will have on its consolidated financial statements and expects the adoption will not have a significant impact on the results of operations, financial position or cash flows of the Company. In January 2017, the FASB issued ASU No. 2017-04, "Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"). The amendments in ASU 2017-04 address concerns regarding the cost and complexity of the two-step goodwill impairment test, and remove the second step of the test. An entity will apply a one-step quantitative test and record the amount of goodwill impairment as the excess of a reporting unit's carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The new guidance does not amend the optional qualitative assessment of goodwill impairment. The guidance in ASU 2017-04 is effective for annual and interim goodwill impairment tests in fiscal years beginning after December 15, 2019, and is effective for the Company beginning July 1, 2020. Adoption of ASU 2017-04 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In January 2017, the FASB issued ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" ("ASU 2017-01"). The amendments in ASU 2017-01 clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of businesses and provide a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”) is not a business. If the screen is not met, the amendments (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace the missing elements. The guidance in ASU 2017-01 is effective for public business entities for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted in certain circumstances. ASU 2017-01 is effective for the Company beginning July 1, 2018. Adoption of ASU 2017-01 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). The amendments require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments do not provide a definition of restricted cash or restricted cash equivalents. ASU 2016-18 is effective for the Company beginning July 1, 2018. Adoption of ASU 2016-18 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In March 2016, the FASB issued ASU No. 2016-09, "Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09"). ASU 2016-09 is being issued as part of the FASB's Simplification Initiative. The areas for simplification in ASU 2016-09 involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for the Company beginning July 1, 2017. Adoption of ASU 2016-09 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), which introduces a new lessee model that brings substantially all leases onto the balance sheet. Under the new guidance, lessees are required to recognize a lease liability, which represents the discounted obligation to make future minimum lease payments and a related right-of-use asset. For public business entities, ASU 2016-02 is effective for financial statements issued for annual periods beginning after December 15, 2018, and interim periods within those annual periods. Early application is permitted. ASU 2016-02 is effective for the Company beginning July 1, 2019. The Company is evaluating the impact this guidance will have on its consolidated financial statements and expects the adoption will have a significant impact on the Company's financial position resulting from the increase in assets and liabilities. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”). ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) at fair value, with changes in fair value recognized in net income. Under ASU 2016-01, entities will no longer be able to recognize unrealized holding gains and losses on available-for-sale equity securities in other comprehensive income, and they will no longer be able to use the cost method of accounting for equity securities that do not have readily determinable fair values. The guidance to classify equity securities with readily determinable fair values into different categories (that is trading or available for sale) is no longer required. ASU 2016-01 eliminates certain disclosure requirements related to financial instruments measured at amortized cost and adds disclosures related to the measurement categories of financial assets and financial liabilities. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. ASU 2016-01 is effective for the Company beginning July 1, 2018. Adoption of ASU 2016-01 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In July 2015, the FASB issued ASU No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory” (“ASU 2015-11”). ASU 2015-11 simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Entities will continue to apply their existing impairment models to inventories that are accounted for using last-in first-out or LIFO and the retail inventory method or RIM. Under current guidance, net realizable value is one of several calculations an entity needs to make to measure inventory at the lower of cost or market. ASU 2015-11 is effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted, and the guidance must be applied prospectively after the date of adoption. ASU 2015-11 is effective for the Company beginning July 1, 2017. Adoption of ASU 2015-11 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In May 2014, the FASB issued accounting guidance which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers under ASU No. 2014-09, “Revenue from Contracts with Customers” ("ASU 2014-09"). ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. On July 9, 2015, the FASB issued ASU No. 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," which defers the effective date of ASU 2014-09 by one year allowing early adoption as of the original effective date of January 1, 2017. The deferral results in the new accounting standard being effective for public business entities for annual reporting periods beginning after December 31, 2017, including interim periods within those fiscal years. ASU 2014-09 is effective for the Company beginning July 1, 2018. The Company is currently evaluating the impact of ASU 2014-09 along with the related amendments and interpretations issued under ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20 on its results of operations, financial position and cash flows. In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" ("ASU 2014-15"). ASU 2014-15 amended ASC 205-40-Presentation of Financial Statements-Going Concern and requires management to evaluate whether there are conditions and events that raise substantial doubt about an entity's ability to continue as a going concern within one year after the financial statements are available to be issued and provide related disclosures of such conditions and events. The amendments in ASU 2014-15 apply to all entities and are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. Adoption of ASU 2014-15 will not have a material impact on the Company's results of operations, financial position and cash flows. |
Acquisition
Acquisition | 9 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisition | Acquisitions China Mist Brands, Inc. On October 11, 2016, the Company, through a wholly owned subsidiary, acquired substantially all of the assets and certain specified liabilities of China Mist Brands, Inc. dba China Mist Tea Company (“China Mist”), a provider of flavored iced teas and iced green teas. The acquisition of China Mist is expected to extend the Company's tea product offerings and give the Company a greater presence in the high-growth premium tea industry. As part of the transaction, the Company assumed the lease on China Mist’s existing 17,400 square foot production, distribution and warehouse facility in Scottsdale, Arizona which is terminable upon twelve months’ notice. The Company acquired China Mist for aggregate purchase consideration of $11.7 million , which included $11.2 million in cash paid at closing including working capital adjustments of $0.4 million and up to $0.5 million in contingent consideration to be paid as earnout if certain sales levels are achieved in the calendar years of 2017 or 2018. This contingent earnout liability is currently estimated to have a fair value of $0.5 million and is recorded in other current liabilities on the Company's condensed consolidated balance sheet at March 31, 2017. The earnout is estimated to be paid within the next twelve months. In the nine months ended March 31, 2017, the Company incurred $0.2 million in transaction costs related to the China Mist acquisition, consisting primarily of legal and accounting expenses, which are included in general and administrative expenses in the Company's condensed consolidated statements of operations. The financial effect of this acquisition was not material to the Company’s consolidated financial statements. The Company has not presented pro forma results of operations for the acquisition because it is not significant to the Company's consolidated results of operations. The acquisition was accounted for as a business combination. The fair value of consideration transferred was allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date, with the remaining unallocated amount recorded as goodwill. The purchase price allocation is preliminary as the Company is in the process of finalizing the valuation. The following table summarizes the preliminary allocation of consideration transferred as of the acquisition date: (In thousands) Fair Value Estimated Useful Life (years) Cash paid, net of cash acquired $ 11,183 Contingent consideration 500 Total consideration $ 11,683 Accounts receivable $ 811 Inventory 544 Prepaid assets 48 Property, plant and equipment 212 Goodwill 1,871 Intangible assets: Recipes 930 7 Non-compete agreement 100 5 Customer relationships 450 10 Trade name/Trademark—finite-lived 7,100 10 Accounts payable (383 ) Total consideration, net of cash acquired $ 11,683 In connection with this acquisition, the Company recorded goodwill of $1.9 million , which is deductible for tax purposes. The Company also recorded $8.6 million in finite-lived intangible assets that included recipes, a non-compete agreement, customer relationships and a trade name/trademark. The weighted average amortization period for the finite-lived intangible assets is 9.6 years. The determination of the fair value of intangible assets acquired was primarily based on significant inputs not observable in an active market and thus represent Level 3 fair value measurements as defined under GAAP. The fair value assigned to the recipes was determined utilizing the replacement cost method, which captures the direct cost of the development effort plus lost profits over the time to re-create the recipes. The fair value assigned to the non-compete agreement was determined utilizing the with and without method. Under the with and without method, the fair value of the intangible asset is estimated based on the difference in projected earnings with the agreement in place versus projected earnings based on starting with no agreement in place. Revenue and earnings projections were significant inputs into estimating the value of China Mist's non-compete agreement. The fair value assigned to the customer relationships was determined based on management's estimate of the retention rate and utilizing certain benchmarks. Revenue and earnings projections were also significant inputs into estimating the value of customer relationships. The fair value assigned to the trade name/trademark was determined utilizing a multi-period excess earnings approach. Under the multi-period excess earnings approach, the fair value of the intangible asset is estimated to be the present value of future earnings attributable to the asset and this method utilizes revenue and cost projections including an assumed contributory asset charge. West Coast Coffee Company, Inc. On February 7, 2017, the Company acquired substantially all of the assets and certain specified liabilities of West Coast Coffee Company, Inc. (“West Coast Coffee”), a coffee roaster and distributor with a focus on the convenience store, grocery and foodservice channels. The acquisition of West Coast Coffee is expected to broaden the Company's reach in the Northwestern United States. As part of the transaction, the Company entered into a three-year lease on West Coast Coffee’s existing 20,400 square foot production, distribution and warehouse facility in Hillsboro, Oregon, which expires January 31, 2020, and assumed leases on six branch warehouses consisting of an aggregate of 24,150 square feet in Oregon, California and Nevada, expiring on various dates through November 2020. The Company acquired West Coast Coffee for aggregate purchase consideration of $15.7 million , which included $14.7 million in cash paid at closing including working capital adjustments of $1.2 million and up to $1.0 million in contingent consideration to be paid as earnout if certain sales levels are achieved in the twenty-four months following the closing. This contingent earnout liability is currently estimated to have a fair value of $0.6 million and is recorded in other long-term liabilities on the Company’s condensed consolidated balance sheet at March 31, 2017. The earnout is estimated to be paid within the next twenty-four months. In the three and nine months ended March 31, 2017, the Company incurred $0.3 million in transaction costs related to the West Coast Coffee acquisition, consisting primarily of legal and accounting expenses, which are included in general and administrative expenses in the Company's condensed consolidated statements of operations. The financial effect of this acquisition was not material to the Company’s consolidated financial statements. The Company has not presented pro forma results of operations for the acquisition because it is not significant to the Company's consolidated results of operations. The acquisition was accounted for as a business combination. The fair value of consideration transferred was allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date, with the remaining unallocated amount recorded as goodwill. The purchase price allocation is preliminary as the Company is in the process of finalizing the valuation. The following table summarizes the preliminary allocation of consideration transferred as of the acquisition date: (In thousands) Fair Value Estimated Useful Life (years) Cash paid, net of cash acquired $ 14,671 Contingent consideration 600 Total consideration $ 15,271 Accounts receivable $ 955 Inventory 939 Prepaid assets 20 Property, plant and equipment 1,546 Goodwill 7,797 Intangible assets: Non-compete agreements 100 5 Customer relationships 4,400 10 Trade name—finite-lived 260 7 Brand name—finite-lived 250 1.7 Accounts payable (814 ) Other liabilities (182 ) Total consideration, net of cash acquired $ 15,271 The preliminary purchase price allocation is subject to change based on numerous factors, including the final adjusted purchase price and the final estimated fair value of the assets acquired and liabilities assumed. In connection with this acquisition, the Company recorded goodwill of $7.8 million , which is deductible for tax purposes. The Company also recorded $5.0 million in finite-lived intangible assets that included non-compete agreements, customer relationships, a trade name and a brand name. The weighted average amortization period for the finite-lived intangible assets is 9.3 years. The determination of the fair value of intangible assets acquired was primarily based on significant inputs not observable in an active market and thus represent Level 3 fair value measurements as defined under GAAP. The fair value assigned to the non-compete agreements was determined utilizing the with and without method. Under the with and without method, the fair value of the intangible asset is estimated based on the difference in projected earnings with the agreements in place versus projected earnings based on starting with no agreements in place. Revenue and earnings projections were significant inputs into estimating the value of West Coast Coffee's non-compete agreements. The fair value assigned to the customer relationships was determined utilizing a multi-period excess earnings approach. Under the multi-period excess earnings approach, the fair value of the intangible asset is estimated to be the present value of future earnings attributable to the asset and this method utilizes revenue and cost projections including an assumed contributory asset charge. The fair values assigned to the trade name and the brand name were determined utilizing the relief from royalty method. The relief from royalty method is based on the premise that the intangible asset owner would be willing to pay a royalty rate to license the subject asset. The analysis involves forecasting revenue over the life of the asset, applying a royalty rate and a tax rate, and then discounting the savings back to present value at an appropriate discount rate. |
Restructuring Plans
Restructuring Plans | 9 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Corporate Relocation Plan | Corporate Relocation Plan On February 5, 2015, the Company announced a plan (the “Corporate Relocation Plan”) to close the Torrance Facility and relocate its corporate headquarters, product development lab, and manufacturing and distribution operations from Torrance, California to the New Facility housing these operations in Northlake, Texas. Approximately 350 positions were impacted as a result of the Torrance Facility closure. The Company’s decision resulted from a comprehensive review of alternatives designed to make the Company more competitive and better positioned to capitalize on growth opportunities. Expenses related to the Corporate Relocation Plan in the three months ended March 31, 2017 consisted of $0.4 million in employee retention and separation benefits, $0.6 million in facility-related costs including costs associated with the move of the Company's headquarters and the relocation of certain distribution operations and $0.3 million in other related costs including travel, legal, consulting and other professional services. Facility-related costs in the three months ended March 31, 2017 also included $22,000 in non-cash depreciation expense associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities. Expenses related to the Corporate Relocation Plan in the nine months ended March 31, 2017 consisted of $1.1 million in employee retention and separation benefits, $5.9 million in facility-related costs including lease of temporary office space, costs associated with the move of the Company's headquarters and the relocation of certain distribution operations and $1.3 million in other related costs including travel, legal, consulting and other professional services. Facility-related costs in the nine months ended March 31, 2017 also included $2.5 million in non-cash charges, including $1.1 million in depreciation expense associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities and $1.4 million in non-cash rent expense recognized in the sale-leaseback of the Torrance Facility. The following table sets forth the activity in liabilities associated with the Corporate Relocation Plan for the nine months ended March 31, 2017 : (In thousands) Balances, June 30, 2016 Additions Payments Non-Cash Settled Adjustments Balances, March 31, 2017 Employee-related costs(1) $ 2,342 $ 1,109 $ 2,616 $ — $ — $ 835 Facility-related costs(2) — 5,850 3,375 2,475 — — Other(3) 200 1,294 1,494 — — — Total(2) $ 2,542 $ 8,253 $ 7,485 $ 2,475 $ — $ 835 Current portion $ 2,542 $ 835 Non-current portion $ — $ — Total $ 2,542 $ 835 _______________ (1) Included in “Accrued payroll expenses” on the Company's condensed consolidated balance sheets. (2) Non-cash settled facility-related costs represent (a) depreciation expense associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities and included in "Property, plant and equipment, net" on the Company's condensed consolidated balance sheets and (b) non-cash rent expense recognized in the sale-leaseback of the Torrance Facility. (3) Included in “Accounts payable” on the Company's condensed consolidated balance sheets. The Company estimated that it would incur approximately $31 million in cash costs in connection with the Corporate Relocation Plan consisting of $18 million in employee retention and separation benefits, $5 million in facility-related costs and $8 million in other related costs. Since the adoption of the Corporate Relocation Plan through March 31, 2017, the Company has recognized a total of $31.5 million in aggregate cash costs including $17.4 million in employee retention and separation benefits, $6.7 million in facility-related costs related to the temporary office space, costs associated with the move of the Company's headquarters, relocation of the Company’s Torrance operations and certain distribution operations and $7.4 million in other related costs. The Company expects to complete the Corporate Relocation Plan and recognize an additional $0.1 million in other-related costs in the fourth quarter of fiscal 2017. The Company also recognized from inception through March 31, 2017 non-cash depreciation expense of $2.3 million associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities and $1.4 million in non-cash rent expense recognized in the sale-leaseback of the Torrance Facility. The Company may incur certain pension-related costs in connection with the Corporate Relocation Plan. The following table sets forth the activity in liabilities associated with the Corporate Relocation Plan from the time of adoption of the Corporate Relocation Plan through the nine months ended March 31, 2017 : (In thousands) Balances, June 30, 2014 Additions Payments Non-Cash Settled Adjustments Balances, Employee-related costs(1) $ — $ 17,352 $ 16,517 $ — $ — $ 835 Facility-related costs(2) — 10,442 6,711 3,731 — — Other — 7,424 7,424 — — — Total(2) $ — $ 35,218 $ 30,652 $ 3,731 $ — $ 835 _______________ (1) Included in “Accrued payroll expenses” on the Company's condensed consolidated balance sheets. (2) Non-cash settled facility-related costs represent (a) depreciation expense associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities and included in "Property, plant and equipment, net" on the Company's condensed consolidated balance sheets and (b) non-cash rent expense recognized in the sale-leaseback of the Torrance Facility. DSD Restructuring Plan On February 21, 2017 , the Company announced a restructuring plan to reorganize its DSD operations in an effort to realign functions into a channel based selling organization, streamline operations, acquire certain channel specific expertise, and improve selling effectiveness and financial results (the “DSD Restructuring Plan”). The strategic decision to undertake the DSD Restructuring Plan resulted from an ongoing operational review of various initiatives within the DSD selling organization. The Company expects to complete the DSD Restructuring Plan by the end of the second quarter of fiscal 2018. The Company estimates that it will recognize approximately $3.7 million to $4.9 million of pre-tax restructuring charges by the end of the second quarter of fiscal 2018 consisting of approximately $1.9 million to $2.7 million in employee-related costs, including severance, prorated bonuses for bonus eligible employees, contractual termination payments and outplacement services, and $1.8 million to $2.2 million in other related costs, including legal, recruiting, consulting, other professional services, and travel. The Company may also incur other charges not currently contemplated due to events that may occur as a result of, or associated with, the DSD Restructuring Plan. Expenses related to the DSD Restructuring Plan in the three and nine months ended March 31, 2017 consisted of $0.9 million in employee-related costs and $0.4 million in other related costs. As of March 31, 2017, the Company had paid a total of $0.1 million of these costs and had a balance of $1.2 million in DSD Restructuring Plan-related liabilities on the Company's condensed consolidated balance sheet. |
New Facility
New Facility | 9 Months Ended |
Mar. 31, 2017 | |
Leases [Abstract] | |
New Facility | New Facility Lease Agreement and Purchase Option Exercise On June 15, 2016, the Company exercised the purchase option to purchase the land and the partially constructed New Facility located thereon pursuant to the terms of the lease agreement dated as of July 17, 2015, as amended (the "Lease Agreement"). On September 15, 2016 ("Purchase Option Closing Date"), the Company closed the purchase option and acquired the land and the partially constructed New Facility located thereon for an aggregate purchase price of $42.5 million (the “Purchase Price”), consisting of the purchase option price of $42.0 million based on actual construction costs incurred as of the Purchase Option Closing Date plus the option exercise fee, plus amounts paid in respect of real estate commissions, title insurance, and recording fees. Upon closing of the purchase option, the Company recorded the aggregate purchase price of the New Facility in "Property, plant and equipment, net" on its consolidated balance sheet. The asset related to the New Facility lease obligation included in "Property, plant and equipment, net," the offsetting liability for the lease obligation included in "Other long-term liabilities" and the rent expense related to the land were reversed. Concurrent with the purchase option closing, on September 15, 2016, the Company terminated the Lease Agreement. The Company did not pay any early termination penalties in connection with the termination of the Lease Agreement. Development Management Agreement In conjunction with the Lease Agreement, the Company also entered into a Development Management Agreement with an affiliate of Stream Realty Partners (the "DMA") to manage, coordinate, represent, assist and advise the Company on matters from the pre-development through construction of the New Facility. Pursuant to the DMA, the Company will pay the developer a development fee, an oversight fee and a development services fee the amounts of which are included in the construction costs incurred-to-date. Amended Building Contract On September 17, 2016, the Company and The Haskell Company (“Builder”) entered into a Change Order, which, among other things, amended the building contract previously entered into between the Company and Builder to provide a guaranteed maximum price and the basis for the price and the scope of Builder’s services in connection with the construction of the New Facility (the "Amended Building Contract"). Pursuant to the Amended Building Contract, Builder will provide pre-construction and construction services, including specialized industrial design and construction work in connection with Builder’s construction of certain production equipment that will be installed in portions of the New Facility (the “Project”). The Company has engaged other designers and builders to provide traditional construction work on the Project site, including for the foundation, building envelope and roof of the New Facility. Pursuant to the Amended Building Contract, the Company will pay Builder up to $21.9 million for Builder’s services in connection with the Project. This amount is a guaranteed maximum price and is subject to adjustment in accordance with the terms of the Amended Building Contract. The Amended Building Contract includes an “IDB Work Contract Schedule,” which sets forth interim milestones, durations and material dates in relation to the performance and timing of Builder’s work. The Amended Building Contract includes remedies for the Company in the event agreed milestone dates relating to Builder’s services are not met. The Amended Building Contract is subject to customary undertakings, covenants, obligations, rights and conditions. The Builder’s work on the Project was substantially completed as of March 31, 2017. New Facility Costs Based on the current forecast, the Company estimates that the total construction costs including the cost of land for the New Facility will be approximately $60 million of which the Company has paid an aggregate of $54.7 million as of March 31, 2017 and has outstanding contractual obligations of $5.5 million as of March 31, 2017 (see Note 20 ). In addition to the costs to complete the construction of the New Facility, the Company estimates that it will incur approximately $35 million to $39 million for machinery and equipment, furniture and fixtures and related expenditures of which the Company has paid an aggregate of $20.2 million as of March 31, 2017, including $15.7 million under the Amended Building Contract, and has outstanding contractual obligations of $6.2 million as of March 31, 2017 (see Note 20 ). The majority of the capital expenditures associated with machinery and equipment, furniture and fixtures, and related expenditures for the New Facility were incurred in the first three quarters of fiscal 2017. Construction of and relocation to the New Facility were substantially completed in the third quarter of fiscal 2017. |
Sales of Assets
Sales of Assets | 9 Months Ended |
Mar. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sales of Assets | Sales of Assets Sale of Spice Assets In order to focus on its core products, on December 8, 2015, the Company completed the sale of the Spice Assets to Harris Spice Company ("Harris"). Harris acquired substantially all of the Company’s personal property used exclusively in connection with the manufacture, processing and distribution of raw, processed and blended spices and certain other culinary products (collectively, the "Spice Assets"), including certain equipment; trademarks, tradenames and other intellectual property assets; contract rights under sales and purchase orders and certain other agreements; and a list of certain customers, other than the Company’s DSD customers, and assumed certain liabilities relating to the Spice Assets. The Company received $6.0 million in cash at closing, and is eligible to receive an earnout amount of up to $5.0 million over a three -year period based upon a percentage of certain institutional spice sales by Harris following the closing. The Company recognized $0.3 million and $0.8 million in earnout during the three and nine months ended March 31, 2017, respectively, a portion of which is included in "Net gains from sale of Spice Assets" in the Company's condensed consolidated statements of operations. The sale of the Spice Assets does not represent a strategic shift for the Company and is not expected to have a material impact on the Company's results of operations because the Company will continue to sell a complete portfolio of spice and other culinary products purchased from Harris under a supply agreement to its DSD customers. Sale of Torrance Facility On July 15, 2016, the Company completed the previously-announced sale of the Torrance Facility, consisting of approximately 665,000 square feet of buildings located on approximately 20.33 acres of land, for an aggregate cash sale price of $43.0 million , which sale price was subject to customary adjustments for closing costs and documentary transfer taxes. Cash proceeds from the sale of the Torrance Facility were $42.5 million . Following the closing of the sale, the Company leased back the Torrance Facility on a triple net basis through October 31, 2016 at zero base rent, and exercised two one-month extensions at a base rent of $100,000 per month. In accordance with ASC 840, “Leases,” due to the Company’s continuing involvement with the property, the Company accounted for the transaction as a financing transaction, deferred the gain on sale of the Torrance Facility and recorded the net sale proceeds of $42.5 million and accrued non-cash interest expense on the financing transaction in "Sale-leaseback financing obligation" on the Company's consolidated balance sheet at September 30, 2016. The Company vacated the Torrance Facility in December 2016 and concluded the leaseback transaction. See Note 7 . As a result, at December 31, 2016, the financing transaction qualified for sales recognition under ASC 840. Accordingly, in the nine months ended March 31, 2017, the Company recognized the net gain from sale of the Torrance Facility in the amount of $37.4 million , including non-cash interest expense of $0.7 million and non-cash rent expense of $1.4 million , representing the rent for the zero base rent period previously recorded in "Other current liabilities" and removed the amounts recorded in "Assets held for sale" and the "Sale-leaseback financing obligation" on its consolidated balance sheet. Sale of Northern California Branch Property On September 30, 2016, the Company completed the sale of its branch property in Northern California for a sale price of $2.2 million and leased it back through March 31, 2017, at a base rent of $10,000 per month. The Company recognized a net gain on sale of the Northern California property in the nine months ended March 31, 2017 in the amount of $2.0 million . |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract] | |
Assets Held for Sale | Assets Held for Sale The Company had designated its Torrance Facility and one of its branch properties in Northern California as assets held for sale and recorded the carrying values of these properties in the aggregate amount of $7.2 million in "Assets held for sale" on the Company's consolidated balance sheet at June 30, 2016. As of March 31, 2017, these assets were sold (see Note 6 ). |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Derivative Instruments Held Coffee-Related Derivative Instruments The Company is exposed to commodity price risk associated with its price to be fixed green coffee purchase contracts, which are described further in Note 1 to the consolidated financial statements in the 2016 Form 10-K. The Company utilizes forward and option contracts to manage exposure to the variability in expected future cash flows from forecasted purchases of green coffee attributable to commodity price risk. Certain of these coffee-related derivative instruments utilized for risk management purposes have been designated as cash flow hedges, while other coffee-related derivative instruments have not been designated as cash flow hedges or do not qualify for hedge accounting despite hedging the Company's future cash flows on an economic basis. The following table summarizes the notional volumes for the coffee-related derivative instruments held by the Company at March 31, 2017 and June 30, 2016: (In thousands) March 31, 2017 June 30, 2016 Derivative instruments designated as cash flow hedges: Long coffee pounds 11,663 32,550 Derivative instruments not designated as cash flow hedges: Long coffee pounds 873 1,618 Less: Short coffee pounds (713 ) (188 ) Total 11,823 33,980 Coffee-related derivative instruments designated as cash flow hedges outstanding as of March 31, 2017 will expire within 12 months . Effect of Derivative Instruments on the Financial Statements Balance Sheets Fair values of derivative instruments on the Company's condensed consolidated balance sheets: Derivative Instruments Designated as Cash Flow Hedges Derivative Instruments Not Designated as Accounting Hedges March 31, 2017 June 30, 2016 March 31, 2017 June 30, 2016 (In thousands) Financial Statement Location: Short-term derivative assets: Coffee-related derivative instruments $ 522 $ 3,771 $ 1 $ 183 Long-term derivative assets(1): Coffee-related derivative instruments $ — $ 2,575 $ — $ 57 Short-term derivative liabilities: Coffee-related derivative instruments $ 326 $ — $ 536 $ — ________________ (1) Included in "Other assets" on the Company's condensed consolidated balance sheets. Statements of Operations The following table presents pretax net gains and losses for the Company's coffee-related derivative instruments designated as cash flow hedges, as recognized in accumulated other comprehensive income (loss) “AOCI,” “Cost of goods sold” and “Other, net”: Three Months Ended March 31, Nine Months Ended March 31, Financial Statement Classification (In thousands) 2017 2016 2017 2016 Net gains (losses) recognized in accumulated other comprehensive income (effective portion) $ 188 $ (1,245 ) $ (2,029 ) $ (5,575 ) AOCI Net gains (losses) recognized in earnings (effective portion) $ 865 $ (2,677 ) $ 614 $ (11,504 ) Costs of goods sold Net gains (losses) recognized in earnings (ineffective portion) $ 90 $ (84 ) $ 63 $ (568 ) Other, net For the three and nine months ended March 31, 2017 and 2016, there were no gains or losses recognized in earnings as a result of excluding amounts from the assessment of hedge effectiveness or as a result of reclassifications to earnings following the discontinuance of any cash flow hedges. Gains and losses on derivative instruments not designated as accounting hedges are included in “Other, net” in the Company's condensed consolidated statements of operations and in “Net losses on derivative instruments and investments” in the Company's condensed consolidated statements of cash flows. Net gains and losses recorded in “Other, net” are as follows: Three Months Ended March 31, Nine Months Ended March 31, (In thousands) 2017 2016 2017 2016 Net gains (losses) on coffee-related derivative instruments $ 188 $ 239 $ (1,052 ) $ (455 ) Net gains (losses) on investments 738 2 (354 ) 120 Net gains (losses) on derivative instruments and investments(1) 926 241 (1,406 ) (335 ) Other gains (losses), net 118 372 318 370 Other, net $ 1,044 $ 613 $ (1,088 ) $ 35 ___________ (1) Excludes net losses and net gains on coffee-related derivative instruments designated as cash flow hedges recorded in cost of goods sold in the three and nine months ended March 31, 2017 and 2016. Offsetting of Derivative Assets and Liabilities The Company has agreements in place that allow for the financial right of offset for derivative assets and liabilities at settlement or in the event of default under the agreements. Additionally, the Company maintains accounts with its brokers to facilitate financial derivative transactions in support of its risk management activities. Based on the value of the Company’s positions in these accounts and the associated margin requirements, the Company may be required to deposit cash into these broker accounts. The following table presents the Company’s net exposure from its offsetting derivative asset and liability positions as of the reporting dates indicated: (In thousands) Gross Amount Reported on Balance Sheet Netting Adjustments Cash Collateral Posted Net Exposure March 31, 2017 Derivative Assets $ 523 $ (523 ) $ — $ — Derivative Liabilities $ 862 $ (523 ) $ — $ 339 June 30, 2016 Derivative Assets $ 6,586 $ — $ — $ 6,586 Cash Flow Hedges Changes in the fair value of the Company's coffee-related derivative instruments designated as cash flow hedges, to the extent effective, are deferred in AOCI and reclassified into cost of goods sold in the same period or periods in which the hedged forecasted purchases affect earnings, or when it is probable that the hedged forecasted transaction will not occur by the end of the originally specified time period. Based on recorded values at March 31, 2017, $1.9 million of net gains on coffee-related derivative instruments designated as cash flow hedges are expected to be reclassified into cost of goods sold within the next twelve months. These recorded values are based on market prices of the commodities as of March 31, 2017. Due to the volatile nature of commodity prices, actual gains or losses realized within the next twelve months will likely differ from these values. |
Investments
Investments | 9 Months Ended |
Mar. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments The following table shows gains and losses on trading securities held for investment by the Company: Three Months Ended March 31, Nine Months Ended March 31, (In thousands) 2017 2016 2017 2016 Total gains (losses) recognized from trading securities held for investment $ 738 $ 2 $ (354 ) $ 120 Less: Realized gains (losses) from sales of trading securities held for investment 7 17 5 (10 ) Unrealized gains (losses) from trading securities held for investment $ 731 $ (15 ) $ (359 ) $ 130 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and liabilities measured and recorded at fair value on a recurring basis were as follows: (In thousands) Total Level 1 Level 2 Level 3 March 31, 2017 Preferred stock(1) $ 26,541 $ 23,606 $ 2,935 $ — Derivative instruments designated as cash flow hedges: Coffee-related derivative assets(2) $ 522 $ — $ 522 $ — Coffee-related derivative liabilities(2) $ 326 $ — $ 326 $ — Derivative instruments not designated as accounting hedges: Coffee-related derivative assets(2) $ 1 $ — $ 1 $ — Coffee-related derivative liabilities(2) $ 536 $ — $ 536 $ — Total Level 1 Level 2 Level 3 June 30, 2016 Preferred stock(1) $ 25,591 $ 21,976 $ 3,615 $ — Derivative instruments designated as cash flow hedges: Coffee-related derivative assets(2) $ 6,346 $ — $ 6,346 $ — Derivative instruments not designated as accounting hedges: Coffee-related derivative assets(2) $ 240 $ — $ 240 $ — ____________________ (1) Included in “Short-term investments” on the Company's condensed consolidated balance sheets. (2) The Company's coffee-related derivative instruments are traded over-the-counter and, therefore, classified as Level 2. During the three months ended March 31, 2017, there were no transfers of preferred stock from Level 1 to Level 2. |
Accounts and Notes Receivable,
Accounts and Notes Receivable, net | 9 Months Ended |
Mar. 31, 2017 | |
Receivables [Abstract] | |
Accounts and Notes Receivable, net | Accounts and Notes Receivable, Net March 31, 2017 June 30, 2016 (In thousands) Trade receivables $ 47,891 $ 43,113 Other receivables(1) 3,190 1,965 Allowance for doubtful accounts (655 ) (714 ) Accounts and notes receivable, net $ 50,426 $ 44,364 __________ (1) At March 31, 2017 and June 30, 2016, respectively, the Company had recorded $0.3 million and $0.5 million , in "Other receivables" included in "Accounts and notes receivable, net" on its condensed consolidated balance sheets representing earnout receivable from Harris. |
Inventories
Inventories | 9 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories (In thousands) March 31, 2017 June 30, 2016 Coffee Processed $ 11,125 $ 12,362 Unprocessed 24,290 13,534 Total $ 35,415 $ 25,896 Tea and culinary products Processed $ 21,011 $ 15,384 Unprocessed 77 377 Total $ 21,088 $ 15,761 Coffee brewing equipment parts $ 4,209 $ 4,721 Total inventories $ 60,712 $ 46,378 In addition to product cost, inventory costs include expenditures such as direct labor and certain supply and overhead expenses incurred in bringing the inventory to its existing condition and location. The “Unprocessed” inventory values as stated in the above table represent the value of raw materials and the “Processed” inventory values represent all other products consisting primarily of finished goods. Because the expected reduction in spice inventory levels at June 30, 2017 from June 30, 2016 levels is expected to generate a beneficial effect, the Company recorded $0.8 million and $2.5 million in expected beneficial effect of the liquidation of LIFO inventory quantities in cost of goods sold in the three and nine months ended March 31, 2017, respectively, which increased income before taxes for the three and nine months ended March 31, 2017 by $0.8 million and $2.5 million , respectively. The Company recorded $0.8 million and $1.1 million in expected beneficial effect of the liquidation of LIFO inventory quantities in cost of goods sold in the three and nine months ended March 31, 2016, respectively, which increased income before taxes for the three and nine months ended March 31, 2016 by $0.8 million and $1.1 million , respectively. Interim LIFO calculations must necessarily be based on management's estimates of expected fiscal year-end inventory levels and costs. Because these estimates are subject to many forces beyond management's control, interim results are subject to the final fiscal year-end LIFO inventory valuation. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment (In thousands) March 31, 2017 June 30, 2016 Buildings and facilities $ 54,364 $ 54,768 Machinery and equipment 177,916 177,784 Buildings and facilities—New Facility 52,491 28,110 Machinery and equipment—New Facility 19,646 4,443 Office furniture and equipment—New Facility 3,990 — Equipment under capital leases 7,552 11,982 Capitalized software 21,218 21,545 Office furniture and equipment 8,220 16,077 345,397 314,709 Accumulated depreciation (189,756 ) (206,162 ) Land 16,336 9,869 Property, plant and equipment, net $ 171,977 $ 118,416 |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Mar. 31, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company provides benefit plans for most full-time employees, including 401(k), health and other welfare benefit plans and, in certain circumstances, pension benefits. Generally, the plans provide benefits based on years of service and/or a combination of years of service and earnings. In addition, the Company contributes to two multiemployer defined benefit pension plans, one multiemployer defined contribution pension plan and ten multiemployer defined contribution plans other than pension plans that provide medical, vision, dental and disability benefits for active, union-represented employees subject to collective bargaining agreements. In addition, the Company sponsors a postretirement defined benefit plan that covers qualified non-union retirees and certain qualified union retirees and provides retiree medical coverage and, depending on the age of the retiree, dental and vision coverage. The Company also provides a postretirement death benefit to certain of its employees and retirees. The Company is required to recognize the funded status of a benefit plan in its consolidated balance sheets. The Company is also required to recognize in other comprehensive income (“OCI”) certain gains and losses that arise during the period but are deferred under pension accounting rules. Single Employer Pension Plans The Company has a defined benefit pension plan, the Farmer Bros. Co. Pension Plan for Salaried Employees (the “Farmer Bros. Plan”), for Company employees hired prior to January 1, 2010, who are not covered under a collective bargaining agreement. The Company amended the Farmer Bros. Plan, freezing the benefit for all participants effective June 30, 2011. After the plan freeze, participants do not accrue any benefits under the Farmer Bros. Plan, and new hires are not eligible to participate in the Farmer Bros. Plan. As all plan participants became inactive following this pension curtailment, net (gain) loss is now amortized based on the remaining life expectancy of these participants instead of the remaining service period of these participants. The Company also has two defined benefit pension plans for certain hourly employees covered under collective bargaining agreements (the “Brewmatic Plan” and the “Hourly Employees' Plan”). Effective October 1, 2016, the Company froze benefit accruals and participation in the Hourly Employees' Plan, a defined benefit pension plan for certain hourly employees covered under collective bargaining agreements. After the plan freeze, participants do not accrue any benefits under the plan, and new hires are not eligible to participate in the plan. After the freeze the participants in the plan are eligible to receive the Company's matching contributions to their 401(k). The net periodic benefit cost for the defined benefit pension plans is as follows: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In thousands) Service cost $ 124 $ 97 $ 372 $ 291 Interest cost 1,397 1,546 4,191 4,638 Expected return on plan assets (1,607 ) (1,710 ) (4,821 ) (5,130 ) Amortization of net loss(1) 508 370 1,524 1,110 Net periodic benefit cost $ 422 $ 303 $ 1,266 $ 909 ___________ (1) These amounts represent the estimated portion of the net loss in AOCI that is expected to be recognized as a component of net periodic benefit cost over the current fiscal year. Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost Fiscal 2017 2016 Discount rate 3.55% 4.40% Expected long-term rate of return on plan assets 7.75% 7.50% Basis Used to Determine Expected Long-Term Return on Plan Assets The expected long-term return on plan assets assumption was developed as a weighted average rate based on the target asset allocation of the plan and the Long-Term Capital Market Assumptions (CMA) 2014. The capital market assumptions were developed with a primary focus on forward-looking valuation models and market indicators. The key fundamental economic inputs for these models are future inflation, economic growth, and interest rate environment. Due to the long-term nature of the pension obligations, the investment horizon for the CMA 2014 is 20 to 30 years. In addition to forward-looking models, historical analysis of market data and trends was reflected, as well as the outlook of recognized economists, organizations and consensus CMA from other credible studies. Multiemployer Pension Plans The Company participates in two multiemployer defined benefit pension plans that are union sponsored and collectively bargained for the benefit of certain employees subject to collective bargaining agreements, of which the Western Conference of Teamsters Pension Plan (“WCTPP”) is individually significant. The Company makes contributions to these plans generally based on the number of hours worked by the participants in accordance with the provisions of negotiated labor contracts. The risks of participating in multiemployer pension plans are different from single-employer plans in that: (i) assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; (ii) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and (iii) if the Company stops participating in the multiemployer plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. In fiscal 2012, the Company withdrew from the Local 807 Labor-Management Pension Fund (“Pension Fund”) and recorded a charge of $4.3 million associated with withdrawal from this plan, representing the present value of the estimated withdrawal liability expected to be paid in quarterly installments of $0.1 million over 80 quarters. On November 18, 2014, the Pension Fund sent the Company a notice of assessment of withdrawal liability in the amount of $4.4 million , which the Pension Fund adjusted to $4.9 million on January 5, 2015. The Company is in the process of negotiating a reduced liability amount. The Company has commenced quarterly installment payments to the Pension Fund of $91,000 pending the final settlement of the liability. The remaining estimated withdrawal liability of $3.6 million and $3.8 million is reflected in the Company's condensed consolidated balance sheets at March 31, 2017 and June 30, 2016, respectively, with the short-term and long-term portions reflected in current and long-term liabilities, respectively. The Company may incur certain pension-related costs in connection with the Corporate Relocation Plan. Future collective bargaining negotiations may result in the Company withdrawing from the remaining multiemployer pension plans in which it participates and, if successful, the Company may incur a withdrawal liability, the amount of which could be material to the Company's results of operations and cash flows. Multiemployer Plans Other Than Pension Plans The Company participates in ten multiemployer defined contribution plans other than pension plans that provide medical, vision, dental and disability benefits for active, union-represented employees subject to collective bargaining agreements. The plans are subject to the provisions of the Employee Retirement Income Security Act of 1974, and provide that participating employers make monthly contributions to the plans in an amount as specified in the collective bargaining agreements. Also, the plans provide that participants make self-payments to the plans, the amounts of which are negotiated through the collective bargaining process. The Company's participation in these plans is governed by collective bargaining agreements which expire on or before January 31, 2020. 401(k) Plan The Company's 401(k) Plan is available to all eligible employees who have worked more than 1,000 hours during a calendar year and were employed at the end of the calendar year. Participants in the 401(k) Plan may choose to contribute a percentage of their annual pay subject to the maximum contribution allowed by the Internal Revenue Service. The Company's matching contribution is discretionary, based on approval by the Company's Board of Directors. For the calendar years 2017 and 2016, the Company's Board of Directors approved a Company matching contribution of 50% of an employee's annual contribution to the 401(k) Plan, up to 6% of the employee's eligible income. The matching contributions (and any earnings thereon) vest at the rate of 20% for each of the participant's first 5 years of vesting service, so that a participant is fully vested in his or her matching contribution account after 5 years of vesting service, subject to accelerated vesting under certain circumstances in connection with the Corporate Relocation Plan due to the closure of the Company’s Torrance Facility or a reduction-in-force at another Company facility designated by the Administrative Committee of the Farmer Bros. Co. Qualified Employee Retirement Plans. A participant is automatically vested in the event of death, disability or attainment of age 65 while employed by the Company. Employees are 100% vested in their contributions. For employees subject to a collective bargaining agreement, the match is only available if so provided in the labor agreement. The Company recorded matching contributions of $0.4 million in operating expenses in each of the three months ended March 31, 2017 and 2016, and $1.2 million in operating expenses in each of the nine months ended March 31, 2017 and 2016. Postretirement Benefits The Company sponsors a postretirement defined benefit plan that covers qualified non-union retirees and certain qualified union retirees (“Retiree Medical Plan”). The plan provides medical, dental and vision coverage for retirees under age 65 and medical coverage only for retirees age 65 and above. Under this postretirement plan, the Company’s contributions toward premiums for retiree medical, dental and vision coverage for participants and dependents are scaled based on length of service, with greater Company contributions for retirees with greater length of service, subject to a maximum monthly Company contribution. The Company also provides a postretirement death benefit (“Death Benefit”) to certain of its employees and retirees, subject, in the case of current employees, to continued employment with the Company until retirement and certain other conditions related to the manner of employment termination and manner of death. The Company records the actuarially determined liability for the present value of the postretirement death benefit. The Company has purchased life insurance policies to fund the postretirement death benefit wherein the Company owns the policy but the postretirement death benefit is paid to the employee's or retiree's beneficiary. The Company records an asset for the fair value of the life insurance policies which equates to the cash surrender value of the policies. Retiree Medical Plan and Death Benefit The following table shows the components of net periodic postretirement benefit cost for the Retiree Medical Plan and Death Benefit for the three and nine months ended March 31, 2017 and 2016. Net periodic postretirement benefit cost for the three and nine months ended March 31, 2017 was based on employee census information and asset information as of July 1, 2016 . Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In thousands) Service cost $ 190 $ 347 $ 570 $ 1,041 Interest cost 207 299 621 897 Amortization of net gain (157 ) (49 ) (471 ) (147 ) Amortization of net prior service credit (439 ) (439 ) (1,317 ) (1,317 ) Net periodic postretirement benefit (credit) cost $ (199 ) $ 158 $ (597 ) $ 474 Weighted-Average Assumptions Used to Determine Net Periodic Postretirement Benefit Cost Fiscal 2017 2016 Retiree Medical Plan discount rate 3.73% 4.69% Death Benefit discount rate 3.79% 4.74% |
Bank Loan
Bank Loan | 9 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Bank Loan | Bank Loan The Company maintains a $75.0 million senior secured revolving credit facility (“Revolving Facility”) with JPMorgan Chase Bank, N.A. and SunTrust Bank (collectively, the “Lenders”), with a sublimit on letters of credit and swingline loans of $30.0 million and $15.0 million , respectively. The Revolving Facility includes an accordion feature whereby the Company may increase the Revolving Commitment by up to an additional $50.0 million , subject to certain conditions. Advances are based on the Company’s eligible accounts receivable, eligible inventory, and the value of certain real property and trademarks, less required reserves. The commitment fee ranges from 0.25% to 0.375% per annum based on average revolver usage. Outstanding obligations are collateralized by all of the Company’s assets, excluding certain real property not included in the borrowing base, machinery and equipment (other than inventory), and the Company's preferred stock portfolio. Borrowings under the Revolving Facility bear interest based on average historical excess availability levels with a range of PRIME - 0.25% to PRIME + 0.50% or Adjusted LIBO Rate + 1.25% to Adjusted LIBO Rate + 2.00% . The Company is subject to a variety of affirmative and negative covenants of types customary in an asset-based lending facility, including financial covenants relating to the maintenance of a fixed charge coverage ratio in certain circumstances, and the right of the Lenders to establish reserve requirements, which may reduce the amount of credit otherwise available to the Company. The Company is allowed to pay dividends, provided, among other things, certain excess availability requirements are met, and no event of default exists or has occurred and is continuing as of the date of any such payment and after giving effect thereto. The Revolving Facility expires on March 2, 2020 . At March 31, 2017 , the Company was eligible to borrow up to a total of $61.7 million under the Revolving Facility and had outstanding borrowings of $44.2 million , utilized $4.4 million of the letters of credit sublimit, and had excess availability under the Revolving Facility of $13.1 million . At March 31, 2017 , the weighted average interest rate on the Company's outstanding borrowings under the Revolving Facility was 2.52% and the Company was in compliance with all of the restrictive covenants under the Revolving Facility. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-based Compensation Non-qualified stock options with time-based vesting (“NQOs”) In the nine months ended March 31, 2017, the Company granted no shares issuable upon the exercise of NQOs. The following table summarizes NQO activity for the nine months ended March 31, 2017: Outstanding NQOs: Number of NQOs Weighted Average Exercise Price ($) Weighted Average Grant Date Fair Value ($) Weighted Average Remaining Life (Years) Aggregate Intrinsic Value ($ in thousands) Outstanding at June 30, 2016 219,629 13.87 6.28 3.7 3,995 Granted — — — — — Exercised (58,324 ) 10.72 4.88 — 1,306 Cancelled/Forfeited (18,156 ) 25.12 10.89 — — Outstanding at March 31, 2017 143,149 13.72 6.26 2.7 3,096 Vested and exercisable at March 31, 2017 129,866 12.40 5.75 2.4 2,981 Vested and expected to vest at March 31, 2017 142,626 13.67 6.24 2.7 3,092 The aggregate intrinsic values outstanding at the end of each fiscal period in the table above represent the total pretax intrinsic value, based on the Company’s closing stock price of $35.35 at March 31, 2017 and $32.06 at June 30, 2016, representing the last trading day of the fiscal periods, which would have been received by NQO holders had all award holders exercised their NQOs that were in-the-money as of those dates. The aggregate intrinsic value of NQO exercises in the nine months ended March 31, 2017 represents the difference between the exercise price and the value of the Company’s common stock at the time of exercise. NQOs outstanding that are expected to vest are net of estimated forfeitures. During the nine months ended March 31, 2017, 10,570 NQO shares vested and 58,324 NQO shares were exercised. Total fair value of NQOs vested during the nine months ended March 31, 2017 was $0.1 million . The Company received $0.5 million and $1.3 million in proceeds from exercises of vested NQOs in the nine months ended March 31, 2017 and 2016, respectively. At March 31, 2017 and June 30, 2016, respectively, there was $0.1 million and $0.4 million of unrecognized compensation cost related to NQOs. The unrecognized compensation cost related to NQOs at March 31, 2017 is expected to be recognized over the weighted average period of 1.5 years. Total compensation expense for NQOs in the three months ended March 31, 2017 and 2016 was $14,000 and $45,000 , respectively. Total compensation expense for NQOs in the nine months ended March 31, 2017 and 2016 was $0.1 million and $0.2 million , respectively. Non-qualified stock options with performance-based and time-based vesting ( “ PNQs”) In the nine months ended March 31, 2017 , the Company granted 149,223 shares issuable upon the exercise of PNQs to eligible employees under the Farmer Bros. Co. Amended and Restated 2007 Long-Term Incentive Plan (the “LTIP”), with 20% of each such grant subject to forfeiture if a target modified net income goal for fiscal 2017 is not attained. For this purpose, “Modified Net Income” is defined as net income (GAAP) before taxes and excluding any gains or losses from sales of assets, and excluding the effect of restructuring and other transition expenses related to the relocation of the Company’s corporate headquarters to Northlake, Texas. These PNQs have an exercise price of $32.85 , which was the closing price of the Company’s common stock as reported on Nasdaq on the date of grant. One-third of the total number of shares subject to each such stock option vest ratably on each of the first three anniversaries of the grant date, contingent on continued employment, and subject to accelerated vesting in certain circumstances. Following are the weighted average assumptions used in the Black-Scholes valuation model for PNQs granted during the nine months ended March 31, 2017 . Nine Months Ended Weighted average fair value of PNQs $11.42 Risk-free interest rate 1.53% Dividend yield —% Average expected term 4.9 years Expected stock price volatility 37.7% The following table summarizes PNQ activity for the nine months ended March 31, 2017 : Outstanding PNQs: Number of PNQs Weighted Average Exercise Price ($) Weighted Average Grant Date Fair Value ($) Weighted Average Remaining Life (Years) Aggregate Intrinsic Value ($ in thousands) Outstanding at June 30, 2016 288,599 25.83 10.82 5.7 1,798 Granted 149,223 32.85 11.42 4.8 — Exercised (8,132 ) 24.35 10.67 — 73 Cancelled/Forfeited (62,262 ) 31.43 11.38 — — Outstanding at March 31, 2017 367,428 27.77 10.97 5.3 2,787 Vested and exercisable at March 31, 2017 149,777 24.01 10.62 4.3 1,698 Vested and expected to vest at March 31, 2017 353,920 27.64 10.96 5.3 2,729 The aggregate intrinsic values outstanding at the end of each fiscal period in the table above represent the total pretax intrinsic values, based on the Company’s closing stock price of $35.35 at March 31, 2017 and $32.06 at June 30, 2016 representing the last trading day of the respective fiscal periods, which would have been received by PNQ holders had all award holders exercised their PNQs that were in-the-money as of those dates. The aggregate intrinsic value of PNQ exercises in the nine months ended March 31, 2017 represents the difference between the exercise price and the value of the Company’s common stock at the time of exercise. PNQs outstanding that are expected to vest are net of estimated forfeitures. During the nine months ended March 31, 2017, 109,777 PNQ shares vested and 8,132 PNQ shares were exercised. Total fair value of PNQs vested during the nine months ended March 31, 2017 was $1.2 million . The Company received $0.2 million and $0.3 million in proceeds from exercises of vested PNQs in the nine months ended March 31, 2017 and 2016, respectively. As of March 31, 2017 , the Company met the performance target for the second and final tranche of the fiscal 2014 awards and the first tranche of the fiscal 2015 and fiscal 2016 awards and expects that it will achieve the performance targets set forth in the PNQ agreements for the remainder of the fiscal 2015 and 2016 awards, and the fiscal 2017 awards. At March 31, 2017 and June 30, 2016, there was $2.1 million and $1.9 million , respectively, of unrecognized compensation cost related to PNQs. The unrecognized compensation cost related to PNQs at March 31, 2017 is expected to be recognized over the weighted average period of 1.5 years. Total compensation expense related to PNQs in each of the three months ended March 31, 2017 and 2016 was $0.2 million . Total compensation expense related to PNQs in the nine months ended March 31, 2017 and 2016 was $0.8 million and $0.3 million , respectively. Restricted Stock During the nine months ended March 31, 2017, the Company granted 5,106 shares of restricted stock to non-employee directors under the LTIP with a grant date fair value of $35.25 per share. Unlike prior-year awards to non-employee directors, which vest ratably over a period of three years, the fiscal 2017 restricted stock awards cliff vest on the first anniversary of the date of grant subject to continued service to the Company through the vesting date and the acceleration provisions of the LTIP and restricted stock agreement. No shares of restricted stock were granted to employees during the nine months ended March 31, 2017. During the nine months ended March 31, 2017, 7,458 shares of restricted stock vested. The following table summarizes restricted stock activity for the nine months ended March 31, 2017 : Outstanding and Nonvested Restricted Stock Awards: Shares Awarded Weighted Average Grant Date Fair Value ($) Weighted Average Remaining Life (Years) Aggregate Intrinsic Value ($ in thousands) Outstanding at June 30, 2016 23,792 26.00 1.8 763 Granted 5,106 35.25 0.7 180 Exercised/Released (7,458 ) 24.16 — 253 Cancelled/Forfeited (5,995 ) — — — Outstanding at March 31, 2017 15,445 29.79 1.1 546 Expected to vest at March 31, 2017 14,843 29.78 1.1 525 The aggregate intrinsic value of shares outstanding at the end of each fiscal period in the table above represent the total pretax intrinsic values, based on the Company’s closing stock price of $35.35 at March 31, 2017 and $32.06 at June 30, 2016, representing the last trading day of the respective fiscal periods. Restricted stock that is expected to vest is net of estimated forfeitures. At March 31, 2017 and June 30, 2016, there was $0.3 million and $0.5 million , respectively, of unrecognized compensation cost related to restricted stock. The unrecognized compensation cost related to restricted stock at March 31, 2017 is expected to be recognized over the weighted average period of 1.1 years. Total compensation expense for restricted stock was $15,000 and $66,000 for the three months ended March 31, 2017 and 2016, respectively. Total compensation expense for restricted stock was $0.2 million and $0.1 million , respectively, in the nine months ended March 31, 2017 and 2016. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 9 Months Ended |
Mar. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other Long-Term Liabilities Other long-term liabilities include the following: March 31, 2017 June 30, 2016 (In thousands) New Facility lease obligation(1) $ — $ 28,110 Earnout payable—RLC acquisition(2) — 100 Earnout payable—West Coast Coffee acquisition(3) 600 — Other long-term liabilities $ 600 $ 28,210 ___________ (1) Lease obligation associated with construction of the New Facility. The lease obligation was reversed upon termination of the Lease Agreement concurrent with the closing of the purchase option on September 15, 2016 (see Note 5 ). (2) Earnout payable in connection with the Company's acquisition of substantially all of the assets of Rae' Launo Corporation completed on January 12, 2015. (3) Earnout payable in connection with the Company's acquisition of substantially all of the assets of West Coast Coffee on February 7, 2017. |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’ effective tax rates for the three months ended March 31, 2017 and 2016 were 44.4% and 3.5% , respectively. The Company’ effective tax rates for the nine months ended March 31, 2017 and 2016 were 40.4% and 5.3% , respectively. The effective tax rates for the three and nine months ended March 31, 2017 are higher than the U.S. statutory rate of 35.0% primarily due to state income tax expense. The effective tax rates for the three and nine months ended March 31, 2016 are lower than the U.S. statutory rate of 35.0% primarily due to a valuation allowance recorded against the Company's deferred tax assets. The Company evaluates its deferred tax assets quarterly to determine if a valuation allowance is required. In the fourth quarter of fiscal 2016, the Company considered whether a valuation allowance should be recorded against deferred tax assets based on the likelihood that the benefits of the deferred tax assets would or would not ultimately be realized in future periods. In making such assessment, significant weight was given to evidence that could be objectively verified such as recent operating results and less consideration was given to less objective indicators such as future income projections. After consideration of positive and negative evidence, including the recent history of income, the Company concluded that it is more likely than not that the Company will generate future income sufficient to realize the majority of the Company’s deferred tax assets as of June 30, 2016. Accordingly, the Company recorded a reduction in its valuation allowance in fiscal 2016 in the amount of $83.2 million . As of March 31, 2017 and June 30, 2016 the Company had no unrecognized tax benefits. During the quarter ended September 30, 2016, the Internal Revenue Service completed its examination of the Company’s tax years ended June 30, 2013 and 2014 and accepted the returns as filed for each of those years. |
Net Income Per Common Share
Net Income Per Common Share | 9 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Income Per Common Share | Net Income Per Common Share Three Months Ended March 31, Nine Months Ended March 31, (In thousands, except share and per share amounts) 2017 2016 2017 2016 Net income attributable to common stockholders—basic $ 1,592 $ 1,190 $ 23,253 $ 5,673 Net income attributable to nonvested restricted stockholders 2 2 35 6 Net income $ 1,594 $ 1,192 $ 23,288 $ 5,679 Weighted average common shares outstanding—basic 16,605,754 16,539,479 16,584,125 16,486,469 Effect of dilutive securities: Shares issuable under stock options 116,020 107,936 120,075 127,806 Weighted average common shares outstanding—diluted 16,721,774 16,647,415 16,704,200 16,614,275 Net income per common share—basic $ 0.10 $ 0.07 $ 1.40 $ 0.34 Net income per common share—diluted $ 0.10 $ 0.07 $ 1.39 $ 0.34 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies : For a detailed discussion about the Company's commitments and contingencies, see Note 22, " Commitments and Contingencies " to the consolidated financial statements in the 2016 Form 10-K. During the nine months ended March 31, 2017, other than the following, there were no material changes in the Company’s commitments and contingencies. Leases As part of the China Mist transaction, the Company assumed the lease on China Mist’s existing 17,400 square foot production, distribution and warehouse facility in Scottsdale, Arizona which is terminable upon twelve months’ notice. As part of the West Coast Coffee transaction, the Company entered into a three-year lease on West Coast Coffee’s existing 20,400 square foot production, distribution and warehouse facility in Hillsboro, Oregon, which expires January 31, 2020, and assumed leases on six branch warehouses consisting of an aggregate of 24,150 square feet in Oregon, California and Nevada, expiring on various dates through November 2020. See Note 3 . Contractual obligations for future fiscal periods are as follows: Contractual Obligations (In thousands) Capital Lease Obligations Operating Lease Obligations New Facility Construction and Equipment Contracts (1) Pension Plan Obligations Postretirement Benefits Other Than Pension Plans Revolving Credit Facility Purchase Commitments (2) Three months ending June 30, 2017 $ 341 $ 1,233 $ 11,698 $ 1,973 $ 270 $ 44,175 $ 41,919 Year Ending June 30, 2018 $ 990 $ 4,684 $ — $ 8,304 $ 1,102 $ — $ 37,584 2019 $ 186 $ 3,798 $ — $ 8,554 $ 1,143 $ — $ — 2020 $ 51 $ 2,133 $ — $ 8,844 $ 1,176 $ — $ — 2021 $ 4 $ 798 $ — $ 9,074 $ 1,210 $ — $ — Thereafter $ — $ 186 $ — $ 47,262 $ 6,246 $ — $ — $ 12,832 $ 11,698 $ 84,011 $ 11,147 $ 44,175 $ 79,503 Total minimum lease payments $ 1,572 Less: imputed interest (0.82% to 10.7%) $ (52 ) Present value of future minimum lease payments $ 1,520 Less: current portion $ 1,131 Long-term capital lease obligations $ 389 ___________ (1) Includes $5.5 million in outstanding contractual obligations for construction of the New Facility and $6.2 million in outstanding contractual obligations under the Amended Building Contract as of March 31, 2017. See Note 5 . (2) Purchase commitments include commitments under coffee purchase contracts for which all delivery terms have been finalized but the related coffee has not been received as of March 31, 2017. Amounts shown in the table above: (a) include all coffee purchase contracts that the Company considers to be from normal purchases; and (b) do not include amounts related to derivative instruments that are recorded at fair value on the Company’s consolidated balance sheets. Self-Insurance At June 30, 2016, the Company had posted a $7.4 million letter of credit as a security deposit with the State of California Department of Industrial Relations Self-Insurance Plans for participation in the alternative security program for California self-insurers for workers’ compensation liability in California. The State of California notified the Company on December 13, 2016 that it had released and authorized the cancellation of the letter of credit. At March 31, 2017 and June 30, 2016, the Company had posted a $4.4 million and $4.3 million letter of credit, respectively, as a security deposit for self-insuring workers’ compensation, general liability and auto insurance coverages outside of California. Non-cancelable Purchase Orders As of March 31, 2017, the Company had committed to purchase green coffee inventory totaling $68.9 million under fixed-price contracts, equipment for the New Facility totaling $0.5 million and other purchases totaling $10.1 million under non-cancelable purchase orders. Legal Proceedings Steve Hernandez vs. Farmer Bros. Co., Superior Court of State of California, County of Los Angeles On July 24, 2015, former Company employee Hernandez filed a putative class action complaint for damages alleging a single cause of action for unfair competition under the California Business & Professions Code. The claim purports to seek disgorgement of profits for alleged violations of various provisions of the California Labor Code relating to: failing to pay overtime, failing to provide meal breaks, failing to pay minimum wage, failing to pay wages timely during employment and upon termination, failing to provide accurate and complete wage statements, and failing to reimburse business-related expenses. Hernandez’s complaint seeks restitution in an unspecified amount and injunctive relief, in addition to attorneys’ fees and expenses. Hernandez alleges that the putative class is all “current and former hourly-paid or non-exempt individuals” for the four (4) years preceding the filing of the complaint through final judgment, and Hernandez also purports to reserve the right to establish sub-classes as appropriate. On November 12, 2015, a separate putative class representative, Monica Zuno, filed claim under the same class action; the Court has related this case to the Hernandez case. On November 17, 2015, the unified case was assigned to a judge, and this judge ordered the stay on discovery to remain intact until after a decision on the Company’s demurrer action. The plaintiff filed an Opposition to the Demurrer and, in response, on January 5, 2016, the Company filed a reply to this Opposition to the Demurrer. On February 2, 2016, the Court held a hearing on the demurrer and found in the Company’s favor, sustaining the demurrer in its entirety without leave to amend as to the plaintiff Hernandez, and so dismissing Hernandez’s claims and the related putative class. Claims on behalf of the plaintiff Zuno remain at this time. The Company provided responses to discovery following a lift by the Court of the stay on discovery. Responses to plaintiff’s first set of written and document discovery were filed on October 31, 2016. Following an October 31, 2016 hearing on a motion to compel and for sanctions against plaintiff and counsel for failing to appear for deposition, the Court granted the Company’s motion, ruling that all of plaintiff’s objections to the deposition notice were waived and ordered payment to the Company of $2,828 in sanctions. Depositions and written discovery proceeded from December 2016 through the first calendar quarter of 2017. A case management conference occurred on January 26, 2017, and a further case management conference has been scheduled for June 7, 2017 to determine whether Zuno intends to move forward as a purported class action or on an individual basis only. At this time, the Company is not able to predict the probability of the outcome or estimate of loss, if any, related to this matter. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company reviews its estimates on an ongoing basis using currently available information. Changes in facts and circumstances may result in revised estimates and actual results may differ from those estimates. |
Basis of Accounting | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete consolidated financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals, unless otherwise indicated) considered necessary for a fair presentation of the interim financial data have been included. Operating results for the three and nine months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2017. Events occurring subsequent to March 31, 2017 have been evaluated for potential recognition or disclosure in the unaudited condensed consolidated financial statements for the three and nine months ended March 31, 2017. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2016, filed with the Securities and Exchange Commission (the “SEC”) on September 14, 2016 (the "2016 Form 10-K"). For a detailed discussion about the Company's significant accounting policies, see Note 1, " Summary of Significant Accounting Policies " to the consolidated financial statements in the 2016 Form 10-K. During the three months ended March 31, 2017, other than the following, there were no significant updates made to the Company's significant accounting policies. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its direct and indirect wholly owned subsidiaries FBC Finance Company, a California corporation, Coffee Bean Holding Co., Inc., a Delaware corporation, the parent company of Coffee Bean International, Inc., an Oregon corporation (“CBI”), CBI and China Mist Brands, Inc., a Delaware corporation. All inter-company balances and transactions have been eliminated. |
Business Combination | Business Combinations The Company accounts for business combinations under the acquisition method of accounting. The purchase price of each business acquired is allocated to the tangible and intangible assets acquired and the liabilities assumed based on information regarding their respective fair values on the date of acquisition. Any excess of the purchase price over the fair value of the separately identifiable assets acquired and the liabilities assumed is allocated to goodwill. Management determines the fair values used in purchase price allocations for intangible assets based on historical data, estimated discounted future cash flows, and expected royalty rates for trademarks and trade names, as well as certain other information. The valuation of assets acquired and liabilities assumed requires a number of judgments and is subject to revision as additional information about the fair value of assets and liabilities becomes available. Additional information, which existed as of the acquisition date but unknown to the Company at that time, may become known during the remainder of the measurement period, a period not to exceed twelve months from the acquisition date. Adjustments in the purchase price allocation may require a recasting of the amounts allocated to goodwill and intangible assets. If such an adjustment is required, the Company will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. Transaction costs, including legal and accounting expenses, are expensed as incurred and are included in general and administrative expenses in the Company's condensed consolidated statements of operations. Contingent consideration, such as earnout, is deferred as a short-term or long-term liability based on an estimate of the timing of the future payment. These contingent consideration liabilities are recorded at fair value on the acquisition date and are re-measured quarterly based on the then assessed fair value and adjusted if necessary. The results of operations of businesses acquired are included in the Company's condensed consolidated financial statements from their dates of acquisition. |
Goodwill and Intangible Assets | Goodwill and Indefinite-lived Intangible Assets The Company accounts for its goodwill and indefinite-lived intangible assets in accordance with ASC 350, “Intangibles-Goodwill and Other” (“ASC 350”). Goodwill and other indefinite-lived intangible assets are not amortized but instead are reviewed for impairment annually, or more frequently if an event occurs or circumstances change which indicate that an asset might be impaired. Pursuant to ASC 350, the Company performs a qualitative assessment of goodwill and indefinite-lived intangible assets on its consolidated balance sheets, to determine if there is a more likely than not indication that its goodwill and indefinite-lived intangible assets are impaired as of June 30. If the indicators of impairment are present, the Company performs a quantitative assessment to determine the impairment of these assets as of the measurement date. Testing for impairment of goodwill is a two-step process. The first step requires the Company to compare the fair value of its reporting units to the carrying value of the reporting units, including goodwill. If the fair value of a reporting unit is less than its carrying value, goodwill of the reporting unit is potentially impaired and the Company then completes step two to measure the impairment loss, if any. The second step requires the calculation of the implied fair value of goodwill, which is the residual fair value remaining after deducting the fair value of all tangible and intangible net assets of the reporting unit from the fair value of the reporting unit. If the implied fair value of goodwill is less than the carrying amount of goodwill, an impairment loss is recognized equal to the difference. Indefinite-lived intangible assets are tested for impairment by comparing their fair values to their carrying values. An impairment charge is recorded if the estimated fair value of such assets has decreased below their carrying values. There were no indefinite-lived intangible asset or goodwill impairment charges recorded in the nine months ended March 31, 2017 or 2016. Other Intangible Assets Other intangible assets consist of finite-lived intangible assets including acquired recipes, non-compete agreements, customer relationships, trade names and trademarks. These assets are amortized over their estimated useful lives and are tested for impairment by grouping them with other assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. The estimated future cash flows are based upon, among other things, assumptions about expected future operating performance, and may differ from actual cash flows. If the sum of the projected undiscounted cash flows (excluding interest) is less than the carrying value of the assets, the assets will be written down to the estimated fair value in the period in which the determination is made. The Company reviews the recoverability of its long-lived assets whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. There were no other intangible asset impairment charges recorded in the nine months ended March 31, 2017 or 2016. |
Leases | Leases Leases are categorized as either operating or capital leases at inception. Operating lease costs are recognized on a straight-line basis over the term of the lease. An asset and a corresponding liability for the capital lease obligation are established for the cost of a capital lease. Capital lease obligations are amortized over the life of the lease. For build-to-suit leases, the Company establishes an asset and liability for the estimated construction costs incurred to the extent that it is involved in the construction of structural improvements or takes construction risk prior to the commencement of the lease. A portion of the lease arrangement is allocated to the land for which the Company accrues rent expense during the construction period. The amount of rent expense to be accrued is determined using the fair value of the leased land at construction commencement and the Company’s incremental borrowing rate, and recognized on a straight-line basis. Upon exercise of the purchase option on a build-to-suit lease, the Company records an asset equal to the value of the option price that includes the value of the land and reverses the rent expense and the asset and liability established to record the construction costs incurred through the date of option exercise. |
Coffee Brewing Equipment and Service | Coffee Brewing Equipment and Service The Company classifies certain expenses related to coffee brewing equipment provided to customers as cost of goods sold. These costs include the cost of the equipment as well as the cost of servicing that equipment (including service employees’ salaries, cost of transportation and the cost of supplies and parts) and are considered directly attributable to the generation of revenues from its customers. |
Net Income (Loss) per Common Share | Net Income Per Common Share Computation of net income per share ("EPS") for the three months ended March 31, 2017 and 2016 includes the dilutive effect of 116,020 and 107,936 shares, respectively, issuable under stock options with exercise prices below the closing price of the Company's common stock on the last trading day of the applicable period, but excludes the dilutive effect of 30,401 and 59,854 shares, respectively, issuable under stock options with exercise prices above the closing price of the Company's common stock on the last trading day of the applicable period because their inclusion would be anti-dilutive. Computation of EPS for the nine months ended March 31, 2017 and 2016 includes the dilutive effect of 120,075 and 127,806 shares, respectively, issuable under stock options with exercise prices below the closing price of the Company’s common stock on the last trading day of the applicable period, but excludes 25,508 and 35,253 shares, respectively, issuable under stock options with exercise prices above the closing price of the Company’s common stock on the last trading day of the applicable period because their inclusion would be anti-dilutive. See Note 19 . |
Shipping and Handling Costs | Shipping and Handling Costs Shipping and handling costs incurred through outside carriers are recorded as a component of the Company's selling expenses and were $6.0 million and $3.0 million , respectively, in the three months ended March 31, 2017 and 2016, |
Recently Adopted Accounting Standards and New Accounting Pronouncements | Recently Adopted Accounting Standards No new accounting standards were adopted by the Company in the three months ended March 31, 2017. New Accounting Pronouncements In March 2017, the FASB issued ASU No. 2017-07, "Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost" ("ASU 2017-07"). ASU 2017-07 amends the requirements in GAAP related to the income statement presentation of the components of net periodic benefit cost for an entity’s sponsored defined benefit pension and other postretirement plans. The guidance in ASU 2017-07 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years, and is effective for the Company beginning July 1, 2018. The Company is evaluating the impact this guidance will have on its consolidated financial statements and expects the adoption will not have a significant impact on the results of operations, financial position or cash flows of the Company. In January 2017, the FASB issued ASU No. 2017-04, "Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"). The amendments in ASU 2017-04 address concerns regarding the cost and complexity of the two-step goodwill impairment test, and remove the second step of the test. An entity will apply a one-step quantitative test and record the amount of goodwill impairment as the excess of a reporting unit's carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The new guidance does not amend the optional qualitative assessment of goodwill impairment. The guidance in ASU 2017-04 is effective for annual and interim goodwill impairment tests in fiscal years beginning after December 15, 2019, and is effective for the Company beginning July 1, 2020. Adoption of ASU 2017-04 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In January 2017, the FASB issued ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" ("ASU 2017-01"). The amendments in ASU 2017-01 clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of businesses and provide a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”) is not a business. If the screen is not met, the amendments (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace the missing elements. The guidance in ASU 2017-01 is effective for public business entities for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted in certain circumstances. ASU 2017-01 is effective for the Company beginning July 1, 2018. Adoption of ASU 2017-01 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). The amendments require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments do not provide a definition of restricted cash or restricted cash equivalents. ASU 2016-18 is effective for the Company beginning July 1, 2018. Adoption of ASU 2016-18 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In March 2016, the FASB issued ASU No. 2016-09, "Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09"). ASU 2016-09 is being issued as part of the FASB's Simplification Initiative. The areas for simplification in ASU 2016-09 involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for the Company beginning July 1, 2017. Adoption of ASU 2016-09 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), which introduces a new lessee model that brings substantially all leases onto the balance sheet. Under the new guidance, lessees are required to recognize a lease liability, which represents the discounted obligation to make future minimum lease payments and a related right-of-use asset. For public business entities, ASU 2016-02 is effective for financial statements issued for annual periods beginning after December 15, 2018, and interim periods within those annual periods. Early application is permitted. ASU 2016-02 is effective for the Company beginning July 1, 2019. The Company is evaluating the impact this guidance will have on its consolidated financial statements and expects the adoption will have a significant impact on the Company's financial position resulting from the increase in assets and liabilities. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”). ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) at fair value, with changes in fair value recognized in net income. Under ASU 2016-01, entities will no longer be able to recognize unrealized holding gains and losses on available-for-sale equity securities in other comprehensive income, and they will no longer be able to use the cost method of accounting for equity securities that do not have readily determinable fair values. The guidance to classify equity securities with readily determinable fair values into different categories (that is trading or available for sale) is no longer required. ASU 2016-01 eliminates certain disclosure requirements related to financial instruments measured at amortized cost and adds disclosures related to the measurement categories of financial assets and financial liabilities. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. ASU 2016-01 is effective for the Company beginning July 1, 2018. Adoption of ASU 2016-01 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In July 2015, the FASB issued ASU No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory” (“ASU 2015-11”). ASU 2015-11 simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Entities will continue to apply their existing impairment models to inventories that are accounted for using last-in first-out or LIFO and the retail inventory method or RIM. Under current guidance, net realizable value is one of several calculations an entity needs to make to measure inventory at the lower of cost or market. ASU 2015-11 is effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted, and the guidance must be applied prospectively after the date of adoption. ASU 2015-11 is effective for the Company beginning July 1, 2017. Adoption of ASU 2015-11 is not expected to have a material effect on the results of operations, financial position or cash flows of the Company. In May 2014, the FASB issued accounting guidance which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers under ASU No. 2014-09, “Revenue from Contracts with Customers” ("ASU 2014-09"). ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. On July 9, 2015, the FASB issued ASU No. 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," which defers the effective date of ASU 2014-09 by one year allowing early adoption as of the original effective date of January 1, 2017. The deferral results in the new accounting standard being effective for public business entities for annual reporting periods beginning after December 31, 2017, including interim periods within those fiscal years. ASU 2014-09 is effective for the Company beginning July 1, 2018. The Company is currently evaluating the impact of ASU 2014-09 along with the related amendments and interpretations issued under ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20 on its results of operations, financial position and cash flows. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
China Mist Brands, Inc | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of consideration transferred as of the acquisition date: (In thousands) Fair Value Estimated Useful Life (years) Cash paid, net of cash acquired $ 11,183 Contingent consideration 500 Total consideration $ 11,683 Accounts receivable $ 811 Inventory 544 Prepaid assets 48 Property, plant and equipment 212 Goodwill 1,871 Intangible assets: Recipes 930 7 Non-compete agreement 100 5 Customer relationships 450 10 Trade name/Trademark—finite-lived 7,100 10 Accounts payable (383 ) Total consideration, net of cash acquired $ 11,683 |
West Coast Coffee, Inc. | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of consideration transferred as of the acquisition date: (In thousands) Fair Value Estimated Useful Life (years) Cash paid, net of cash acquired $ 14,671 Contingent consideration 600 Total consideration $ 15,271 Accounts receivable $ 955 Inventory 939 Prepaid assets 20 Property, plant and equipment 1,546 Goodwill 7,797 Intangible assets: Non-compete agreements 100 5 Customer relationships 4,400 10 Trade name—finite-lived 260 7 Brand name—finite-lived 250 1.7 Accounts payable (814 ) Other liabilities (182 ) Total consideration, net of cash acquired $ 15,271 |
Restructuring Plans (Tables)
Restructuring Plans (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | The following table sets forth the activity in liabilities associated with the Corporate Relocation Plan for the nine months ended March 31, 2017 : (In thousands) Balances, June 30, 2016 Additions Payments Non-Cash Settled Adjustments Balances, March 31, 2017 Employee-related costs(1) $ 2,342 $ 1,109 $ 2,616 $ — $ — $ 835 Facility-related costs(2) — 5,850 3,375 2,475 — — Other(3) 200 1,294 1,494 — — — Total(2) $ 2,542 $ 8,253 $ 7,485 $ 2,475 $ — $ 835 Current portion $ 2,542 $ 835 Non-current portion $ — $ — Total $ 2,542 $ 835 _______________ (1) Included in “Accrued payroll expenses” on the Company's condensed consolidated balance sheets. (2) Non-cash settled facility-related costs represent (a) depreciation expense associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities and included in "Property, plant and equipment, net" on the Company's condensed consolidated balance sheets and (b) non-cash rent expense recognized in the sale-leaseback of the Torrance Facility. (3) Included in “Accounts payable” on the Company's condensed consolidated balance sheets. The following table sets forth the activity in liabilities associated with the Corporate Relocation Plan from the time of adoption of the Corporate Relocation Plan through the nine months ended March 31, 2017 : (In thousands) Balances, June 30, 2014 Additions Payments Non-Cash Settled Adjustments Balances, Employee-related costs(1) $ — $ 17,352 $ 16,517 $ — $ — $ 835 Facility-related costs(2) — 10,442 6,711 3,731 — — Other — 7,424 7,424 — — — Total(2) $ — $ 35,218 $ 30,652 $ 3,731 $ — $ 835 _______________ (1) Included in “Accrued payroll expenses” on the Company's condensed consolidated balance sheets. (2) Non-cash settled facility-related costs represent (a) depreciation expense associated with the Torrance production facility resulting from the consolidation of coffee production operations with the Houston and Portland production facilities and included in "Property, plant and equipment, net" on the Company's condensed consolidated balance sheets and (b) non-cash rent expense recognized in the sale-leaseback of the Torrance Facility. |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | The following table summarizes the notional volumes for the coffee-related derivative instruments held by the Company at March 31, 2017 and June 30, 2016: (In thousands) March 31, 2017 June 30, 2016 Derivative instruments designated as cash flow hedges: Long coffee pounds 11,663 32,550 Derivative instruments not designated as cash flow hedges: Long coffee pounds 873 1,618 Less: Short coffee pounds (713 ) (188 ) Total 11,823 33,980 |
Schedule of Fair Values of Derivative Instruments on the Consolidated Balance Sheets | Fair values of derivative instruments on the Company's condensed consolidated balance sheets: Derivative Instruments Designated as Cash Flow Hedges Derivative Instruments Not Designated as Accounting Hedges March 31, 2017 June 30, 2016 March 31, 2017 June 30, 2016 (In thousands) Financial Statement Location: Short-term derivative assets: Coffee-related derivative instruments $ 522 $ 3,771 $ 1 $ 183 Long-term derivative assets(1): Coffee-related derivative instruments $ — $ 2,575 $ — $ 57 Short-term derivative liabilities: Coffee-related derivative instruments $ 326 $ — $ 536 $ — ________________ (1) Included in "Other assets" on the Company's condensed consolidated balance sheets. |
Schedule of Pretax Effect of Derivative Instruments on Earnings and OCI | The following table presents pretax net gains and losses for the Company's coffee-related derivative instruments designated as cash flow hedges, as recognized in accumulated other comprehensive income (loss) “AOCI,” “Cost of goods sold” and “Other, net”: Three Months Ended March 31, Nine Months Ended March 31, Financial Statement Classification (In thousands) 2017 2016 2017 2016 Net gains (losses) recognized in accumulated other comprehensive income (effective portion) $ 188 $ (1,245 ) $ (2,029 ) $ (5,575 ) AOCI Net gains (losses) recognized in earnings (effective portion) $ 865 $ (2,677 ) $ 614 $ (11,504 ) Costs of goods sold Net gains (losses) recognized in earnings (ineffective portion) $ 90 $ (84 ) $ 63 $ (568 ) Other, net |
Schedule of Net Realized and Unrealized Gains and Losses Recorded in 'Other, net' | Net gains and losses recorded in “Other, net” are as follows: Three Months Ended March 31, Nine Months Ended March 31, (In thousands) 2017 2016 2017 2016 Net gains (losses) on coffee-related derivative instruments $ 188 $ 239 $ (1,052 ) $ (455 ) Net gains (losses) on investments 738 2 (354 ) 120 Net gains (losses) on derivative instruments and investments(1) 926 241 (1,406 ) (335 ) Other gains (losses), net 118 372 318 370 Other, net $ 1,044 $ 613 $ (1,088 ) $ 35 ___________ (1) Excludes net losses and net gains on coffee-related derivative instruments designated as cash flow hedges recorded in cost of goods sold in the three and nine months ended March 31, 2017 and 2016. |
Schedule of Offsetting Assets | The following table presents the Company’s net exposure from its offsetting derivative asset and liability positions as of the reporting dates indicated: (In thousands) Gross Amount Reported on Balance Sheet Netting Adjustments Cash Collateral Posted Net Exposure March 31, 2017 Derivative Assets $ 523 $ (523 ) $ — $ — Derivative Liabilities $ 862 $ (523 ) $ — $ 339 June 30, 2016 Derivative Assets $ 6,586 $ — $ — $ 6,586 |
Schedule of Offsetting Liabilities | The following table presents the Company’s net exposure from its offsetting derivative asset and liability positions as of the reporting dates indicated: (In thousands) Gross Amount Reported on Balance Sheet Netting Adjustments Cash Collateral Posted Net Exposure March 31, 2017 Derivative Assets $ 523 $ (523 ) $ — $ — Derivative Liabilities $ 862 $ (523 ) $ — $ 339 June 30, 2016 Derivative Assets $ 6,586 $ — $ — $ 6,586 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Investments | The following table shows gains and losses on trading securities held for investment by the Company: Three Months Ended March 31, Nine Months Ended March 31, (In thousands) 2017 2016 2017 2016 Total gains (losses) recognized from trading securities held for investment $ 738 $ 2 $ (354 ) $ 120 Less: Realized gains (losses) from sales of trading securities held for investment 7 17 5 (10 ) Unrealized gains (losses) from trading securities held for investment $ 731 $ (15 ) $ (359 ) $ 130 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis | Assets and liabilities measured and recorded at fair value on a recurring basis were as follows: (In thousands) Total Level 1 Level 2 Level 3 March 31, 2017 Preferred stock(1) $ 26,541 $ 23,606 $ 2,935 $ — Derivative instruments designated as cash flow hedges: Coffee-related derivative assets(2) $ 522 $ — $ 522 $ — Coffee-related derivative liabilities(2) $ 326 $ — $ 326 $ — Derivative instruments not designated as accounting hedges: Coffee-related derivative assets(2) $ 1 $ — $ 1 $ — Coffee-related derivative liabilities(2) $ 536 $ — $ 536 $ — Total Level 1 Level 2 Level 3 June 30, 2016 Preferred stock(1) $ 25,591 $ 21,976 $ 3,615 $ — Derivative instruments designated as cash flow hedges: Coffee-related derivative assets(2) $ 6,346 $ — $ 6,346 $ — Derivative instruments not designated as accounting hedges: Coffee-related derivative assets(2) $ 240 $ — $ 240 $ — ____________________ (1) Included in “Short-term investments” on the Company's condensed consolidated balance sheets. (2) The Company's coffee-related derivative instruments are traded over-the-counter and, therefore, classified as Level 2. |
Accounts and Notes Receivable34
Accounts and Notes Receivable, net (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | March 31, 2017 June 30, 2016 (In thousands) Trade receivables $ 47,891 $ 43,113 Other receivables(1) 3,190 1,965 Allowance for doubtful accounts (655 ) (714 ) Accounts and notes receivable, net $ 50,426 $ 44,364 __________ (1) At March 31, 2017 and June 30, 2016, respectively, the Company had recorded $0.3 million and $0.5 million , in "Other receivables" included in "Accounts and notes receivable, net" on its condensed consolidated balance sheets representing earnout receivable from Harris. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | (In thousands) March 31, 2017 June 30, 2016 Coffee Processed $ 11,125 $ 12,362 Unprocessed 24,290 13,534 Total $ 35,415 $ 25,896 Tea and culinary products Processed $ 21,011 $ 15,384 Unprocessed 77 377 Total $ 21,088 $ 15,761 Coffee brewing equipment parts $ 4,209 $ 4,721 Total inventories $ 60,712 $ 46,378 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | (In thousands) March 31, 2017 June 30, 2016 Buildings and facilities $ 54,364 $ 54,768 Machinery and equipment 177,916 177,784 Buildings and facilities—New Facility 52,491 28,110 Machinery and equipment—New Facility 19,646 4,443 Office furniture and equipment—New Facility 3,990 — Equipment under capital leases 7,552 11,982 Capitalized software 21,218 21,545 Office furniture and equipment 8,220 16,077 345,397 314,709 Accumulated depreciation (189,756 ) (206,162 ) Land 16,336 9,869 Property, plant and equipment, net $ 171,977 $ 118,416 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Schedule of Net Periodic Benefit Costs | The net periodic benefit cost for the defined benefit pension plans is as follows: Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In thousands) Service cost $ 124 $ 97 $ 372 $ 291 Interest cost 1,397 1,546 4,191 4,638 Expected return on plan assets (1,607 ) (1,710 ) (4,821 ) (5,130 ) Amortization of net loss(1) 508 370 1,524 1,110 Net periodic benefit cost $ 422 $ 303 $ 1,266 $ 909 ___________ (1) These amounts represent the estimated portion of the net loss in AOCI that is expected to be recognized as a component of net periodic benefit cost over the current fiscal year. |
Pension Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Schedule of Assumptions Used [Table Text Block] | Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost Fiscal 2017 2016 Discount rate 3.55% 4.40% Expected long-term rate of return on plan assets 7.75% 7.50% |
Other Postretirement Benefit Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Schedule of Net Periodic Benefit Costs | The following table shows the components of net periodic postretirement benefit cost for the Retiree Medical Plan and Death Benefit for the three and nine months ended March 31, 2017 and 2016. Net periodic postretirement benefit cost for the three and nine months ended March 31, 2017 was based on employee census information and asset information as of July 1, 2016 . Three Months Ended Nine Months Ended 2017 2016 2017 2016 (In thousands) Service cost $ 190 $ 347 $ 570 $ 1,041 Interest cost 207 299 621 897 Amortization of net gain (157 ) (49 ) (471 ) (147 ) Amortization of net prior service credit (439 ) (439 ) (1,317 ) (1,317 ) Net periodic postretirement benefit (credit) cost $ (199 ) $ 158 $ (597 ) $ 474 |
Schedule of Assumptions Used [Table Text Block] | Weighted-Average Assumptions Used to Determine Net Periodic Postretirement Benefit Cost Fiscal 2017 2016 Retiree Medical Plan discount rate 3.73% 4.69% Death Benefit discount rate 3.79% 4.74% |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes restricted stock activity for the nine months ended March 31, 2017 : Outstanding and Nonvested Restricted Stock Awards: Shares Awarded Weighted Average Grant Date Fair Value ($) Weighted Average Remaining Life (Years) Aggregate Intrinsic Value ($ in thousands) Outstanding at June 30, 2016 23,792 26.00 1.8 763 Granted 5,106 35.25 0.7 180 Exercised/Released (7,458 ) 24.16 — 253 Cancelled/Forfeited (5,995 ) — — — Outstanding at March 31, 2017 15,445 29.79 1.1 546 Expected to vest at March 31, 2017 14,843 29.78 1.1 525 |
NQOs | Vested | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes NQO activity for the nine months ended March 31, 2017: Outstanding NQOs: Number of NQOs Weighted Average Exercise Price ($) Weighted Average Grant Date Fair Value ($) Weighted Average Remaining Life (Years) Aggregate Intrinsic Value ($ in thousands) Outstanding at June 30, 2016 219,629 13.87 6.28 3.7 3,995 Granted — — — — — Exercised (58,324 ) 10.72 4.88 — 1,306 Cancelled/Forfeited (18,156 ) 25.12 10.89 — — Outstanding at March 31, 2017 143,149 13.72 6.26 2.7 3,096 Vested and exercisable at March 31, 2017 129,866 12.40 5.75 2.4 2,981 Vested and expected to vest at March 31, 2017 142,626 13.67 6.24 2.7 3,092 |
PNQs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Following are the weighted average assumptions used in the Black-Scholes valuation model for PNQs granted during the nine months ended March 31, 2017 . Nine Months Ended Weighted average fair value of PNQs $11.42 Risk-free interest rate 1.53% Dividend yield —% Average expected term 4.9 years Expected stock price volatility 37.7% |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes PNQ activity for the nine months ended March 31, 2017 : Outstanding PNQs: Number of PNQs Weighted Average Exercise Price ($) Weighted Average Grant Date Fair Value ($) Weighted Average Remaining Life (Years) Aggregate Intrinsic Value ($ in thousands) Outstanding at June 30, 2016 288,599 25.83 10.82 5.7 1,798 Granted 149,223 32.85 11.42 4.8 — Exercised (8,132 ) 24.35 10.67 — 73 Cancelled/Forfeited (62,262 ) 31.43 11.38 — — Outstanding at March 31, 2017 367,428 27.77 10.97 5.3 2,787 Vested and exercisable at March 31, 2017 149,777 24.01 10.62 4.3 1,698 Vested and expected to vest at March 31, 2017 353,920 27.64 10.96 5.3 2,729 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other long-term liabilities include the following: March 31, 2017 June 30, 2016 (In thousands) New Facility lease obligation(1) $ — $ 28,110 Earnout payable—RLC acquisition(2) — 100 Earnout payable—West Coast Coffee acquisition(3) 600 — Other long-term liabilities $ 600 $ 28,210 ___________ (1) Lease obligation associated with construction of the New Facility. The lease obligation was reversed upon termination of the Lease Agreement concurrent with the closing of the purchase option on September 15, 2016 (see Note 5 ). (2) Earnout payable in connection with the Company's acquisition of substantially all of the assets of Rae' Launo Corporation completed on January 12, 2015. (3) Earnout payable in connection with the Company's acquisition of substantially all of the assets of West Coast Coffee on February 7, 2017. |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) Per Common Share, Basic and Diluted | Three Months Ended March 31, Nine Months Ended March 31, (In thousands, except share and per share amounts) 2017 2016 2017 2016 Net income attributable to common stockholders—basic $ 1,592 $ 1,190 $ 23,253 $ 5,673 Net income attributable to nonvested restricted stockholders 2 2 35 6 Net income $ 1,594 $ 1,192 $ 23,288 $ 5,679 Weighted average common shares outstanding—basic 16,605,754 16,539,479 16,584,125 16,486,469 Effect of dilutive securities: Shares issuable under stock options 116,020 107,936 120,075 127,806 Weighted average common shares outstanding—diluted 16,721,774 16,647,415 16,704,200 16,614,275 Net income per common share—basic $ 0.10 $ 0.07 $ 1.40 $ 0.34 Net income per common share—diluted $ 0.10 $ 0.07 $ 1.39 $ 0.34 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Obligation, Fiscal Year Maturity Schedule | Contractual obligations for future fiscal periods are as follows: Contractual Obligations (In thousands) Capital Lease Obligations Operating Lease Obligations New Facility Construction and Equipment Contracts (1) Pension Plan Obligations Postretirement Benefits Other Than Pension Plans Revolving Credit Facility Purchase Commitments (2) Three months ending June 30, 2017 $ 341 $ 1,233 $ 11,698 $ 1,973 $ 270 $ 44,175 $ 41,919 Year Ending June 30, 2018 $ 990 $ 4,684 $ — $ 8,304 $ 1,102 $ — $ 37,584 2019 $ 186 $ 3,798 $ — $ 8,554 $ 1,143 $ — $ — 2020 $ 51 $ 2,133 $ — $ 8,844 $ 1,176 $ — $ — 2021 $ 4 $ 798 $ — $ 9,074 $ 1,210 $ — $ — Thereafter $ — $ 186 $ — $ 47,262 $ 6,246 $ — $ — $ 12,832 $ 11,698 $ 84,011 $ 11,147 $ 44,175 $ 79,503 Total minimum lease payments $ 1,572 Less: imputed interest (0.82% to 10.7%) $ (52 ) Present value of future minimum lease payments $ 1,520 Less: current portion $ 1,131 Long-term capital lease obligations $ 389 ___________ (1) Includes $5.5 million in outstanding contractual obligations for construction of the New Facility and $6.2 million in outstanding contractual obligations under the Amended Building Contract as of March 31, 2017. See Note 5 . (2) Purchase commitments include commitments under coffee purchase contracts for which all delivery terms have been finalized but the related coffee has not been received as of March 31, 2017. Amounts shown in the table above: (a) include all coffee purchase contracts that the Company considers to be from normal purchases; and (b) do not include amounts related to derivative instruments that are recorded at fair value on the Company’s consolidated balance sheets. |
Introduction and Basis of Pre42
Introduction and Basis of Presentation (Details) | Mar. 31, 2017warehouse |
Property, Plant and Equipment | |
Number of delivery routes | 646 |
Branch Warehouses | |
Property, Plant and Equipment | |
Number of real estate properties | 114 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | Sep. 15, 2016USD ($) | Mar. 31, 2017USD ($)warehouseshares | Mar. 31, 2016USD ($)shares | Mar. 31, 2017USD ($)warehouseshares | Mar. 31, 2016USD ($)shares | Jun. 30, 2015 | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) |
Property, Plant and Equipment | ||||||||
Payments to Acquire Property, Plant, and Equipment | $ 42,500 | $ 35,497 | $ 16,193 | |||||
Number of delivery routes | 646 | 646 | ||||||
(Recovery of) provision for doubtful accounts | $ (44) | 432 | ||||||
Cost of goods sold | $ 84,367 | $ 81,908 | 247,586 | $ 254,173 | ||||
Property, plant and equipment gross | $ 345,397 | $ 345,397 | $ 314,709 | |||||
Shares issuable under stock options (in shares) | shares | 116,020 | 107,936 | 120,075 | 127,806 | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 30,401 | 59,854 | 25,508 | 35,253 | ||||
Shipping and handling costs | $ 6,000 | $ 3,000 | $ 17,200 | $ 7,900 | ||||
Coffee Brewing Equipment and Service | ||||||||
Property, Plant and Equipment | ||||||||
Cost of goods sold | $ 7,000 | 7,000 | $ 19,900 | 20,400 | ||||
Branch Warehouses | ||||||||
Property, Plant and Equipment | ||||||||
Number of real estate properties | warehouse | 114 | 114 | ||||||
Building and Facilities | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | $ 54,364 | $ 54,364 | 54,768 | |||||
Building and Facilities | Maximum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 30 years | |||||||
Building and Facilities | Minimum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 10 years | |||||||
Machinery and Equipment | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | $ 177,916 | 177,916 | 177,784 | |||||
Machinery and Equipment | Maximum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 10 years | |||||||
Machinery and Equipment | Minimum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 3 years | |||||||
Equipment under Capital Leases | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | $ 7,552 | 7,552 | 11,982 | |||||
Furniture and Fixtures [Member] | Maximum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 7 years | |||||||
Furniture and Fixtures [Member] | Minimum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 5 years | |||||||
Office Furniture and Equipment | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | $ 8,220 | 8,220 | 16,077 | |||||
Capitalized Software Costs | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | $ 21,218 | 21,218 | 21,545 | |||||
Capitalized Software Costs | Maximum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 5 years | |||||||
Capitalized Software Costs | Minimum | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment useful life | 3 years | |||||||
Coffee Brewing Equipment | ||||||||
Property, Plant and Equipment | ||||||||
Depreciation | $ 2,300 | $ 2,400 | 6,900 | $ 7,500 | ||||
Property, plant and equipment gross | 8,300 | 8,300 | 5,700 | |||||
Letter of Credit, Self-insurance, Non-California [Member] | ||||||||
Property, Plant and Equipment | ||||||||
Letters of credit outstanding | 4,400 | 4,400 | 4,300 | |||||
Northlake, Texas | Building and Facilities | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | 52,491 | 52,491 | 28,110 | |||||
Northlake, Texas | Machinery and Equipment | ||||||||
Property, Plant and Equipment | ||||||||
Payments to Acquire Property, Plant, and Equipment | $ 20,200 | |||||||
Property, plant and equipment gross | 19,646 | 19,646 | 4,443 | |||||
Northlake, Texas | Office Furniture and Equipment | ||||||||
Property, Plant and Equipment | ||||||||
Property, plant and equipment gross | $ 3,990 | $ 3,990 | $ 0 |
Acquisition (Details)
Acquisition (Details) $ in Thousands | Feb. 07, 2017USD ($)ft² | Oct. 11, 2016USD ($)ft² | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Jun. 30, 2016USD ($) |
Business Acquisition [Line Items] | |||||
Acquisition of businesses, net of cash acquired | $ 25,853 | $ 0 | |||
Preliminary allocation of consideration transferred | |||||
Goodwill | 9,940 | $ 272 | |||
China Mist Brands, Inc | |||||
Business Acquisition [Line Items] | |||||
Purchase consideration | $ 11,683 | ||||
Contingent consideration | 500 | ||||
Acquisition of businesses, net of cash acquired | 11,183 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Working Capital | 400 | ||||
Business combination, earnout liability | 500 | ||||
Transaction costs | 200 | ||||
Preliminary allocation of consideration transferred | |||||
Accounts receivable | 811 | ||||
Inventory | 544 | ||||
Prepaid assets | 48 | ||||
Property, plant and equipment | 212 | ||||
Goodwill | 1,871 | ||||
Finite-lived intangible assets | $ 8,600 | ||||
Finite-lived intangible assets, weighted average useful life | 9 years 6 months 29 days | ||||
Accounts payable | $ (383) | ||||
Total consideration, net of cash acquired | 11,683 | ||||
China Mist Brands, Inc | Trade Secrets [Member] | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 930 | ||||
Finite-lived intangible assets, weighted average useful life | 7 years | ||||
China Mist Brands, Inc | Noncompete Agreements | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 100 | ||||
Finite-lived intangible assets, weighted average useful life | 5 years | ||||
China Mist Brands, Inc | Customer Relationships | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 450 | ||||
Finite-lived intangible assets, weighted average useful life | 10 years | ||||
China Mist Brands, Inc | Trademarks and Trade Names [Member] | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 7,100 | ||||
Finite-lived intangible assets, weighted average useful life | 10 years | ||||
West Coast Coffee, Inc. | |||||
Business Acquisition [Line Items] | |||||
Purchase consideration | $ 15,271 | $ 15,700 | |||
Contingent consideration | 600 | ||||
Acquisition of businesses, net of cash acquired | 14,671 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Working Capital | 1,200 | ||||
Payments to acquire business | 14,700 | ||||
Business combination, earnout liability | 1,000 | ||||
Earnout payable - RLC acquisition | 600 | $ 600 | $ 0 | ||
Transaction costs | 300 | ||||
Preliminary allocation of consideration transferred | |||||
Accounts receivable | 955 | ||||
Inventory | 939 | ||||
Prepaid assets | 20 | ||||
Property, plant and equipment | 1,546 | ||||
Goodwill | 7,797 | ||||
Finite-lived intangible assets | $ 5,000 | ||||
Finite-lived intangible assets, weighted average useful life | 9 years 3 months 29 days | ||||
Accounts payable | $ (814) | ||||
Other liabilities | (182) | ||||
Total consideration, net of cash acquired | 15,271 | ||||
West Coast Coffee, Inc. | Noncompete Agreements | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 100 | ||||
Finite-lived intangible assets, weighted average useful life | 5 years | ||||
West Coast Coffee, Inc. | Customer Relationships | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 4,400 | ||||
Finite-lived intangible assets, weighted average useful life | 10 years | ||||
West Coast Coffee, Inc. | Trademarks and Trade Names [Member] | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets, weighted average useful life | 7 years | ||||
West Coast Coffee, Inc. | Trade Names [Member] | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets, weighted average useful life | 1 year 8 months | ||||
WCC Trade Name-1 [Member] | West Coast Coffee, Inc. | Trademarks and Trade Names [Member] | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 260 | ||||
WCC Trade Name-2 [Member] | West Coast Coffee, Inc. | Trade Names [Member] | |||||
Preliminary allocation of consideration transferred | |||||
Finite-lived intangible assets | $ 250 | ||||
Scottsdale, AZ | China Mist Brands, Inc | |||||
Business Acquisition [Line Items] | |||||
Area of Real Estate Property | ft² | 17,400 | ||||
Hillsboro, OR | West Coast Coffee, Inc. | |||||
Business Acquisition [Line Items] | |||||
Area of Real Estate Property | ft² | 20,400 | ||||
Other Property | West Coast Coffee, Inc. | |||||
Business Acquisition [Line Items] | |||||
Area of Real Estate Property | ft² | 24,150 |
Restructuring Plans (Details)
Restructuring Plans (Details) $ in Thousands | Feb. 21, 2017 | Feb. 05, 2015USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2014USD ($) |
Restructuring Cost and Reserve [Line Items] | ||||||||
Effective Date-DSD Restructuring Plan | Feb. 21, 2017 | |||||||
Corporate Relocation Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Payments | $ 7,485 | $ 30,652 | ||||||
Restructuring, number of positions affected | 350 | |||||||
Restructuring charges | 8,253 | 35,218 | ||||||
Restructuring charges settled without cash | 2,475 | 3,731 | ||||||
Expected restructuring and related costs | $ 31,000 | |||||||
Restructuring charges incurred to date | $ 31,500 | 31,500 | 31,500 | |||||
Restructuring Reserve | 835 | 835 | 835 | $ 2,542 | $ 0 | |||
Employee-related | Corporate Relocation Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Payments | 2,616 | 16,517 | ||||||
Restructuring charges | 400 | 1,109 | 17,352 | |||||
Restructuring charges settled without cash | 0 | 0 | ||||||
Expected restructuring and related costs | $ 18,000 | |||||||
Restructuring Reserve | 835 | 835 | 835 | 2,342 | 0 | |||
Employee-related | DSD Restructuring Plan [Member] [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring Reserve | 1,200 | 1,200 | 1,200 | |||||
Facility Closing | Corporate Relocation Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Payments | 3,375 | 6,711 | ||||||
Restructuring charges | 600 | 5,850 | 10,442 | |||||
Restructuring and Related Cost, Accelerated Depreciation | 0 | 1,100 | $ 2,300 | |||||
Restructuring charges settled without cash | 2,475 | 3,731 | ||||||
Expected restructuring and related costs | 5,000 | |||||||
Restructuring charges incurred to date | 6,700 | 6,700 | 6,700 | |||||
Restructuring Reserve | 0 | 0 | 0 | 0 | 0 | |||
Other Restructuring | Corporate Relocation Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Payments | 1,494 | 7,424 | ||||||
Restructuring charges | 300 | 1,294 | 7,424 | |||||
Restructuring charges settled without cash | 0 | 0 | ||||||
Expected restructuring and related costs | $ 8,000 | |||||||
Restructuring charges incurred to date | 7,400 | 7,400 | 7,400 | |||||
Restructuring Reserve | 0 | 0 | 0 | $ 200 | $ 0 | |||
Other Restructuring | DSD Restructuring Plan [Member] [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Payments | 100 | |||||||
Employee-related | Corporate Relocation Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges incurred to date | $ 17,400 | $ 17,400 | $ 17,400 |
Restructuring Plans - Restructu
Restructuring Plans - Restructuring Activity (Details) - USD ($) $ in Thousands | Feb. 21, 2017 | Feb. 05, 2015 | Mar. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2017 | Jun. 30, 2016 |
Restructuring Reserve [Roll Forward] | |||||||
Restructuring and Related Cost, Change in Expected Cost | $ 100 | ||||||
Corporate Relocation Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | $ 31,000 | ||||||
Restructuring Reserve [Roll Forward] | |||||||
Restructuring Reserve-Beginning Balance | $ 2,542 | $ 0 | |||||
Additions | 8,253 | 35,218 | |||||
Payments | 7,485 | 30,652 | |||||
Non-Cash Settled | 2,475 | 3,731 | |||||
Adjustments | 0 | 0 | |||||
Restructuring Reserve-Ending Balance | 835 | 835 | 835 | ||||
Current portion | 835 | 835 | 835 | $ 2,542 | |||
Non-current portion | 0 | 0 | 0 | $ 0 | |||
Corporate Relocation Plan | Employee-related | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | $ 18,000 | ||||||
Restructuring Reserve [Roll Forward] | |||||||
Restructuring Reserve-Beginning Balance | 2,342 | 0 | |||||
Additions | 400 | 1,109 | 17,352 | ||||
Payments | 2,616 | 16,517 | |||||
Non-Cash Settled | 0 | 0 | |||||
Adjustments | 0 | 0 | |||||
Restructuring Reserve-Ending Balance | 835 | 835 | 835 | ||||
Corporate Relocation Plan | Facility Closing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | 5,000 | ||||||
Restructuring Reserve [Roll Forward] | |||||||
Restructuring Reserve-Beginning Balance | 0 | 0 | |||||
Additions | 600 | 5,850 | 10,442 | ||||
Payments | 3,375 | 6,711 | |||||
Non-Cash Settled | 2,475 | 3,731 | |||||
Adjustments | 0 | 0 | |||||
Restructuring Reserve-Ending Balance | 0 | 0 | 0 | ||||
Restructuring and Related Cost, Accelerated Depreciation | 0 | 1,100 | 2,300 | ||||
Sale Leaseback Transaction, monthly rent, after lease extension | 1,400 | $ 1,400 | |||||
Corporate Relocation Plan | Other Restructuring | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | $ 8,000 | ||||||
Restructuring Reserve [Roll Forward] | |||||||
Restructuring Reserve-Beginning Balance | 200 | 0 | |||||
Additions | 300 | 1,294 | 7,424 | ||||
Payments | 1,494 | 7,424 | |||||
Non-Cash Settled | 0 | 0 | |||||
Adjustments | 0 | 0 | |||||
Restructuring Reserve-Ending Balance | 0 | 0 | 0 | ||||
DSD Restructuring Plan [Member] [Member] | Employee-related | |||||||
Restructuring Reserve [Roll Forward] | |||||||
Restructuring Reserve-Ending Balance | 1,200 | $ 1,200 | $ 1,200 | ||||
Restructuring and other transition expenses, net of payments | 400 | ||||||
DSD Restructuring Plan [Member] [Member] | Other Restructuring | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and Related Cost, Incurred Cost | 900 | ||||||
Restructuring Reserve [Roll Forward] | |||||||
Payments | $ 100 | ||||||
Minimum | DSD Restructuring Plan [Member] [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | $ 3,700 | ||||||
Minimum | DSD Restructuring Plan [Member] [Member] | Employee-related | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | 1,900 | ||||||
Minimum | DSD Restructuring Plan [Member] [Member] | Other Restructuring | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | 1,800 | ||||||
Maximum | DSD Restructuring Plan [Member] [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | 4,900 | ||||||
Maximum | DSD Restructuring Plan [Member] [Member] | Employee-related | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | 2,700 | ||||||
Maximum | DSD Restructuring Plan [Member] [Member] | Other Restructuring | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected restructuring and related costs | $ 2,200 |
New Facility (Details)
New Facility (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 17, 2016 | Sep. 15, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | Jun. 30, 2016 |
Operating Leased Assets [Line Items] | |||||||
Payments to Acquire Property, Plant, and Equipment | $ 42,500 | $ 35,497 | $ 16,193 | ||||
Payments to Acquire Buildings, Expected Cost | 60,000 | ||||||
Payments made to date | 54,700 | ||||||
Purchase Obligation, Due in Next Twelve Months | 41,919 | ||||||
Build to suit liability | 0 | $ 28,110 | |||||
Purchase option, estimated purchase price | $ 42,000 | ||||||
Northlake, Texas | |||||||
Operating Leased Assets [Line Items] | |||||||
Purchase Obligation, Due in Next Twelve Months | 500 | ||||||
Northlake, Texas | Machinery and Equipment | |||||||
Operating Leased Assets [Line Items] | |||||||
Payments to Acquire Property, Plant, and Equipment | $ 20,200 | ||||||
Minimum | |||||||
Operating Leased Assets [Line Items] | |||||||
Expected costs for machinery and equipment, furniture and fixtures and related expenditures | $ 35,000 | ||||||
Maximum | |||||||
Operating Leased Assets [Line Items] | |||||||
Expected costs for machinery and equipment, furniture and fixtures and related expenditures | 39,000 | ||||||
Capital Addition Purchase Commitments [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Maximum construction costs | $ 21,900 | ||||||
Payments made to date | $ 15,700 | ||||||
Purchase Commitment, Remaining Minimum Amount Committed | 6,200 | ||||||
Texas Facility Construction Contract [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Purchase Obligation, Due in Next Twelve Months | $ 5,500 |
Sales of Assets (Details)
Sales of Assets (Details) | Oct. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jul. 15, 2016USD ($)aft² | Dec. 08, 2015USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sales of property, plant and equipment | $ 3,984,000 | $ 5,990,000 | |||||
Area of land (in acres) | a | 20.33 | ||||||
Proceeds from sale of property held-for-sale | $ 42,500,000 | ||||||
Proceeds from sale-leaseback financing obligation | 42,455,000 | $ 0 | |||||
Sale Leaseback Transaction, Accrued Interest | 700,000 | ||||||
Spice Product Assets | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sales of property, plant and equipment | $ 6,000,000 | ||||||
Earnout amount from sale of Spice assets | $ 5,000,000 | $ 300,000 | 800,000 | ||||
Earnout period | 3 years | ||||||
Torrance, California [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Area of Real Estate Property | ft² | 665,000 | ||||||
Proceeds From Sale of Property Held-for-Sale, Gross | $ 43,000,000 | ||||||
Monthly base rent | $ 100,000 | ||||||
Gain (Loss) on Sale of Properties | $ 37,400,000 | 37,400,000 | |||||
N.California [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds From Sale of Property Held-for-Sale, Gross | $ 2,200,000 | ||||||
Monthly base rent | $ 10,000 | ||||||
Gain (Loss) on Sale of Properties | 2,000,000 | ||||||
Corporate Relocation Plan | Facility Closing | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Sale Leaseback Transaction, Rent Expense | $ 1,400,000 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - USD ($) $ in Thousands | Jul. 15, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Assets held for sale | $ 0 | $ 7,179 | ||
Proceeds from sale-leaseback financing obligation | $ 42,455 | $ 0 | ||
Torrance Facility and Certain Branch Properties in Northern California | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale-leaseback financing obligation | $ 42,500 |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Notional Volumes of Derivative Instruments (Details) - lb lb in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Jun. 30, 2016 | |
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (11,823) | (33,980) |
Derivative contract term | 12 months | |
Cash Flow Hedging | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (11,663) | (32,550) |
Cash Flow Hedging | Not Designated as Hedging Instrument | Long | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (873) | (1,618) |
Cash Flow Hedging | Not Designated as Hedging Instrument | Short | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount | (713) | (188) |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Instruments on the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Designated as Cash Flow Hedges | Short-term Investments | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value | $ 522 | $ 3,771 |
Designated as Cash Flow Hedges | Long-term Derivative Assets | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value | 0 | 2,575 |
Designated as Cash Flow Hedges | Short-Term Derivative Liabilities | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value | 326 | 0 |
Not Designated as Hedging Instrument | Short-term Investments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value | 1 | 183 |
Not Designated as Hedging Instrument | Long-term Derivative Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value | 0 | 57 |
Not Designated as Hedging Instrument | Short-Term Derivative Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value | $ 536 | $ 0 |
Derivative Instruments - Pretax
Derivative Instruments - Pretax Effect of Derivative Instruments on Earnings and OCI (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gains (losses) recognized in accumulated other comprehensive income (effective portion) | $ 188 | $ (1,245) | $ (2,029) | $ (5,575) |
Net gains (losses) recognized in earnings (effective portion) | 865 | (2,677) | 614 | (11,504) |
Net gains (losses) recognized in earnings (ineffective portion) | $ 90 | $ (84) | $ 63 | $ (568) |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gain (loss) from components excluded from assessment of cash flow hedge effectiveness, net | $ 0 | $ 0 |
Gain (loss) on discontinuation of cash flow hedge due to forecasted transaction probable of not occurring, net | 0 | $ 0 |
Cash flow hedge gain (loss) to be reclassified within twelve months | $ 1,900,000 |
Derivative Instruments - Net Re
Derivative Instruments - Net Realized and Unrealized Gains and Losses Recorded in "Other, net" (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Other, net | $ 1,044 | $ 613 | $ (1,088) | $ 35 |
Coffee | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net realized and unrealized losses from coffee-related derivatives not designated as accounting hedges | 188 | 239 | (1,052) | (455) |
Net realized and unrealized gains from investments | 738 | 2 | (354) | 120 |
Net (losses) gains on derivatives and investments | 926 | 241 | (1,406) | (335) |
Other gains, net | 118 | 372 | 318 | 370 |
Other, net | $ 1,044 | $ 613 | $ (1,088) | $ 35 |
Derivative Instruments - Sche55
Derivative Instruments - Schedule of Offsetting Derivative Asset and Liability Positions (Details) - Counterparty A - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value | $ 523 | $ 6,586 |
Derivative asset, netting adjustment | (523) | 0 |
Derivative asset, cash collateral posted | 0 | 0 |
Derivative asset, net | 0 | $ 6,586 |
Derivative liability, fair value | 862 | |
Derivative liability, netting adjustment | (523) | |
Derivative liability, cash collateral posted | 0 | |
Derivative liability, net | $ 339 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | ||||
Total gains (losses) recognized from trading securities held for investment | $ 738 | $ 2 | $ (354) | $ 120 |
Less: Realized gains (losses) from sales of trading securities held for investment | 7 | 17 | 5 | (10) |
Unrealized gains (losses) from trading securities held for investment | $ 731 | $ (15) | $ (359) | $ 130 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis (Details) - USD ($) | Mar. 31, 2017 | Jun. 30, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Preferred stock | $ 26,541,000 | $ 25,591,000 |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Preferred stock | 26,541,000 | 25,591,000 |
Estimate of Fair Value Measurement | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Preferred stock | 23,606,000 | 21,976,000 |
Estimate of Fair Value Measurement | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Preferred stock | 2,935,000 | 3,615,000 |
Estimate of Fair Value Measurement | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Preferred stock | 0 | 0 |
Estimate of Fair Value Measurement | Coffee-related Derivative Instruments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Coffee-related derivative assets | 522,000 | 6,346,000 |
Coffee-related derivative liabilities | 326,000 | |
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value | 1,000 | 240,000 |
Coffee-related derivative liabilities | 536,000 | |
Estimate of Fair Value Measurement | Coffee-related Derivative Instruments | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Coffee-related derivative assets | 0 | 0 |
Coffee-related derivative liabilities | 0 | |
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value | 0 | 0 |
Coffee-related derivative liabilities | 0 | |
Estimate of Fair Value Measurement | Coffee-related Derivative Instruments | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Coffee-related derivative assets | 522,000 | 6,346,000 |
Coffee-related derivative liabilities | 326,000 | |
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value | 1,000 | 240,000 |
Coffee-related derivative liabilities | 536,000 | |
Estimate of Fair Value Measurement | Coffee-related Derivative Instruments | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Coffee-related derivative assets | 0 | 0 |
Coffee-related derivative liabilities | 0 | |
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value | 0 | $ 0 |
Coffee-related derivative liabilities | $ 0 |
Accounts and Notes Receivable58
Accounts and Notes Receivable, net - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Receivables [Abstract] | ||
Trade receivables | $ 47,891 | $ 43,113 |
Other Receivables | 3,190 | 1,965 |
Allowance for doubtful accounts | (655) | (714) |
Accounts and notes receivable, net | $ 50,426 | $ 44,364 |
Accounts and Notes Receivable59
Accounts and Notes Receivable, net - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Jun. 30, 2016 |
Earnout Receivable | Other Receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other receivables | $ 0.3 | $ 0.5 |
Accounts and Notes Receivable60
Accounts and Notes Receivable, net - Allowance For Doubtful Accounts (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Provision | $ 44 | $ (432) |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Product Information | ||
Total | $ 60,712 | $ 46,378 |
Coffee | ||
Product Information | ||
Processed | 11,125 | 12,362 |
Unprocessed | 24,290 | 13,534 |
Total | 35,415 | 25,896 |
Tea and Culinary Products | ||
Product Information | ||
Processed | 21,011 | 15,384 |
Unprocessed | 77 | 377 |
Total | 21,088 | 15,761 |
Coffee Brewing Equipment | ||
Product Information | ||
Total | $ 4,209 | $ 4,721 |
Inventories - Narrative (Detail
Inventories - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | ||||
Reduction to net loss resulting from effect of LIFO inventory liquidation | $ 0.8 | $ 0.8 | $ 2.5 | $ 1.1 |
Property, Plant and Equipment63
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 | |
Property, Plant and Equipment | |||||
Property, plant and equipment gross | $ 345,397 | $ 345,397 | $ 314,709 | ||
Accumulated depreciation | (189,756) | (189,756) | (206,162) | ||
Land | 16,336 | 16,336 | 9,869 | ||
Property, plant and equipment, net | 171,977 | 171,977 | 118,416 | ||
Building and Facilities | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 54,364 | 54,364 | 54,768 | ||
Building and Facilities | Northlake, Texas | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 52,491 | 52,491 | 28,110 | ||
Machinery and Equipment | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 177,916 | 177,916 | 177,784 | ||
Machinery and Equipment | Northlake, Texas | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 19,646 | 19,646 | 4,443 | ||
Coffee Brewing Equipment | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 8,300 | 8,300 | 5,700 | ||
Depreciation | 2,300 | $ 2,400 | 6,900 | $ 7,500 | |
Equipment under Capital Leases | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 7,552 | 7,552 | 11,982 | ||
Capitalized Software Costs | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 21,218 | 21,218 | 21,545 | ||
Office Furniture and Equipment | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | 8,220 | 8,220 | 16,077 | ||
Office Furniture and Equipment | Northlake, Texas | |||||
Property, Plant and Equipment | |||||
Property, plant and equipment gross | $ 3,990 | $ 3,990 | $ 0 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Net Periodic Benefit Cost and Amounts Recognized in Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Pension Plan | ||||
Components of net periodic benefit cost | ||||
Service cost | $ 124 | $ 97 | $ 372 | $ 291 |
Interest cost | 1,397 | 1,546 | 4,191 | 4,638 |
Expected return on plan assets | (1,607) | (1,710) | (4,821) | (5,130) |
Amortization of net loss (gain) | 508 | 370 | 1,524 | 1,110 |
Net periodic benefit (credit) cost | 422 | 303 | $ 1,266 | $ 909 |
Weighted average assumptions used to determine benefit obligations | ||||
Discount rate | 3.55% | 4.40% | ||
Expected long-term return on plan assets | 7.75% | 7.50% | ||
Other Postretirement Benefit Plan | ||||
Components of net periodic benefit cost | ||||
Service cost | 190 | 347 | $ 570 | $ 1,041 |
Interest cost | 207 | 299 | 621 | 897 |
Amortization of net loss (gain) | (157) | (49) | (471) | (147) |
Amortization of net prior service credit | (439) | (439) | (1,317) | (1,317) |
Net periodic benefit (credit) cost | $ (199) | $ 158 | $ (597) | $ 474 |
Retiree Medical Plan | ||||
Weighted average assumptions used to determine benefit obligations | ||||
Discount rate | 3.73% | 4.69% | ||
Death Benefit Plan | ||||
Weighted average assumptions used to determine benefit obligations | ||||
Discount rate | 3.79% | 4.74% |
Employee Benefit Plans Narrativ
Employee Benefit Plans Narrative (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2017USD ($)hourplan | Mar. 31, 2016USD ($) | Jun. 30, 2012USD ($)quarter | Jun. 30, 2016USD ($) | Jan. 05, 2015USD ($) | Nov. 18, 2014USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Multiemployer plans, number of plans | 2 | |||||||
Defined contribution plan, hours threshold for eligibility | hour | 1,000 | |||||||
Defined contribution plan, employer matching contribution percent | 50.00% | |||||||
Defined contribution plan, employer matching contribution, percent of eligible income | 6.00% | |||||||
Defined contribution plan, employer matching contribution, annual vesting percent | 20.00% | |||||||
Defined contribution plan, vesting period | 5 years | |||||||
Defined contribution plan, automatic vesting age | 65 years | |||||||
Defined contribution plan, employee vesting percent | 100.00% | |||||||
Defined contribution plan, employer matching contribution | $ | $ 400,000 | $ 400,000 | $ 1,200,000 | $ 1,200,000 | ||||
Minimum | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Investment horizon for long-term capital market assumptions | 20 years | |||||||
Maximum | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Investment horizon for long-term capital market assumptions | 30 years | |||||||
Labor Management Pension Fund | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Withdrawal obligation | $ | $ 3,600,000 | $ 3,600,000 | $ 4,300,000 | $ 3,800,000 | $ 4,900,000 | $ 4,400,000 | ||
Multiemployer plan, quarterly installments for withdrawal liability | $ | $ 91,000 | |||||||
Multiemployer plan, quarterly installments for withdrawal liability, number of quarters | quarter | 80 | |||||||
Multiemployer Plans, Defined Contribution | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Multiemployer plans, number of plans | 10 | |||||||
Multiemployer Plans, Pension | Multiemployer Plans, Defined Benefit Pension Plans [Member] | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Multiemployer plans, number of plans | 2 | |||||||
Multiemployer Plans, Pension | Multiemployer Plans, Defined Contribution Pension Plan [Member] | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Multiemployer plans, number of plans | 1 | |||||||
Multiemployer Plans, Defined Contribution | ||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||||
Multiemployer plans, number of plans | 10 |
Bank Loan (Details)
Bank Loan (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2017 | Jun. 30, 2016 | |
Line of Credit Facility | ||
Line of credit, additional borrowing capacity | $ 50,000,000 | |
Line of credit, expiration date | Mar. 2, 2020 | |
Short-term borrowings under revolving credit facility | $ 44,175,000 | $ 109,000 |
Minimum | ||
Line of Credit Facility | ||
Line of credit, commitment fee percent | 0.25% | |
Maximum | ||
Line of Credit Facility | ||
Line of credit, commitment fee percent | 0.375% | |
Revolving Credit Facility | ||
Line of Credit Facility | ||
Line of credit, current borrowing capacity | $ 61,700,000 | |
Line of credit, remaining borrowing capacity | $ 13,100,000 | |
Debt, weighted average interest rate | 2.52% | |
Letter of Credit | ||
Line of Credit Facility | ||
Long-term borrowings under revolving credit facility | $ 4,400,000 | |
JPM Chase Loan Agreement | Option One | Revolving Credit Facility | ||
Line of Credit Facility | ||
Description of variable rate basis | Prime Rate | |
JPM Chase Loan Agreement | Option One | Revolving Credit Facility | Minimum | ||
Line of Credit Facility | ||
Basis spread on variable rate | (0.25%) | |
JPM Chase Loan Agreement | Option One | Revolving Credit Facility | Maximum | ||
Line of Credit Facility | ||
Basis spread on variable rate | 0.50% | |
JPM Chase Loan Agreement | Option Two | Revolving Credit Facility | ||
Line of Credit Facility | ||
Description of variable rate basis | LIBOR Rate | |
JPM Chase Loan Agreement | Option Two | Revolving Credit Facility | Minimum | ||
Line of Credit Facility | ||
Basis spread on variable rate | 1.25% | |
JPM Chase Loan Agreement | Option Two | Revolving Credit Facility | Maximum | ||
Line of Credit Facility | ||
Basis spread on variable rate | 2.00% | |
JP Morgan and SunTrust | JPM Chase Loan Agreement | Revolving Credit Facility | ||
Line of Credit Facility | ||
Line of credit, maximum borrowing capacity | $ 75,000,000 | |
JP Morgan and SunTrust | JPM Chase Loan Agreement | Letter of Credit | ||
Line of Credit Facility | ||
Line of credit, maximum borrowing capacity | 30,000,000 | |
JP Morgan Chase | JPM Chase Loan Agreement | Swing Line Loans | ||
Line of Credit Facility | ||
Line of credit, maximum borrowing capacity | $ 15,000,000 | |
Prime Rate | Minimum | ||
Line of Credit Facility | ||
Line of credit, description of interest rate | PRIME - 0.25% | |
Prime Rate | Maximum | ||
Line of Credit Facility | ||
Line of credit, description of interest rate | PRIME + 0.50% | |
London Interbank Offered Rate (LIBOR) | Minimum | ||
Line of Credit Facility | ||
Line of credit, description of interest rate | Adjusted LIBO Rate + 1.25% | |
London Interbank Offered Rate (LIBOR) | Maximum | ||
Line of Credit Facility | ||
Line of credit, description of interest rate | Adjusted LIBO Rate + 2.00% |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 100,000 | $ 100,000 | $ 400,000 | ||
Proceeds from stock option exercises | 823,000 | $ 1,610,000 | |||
Restricted Stock | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Unrecognized compensation cost related to restricted stock | 300,000 | 300,000 | $ 500,000 | ||
Restricted Stock | General and Administrative Expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Compensation expense recognized | 0 | $ 66,000 | $ 200,000 | 100,000 | |
Stock Options | General and Administrative Expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Compensation expense recognized | $ 14,000 | 0 | |||
NQOs | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Share price (in US$ per share) | $ 35.35 | $ 35.35 | $ 32.06 | ||
Fair value of options vested | $ 123,405 | 200,000 | |||
Proceeds from stock option exercises | $ 500,000 | 1,300,000 | |||
NQOs | Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Number of options granted (shares) | 0 | ||||
Stock options vested (in shares) | 10,570 | ||||
Stock option exercises (in shares) | 58,324 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Weighted Average Remaining Amortization Period | 1 year 5 months 27 days | ||||
Weighted average purchase price (in US$ per share) | $ 0 | ||||
PNQs | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Stock options vested (in shares) | 109,777 | ||||
Fair value of options vested | $ 1,200,000 | ||||
Proceeds from stock option exercises | $ 200,000 | 300,000 | |||
PNQs | Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Number of options granted (shares) | 149,223 | ||||
Stock option exercises (in shares) | 8,132 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 2,100,000 | $ 2,100,000 | $ 1,900,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Weighted Average Remaining Amortization Period | 1 year 5 months 16 days | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percent of Shares Forfeited if Performance Target Not Met | 20.00% | ||||
Weighted average purchase price (in US$ per share) | $ 32.85 | ||||
Compensation expense recognized | $ 200,000 | $ 800,000 | $ 300,000 | ||
Restricted Stock | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Restricted stock granted (in shares) | 5,106 | ||||
Restricted stock granted, weighted average grant date fair value (in US$ per share) | $ 35.25 | ||||
Restricted Stock | Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | |||||
Employee Service Share-based Compensation, Nonvested Awards, Weighted Average Remaining Amortization Period | 1 year 1 month 21 days |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Activity (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Proceeds from stock option exercises | $ 823,000 | $ 1,610,000 | ||
Non-qualified Stock Options with Time-based Vesting (NQO) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | 123,405 | 200,000 | ||
Proceeds from stock option exercises | $ 500,000 | 1,300,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Weighted Average Remaining Life, Beginning balance | 3 years 8 months 12 days | |||
Weighted Average Remaining Life, Ending balance | 3 years 8 months 12 days | |||
Aggregate Intrinsic Value, Beginning balance | $ 3,995,000 | |||
Aggregate Intrinsic Value, Ending balance | $ 3,995,000 | |||
Non-qualified Stock Options with Time-based Vesting (NQO) [Member] | Vested | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of options - Beginning balance (in shares) | 219,629 | |||
Number of options - Ending balance (in shares) | 219,629 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted Average Exercise Price, Beginning balance (in US$ per share) | $ 13.87 | |||
Weighted Average Exercise Price, Ending balance (in US$ per share) | $ 13.87 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Weighted Average Grant Date Fair Value, Beginning balance (in US$ per share) | 6.28 | |||
Weighted Average Grant Date Fair Value, Ending balance (in US$ per share) | $ 6.28 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ||||
Options, Vested and exercisable, Outstanding (in shares) | 129,866 | |||
Options, Vested and exercisable, Weighted Average Exercise Price (in US$ per share) | $ 12.40 | |||
Options, Vested and exercisable, Weighted Average Grant Date Fair Value (in US$ per share) | $ 5.75 | |||
Options, Vested and exercisable, Weighted Average Remaining Contractual Term | 2 years 4 months 24 days | |||
Options, Vested and exercisable, Aggregate Intrinsic Value | $ 2,981,000 | |||
Options, Vested and expected to vest, Outstanding (in shares) | 142,626 | |||
Options, Vested and expected to vest, Weighted Average Exercise Price (in US$ per share) | $ 13.67 | |||
Options, Vested and expected to vest, Weighted Average Grant Date Fair Value (in US$ per share) | $ 6.24 | |||
Options, Vested and expected to vest, Exercisable, Weighted Average Remaining Life | 2 years 8 months 12 days | |||
Options, Vested and expected to vest, Aggregate Intrinsic Value | $ 3,092,000 | |||
Non-qualified Stock Options with Time-based Vesting (NQO) [Member] | Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | (10,570) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of options granted (shares) | 0 | |||
Number of options exercised (shares) | (58,324) | |||
Number of options cancelled/forfeited (shares) | (18,156) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average purchase price (in US$ per share) | $ 0 | |||
Weighted Average Exercise Price, Exercised (in US$ per share) | 10.72 | |||
Weighted Average Exercise Price, Cancelled/Forfeited (in US$ per share) | 25.12 | |||
Weighted Average Exercise Price, Ending balance (in US$ per share) | 13.72 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Weighted average fair value (in US$ per share) | 0 | |||
Weighted Average Grant Date Fair Value, Exercised (in US$ per share) | 4.88 | |||
Weighted Average Grant Date Fair Value, Cancelled/Forfeited (in US$ per share) | 10.89 | |||
Weighted Average Grant Date Fair Value, Ending balance (in US$ per share) | $ 6.26 | |||
Weighted Average Remaining Life, Beginning balance | 2 years 8 months 12 days | |||
Weighted Average Remaining Life, Ending balance | 2 years 8 months 12 days | |||
Aggregate Intrinsic Value, Beginning balance | $ 3,096,000 | $ 3,096,000 | ||
Aggregate intrinsic value, exercised | 1,306,000 | |||
Aggregate Intrinsic Value, Cancelled/Forfeited | 0 | |||
Aggregate Intrinsic Value, Ending balance | $ 3,096,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 143,149 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | $ 0 | |||
PNQs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | (109,777) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 1,200,000 | |||
Proceeds from stock option exercises | $ 200,000 | $ 300,000 | ||
PNQs | Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of options - Beginning balance (in shares) | 288,599 | |||
Number of options granted (shares) | 149,223 | |||
Number of options exercised (shares) | (8,132) | |||
Number of options cancelled/forfeited (shares) | (62,262) | |||
Number of options - Ending balance (in shares) | 367,428 | 288,599 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted Average Exercise Price, Beginning balance (in US$ per share) | $ 25.83 | |||
Weighted average purchase price (in US$ per share) | 32.85 | |||
Weighted Average Exercise Price, Exercised (in US$ per share) | 24.35 | |||
Weighted Average Exercise Price, Cancelled/Forfeited (in US$ per share) | 31.43 | |||
Weighted Average Exercise Price, Ending balance (in US$ per share) | 27.77 | $ 25.83 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Weighted Average Grant Date Fair Value, Beginning balance (in US$ per share) | 10.82 | |||
Weighted average fair value (in US$ per share) | 11.42 | |||
Weighted Average Grant Date Fair Value, Exercised (in US$ per share) | 10.67 | |||
Weighted Average Grant Date Fair Value, Cancelled/Forfeited (in US$ per share) | 11.38 | |||
Weighted Average Grant Date Fair Value, Ending balance (in US$ per share) | $ 10.97 | $ 10.82 | ||
Weighted Average Remaining Life, Beginning balance | 5 years 3 months 29 days | 5 years 8 months 12 days | ||
Weighted Average Remaining Life, Granted | 4 years 9 months 29 days | |||
Weighted Average Remaining Life, Ending balance | 5 years 3 months 29 days | 5 years 8 months 12 days | ||
Aggregate Intrinsic Value, Beginning balance | $ 2,787,000 | $ 1,798,000 | $ 2,787,000 | |
Aggregate intrinsic value, exercised | 73,000 | |||
Aggregate Intrinsic Value, Cancelled/Forfeited | 0 | |||
Aggregate Intrinsic Value, Ending balance | $ 2,787,000 | $ 1,798,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ||||
Options, Vested and exercisable, Outstanding (in shares) | 149,777 | |||
Options, Vested and exercisable, Weighted Average Exercise Price (in US$ per share) | $ 24.01 | |||
Options, Vested and exercisable, Weighted Average Grant Date Fair Value (in US$ per share) | $ 10.62 | |||
Options, Vested and exercisable, Weighted Average Remaining Contractual Term | 4 years 3 months 22 days | |||
Options, Vested and exercisable, Aggregate Intrinsic Value | $ 1,698,000 | |||
Options, Vested and expected to vest, Outstanding (in shares) | 353,920 | |||
Options, Vested and expected to vest, Weighted Average Exercise Price (in US$ per share) | $ 27.64 | |||
Options, Vested and expected to vest, Weighted Average Grant Date Fair Value (in US$ per share) | $ 10.96 | |||
Options, Vested and expected to vest, Exercisable, Weighted Average Remaining Life | 5 years 3 months 18 days | |||
Options, Vested and expected to vest, Aggregate Intrinsic Value | $ 2,729,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | $ 0 |
Share-Based Compensation - Weig
Share-Based Compensation - Weighted-average assumptions using Black-Scholes model (Details) - Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan - PNQs | 9 Months Ended |
Mar. 31, 2017$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average fair value (in US$ per share) | $ 11.42 |
Risk-free interest rate | 1.53% |
Dividend yield | 0.00% |
Average expected term | 4 years 10 months 10 days |
Expected stock price volatility | 37.70% |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Activity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 | |
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||||
Restricted stock granted (in shares) | 5,106 | ||||
Shares Awarded, Exercised/Released (in shares) | (7,458) | ||||
Shares Awarded, Cancelled/Forfeited (in shares) | (5,995) | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Restricted stock granted, weighted average grant date fair value (in US$ per share) | $ 35.25 | ||||
Weighted Average Grant Date Fair Value, Exercised/Released (in US$ per share) | 24.16 | ||||
Weighted Average Grant Date Fair Value, Cancelled/Forfeited (in US$ per share) | $ 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | |||||
Aggregate Intrinsic Value, Exercised/Released | $ 253,000 | ||||
Aggregate Intrinsic Value, Granted | 180,000 | ||||
Aggregate Intrinsic Value, Cancelled/Forfeited | $ 0 | ||||
Restricted Stock | Vested | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||||
Shares Awarded, Beginning balance (in shares) | 23,792 | ||||
Shares Awarded, Ending balance (in shares) | 15,445 | 15,445 | 23,792 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Weighted Average Grant Date Fair Value, Beginning balance (in US$ per share) | $ 26 | ||||
Weighted Average Grant Date Fair Value, Ending balance (in US$ per share) | $ 29.79 | $ 29.79 | $ 26 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | |||||
Weighted Average Remaining Life, Beginning balance | 1 year 1 month 6 days | 1 year 9 months 18 days | |||
Weighted Average Remaining Life, Ending balance | 1 year 1 month 6 days | 1 year 9 months 18 days | |||
Aggregate Intrinsic Value, Beginning Balance | $ 763,000 | ||||
Aggregate Intrinsic Value, Ending Balance | $ 546,000 | $ 546,000 | $ 763,000 | ||
Vested and Expected to Vest, Outstanding, Number (in shares) | 14,843 | 14,843 | |||
Vested and Expected to Vest, Weighted Average Exercise Price (in US$ per share) | $ 29.78 | $ 29.78 | |||
Vested and Expected to Vest, Weighted Average Remaining Life | 1 year 1 month 6 days | ||||
Vested and Expected to Vest, Aggregate Intrinsic Value | $ 525,000 | $ 525,000 | |||
Farmer Bros. Co. Amended and Restated 2007 Long-term Incentive Plan | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Remaining Contractual Term | 8 months 12 days | ||||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation cost related to restricted stock | 300,000 | $ 300,000 | $ 500,000 | ||
General and Administrative Expense | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense recognized | $ 0 | $ 66,000 | $ 200,000 | $ 100,000 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Feb. 07, 2017 | Jun. 30, 2016 |
Other Liabilities Disclosure [Line Items] | |||
New Facility lease obligation | $ 0 | $ 28,110 | |
Other long-term liabilities | 600 | 28,210 | |
RLC acquisition | |||
Other Liabilities Disclosure [Line Items] | |||
Earnout payable | 0 | 100 | |
West Coast Coffee acquisition | |||
Other Liabilities Disclosure [Line Items] | |||
Earnout payable | $ 600 | $ 600 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 | |
Income Tax Disclosure | |||||
Effective tax rate percent | 44.40% | 3.50% | 40.40% | 5.30% | |
Statutory tax rate | 35.00% | 35.00% | 35.00% | 35.00% | |
Deferred tax asset, valuation allowance | $ (83,200,000) | ||||
Unrecognized tax benefits | $ 0 | $ 0 |
Net Income Per Common Share (De
Net Income Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to common stockholders—basic | $ 1,592 | $ 1,190 | $ 23,253 | $ 5,673 |
Net income attributable to nonvested restricted stockholders | 2 | 2 | 35 | 6 |
Net income | $ 1,594 | $ 1,192 | $ 23,288 | $ 5,679 |
Weighted average common shares outstanding - basic (in shares) | 16,605,754 | 16,539,479 | 16,584,125 | 16,486,469 |
Shares issuable under stock options (in shares) | 116,020 | 107,936 | 120,075 | 127,806 |
Weighted average common shares outstanding—diluted (in shares) | 16,721,774 | 16,647,415 | 16,704,200 | 16,614,275 |
Net income (loss) per common share - basic (in US$ per share) | $ 0.10 | $ 0.07 | $ 1.40 | $ 0.34 |
Net income (loss) per common share - diluted (in US$ per share) | $ 0.10 | $ 0.07 | $ 1.39 | $ 0.34 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | Oct. 31, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2017USD ($) | Feb. 07, 2017ft² | Oct. 11, 2016ft² |
Contractual Obligations | |||||
Purchase Obligation, Due in Next Twelve Months | $ 41,919,000 | ||||
Steve Hernandez vs. Farmer Bros. Co. | |||||
Contractual Obligations | |||||
Damages awarded to the Company | $ 2,828 | ||||
Inventories | Coffee | |||||
Contractual Obligations | |||||
Purchase Obligation, Due in Next Twelve Months | 68,900,000 | ||||
Inventories | Other Inventory | |||||
Contractual Obligations | |||||
Purchase Obligation, Due in Next Twelve Months | 10,100,000 | ||||
Letter of Credit, Self-insurance, Non-California [Member] | |||||
Contractual Obligations | |||||
Letters of credit outstanding | $ 4,300,000 | 4,400,000 | |||
Security Deposit - Letter of Credit | |||||
Contractual Obligations | |||||
Letter of credit posted as security deposit | $ 7,400,000 | ||||
Northlake, Texas | |||||
Contractual Obligations | |||||
Purchase Obligation, Due in Next Twelve Months | $ 500,000 | ||||
China Mist Brands, Inc | Scottsdale, AZ | |||||
Contractual Obligations | |||||
Area of Real Estate Property | ft² | 17,400 | ||||
West Coast Coffee, Inc. | Hillsboro, OR | |||||
Contractual Obligations | |||||
Area of Real Estate Property | ft² | 20,400 | ||||
West Coast Coffee, Inc. | Other Property | |||||
Contractual Obligations | |||||
Area of Real Estate Property | ft² | 24,150 |
Commitments and Contingencies75
Commitments and Contingencies - Contractual Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Capital Lease Obligations | ||
2,017 | $ 341 | |
2,018 | 990 | |
2,019 | 186 | |
2,020 | 51 | |
2,021 | 4 | |
Thereafter | 0 | |
Total minimum lease payments | 1,572 | |
Less: imputed interest (0.82% to 10.7%) | (52) | |
Present value of future minimum lease payments | 1,520 | |
Less: current portion | 1,131 | $ 1,323 |
Other long-term liabilities-capital leases | 389 | $ 1,036 |
Operating Lease Obligations | ||
2,017 | 1,233 | |
2,018 | 4,684 | |
2,019 | 3,798 | |
2,020 | 2,133 | |
2,021 | 798 | |
Thereafter | 186 | |
Future Minimum Payments Due | 12,832 | |
Purchase Commitments | ||
2,017 | 41,919 | |
2,018 | 37,584 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 0 | |
Future minimum purchase commitments | $ 79,503 | |
Minimum | ||
Purchase Commitments | ||
Imputed interest rate on capital leases | 0.82% | |
Maximum | ||
Purchase Commitments | ||
Imputed interest rate on capital leases | 10.70% | |
Pension Plan | ||
Defined Benefit Plan Obligations | ||
2,017 | $ 1,973 | |
2,018 | 8,304 | |
2,019 | 8,554 | |
2,020 | 8,844 | |
2,021 | 9,074 | |
Thereafter | 47,262 | |
Future payments due | 84,011 | |
Other Postretirement Benefit Plan | ||
Defined Benefit Plan Obligations | ||
2,017 | 270 | |
2,018 | 1,102 | |
2,019 | 1,143 | |
2,020 | 1,176 | |
2,021 | 1,210 | |
Thereafter | 6,246 | |
Future payments due | 11,147 | |
Revolving Credit Facility | ||
Revolving Credit Facility | ||
2,017 | 44,175 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 0 | |
Future minimum debt maturities | 44,175 | |
New Facility Construction and Equipment Costs [Member] | ||
Purchase Commitments | ||
2,017 | 11,698 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 0 | |
Future minimum purchase commitments | 11,698 | |
Texas Facility Construction Contract [Member] | ||
Purchase Commitments | ||
2,017 | 5,500 | |
Texas Facility Equipment Contract [Member] | ||
Purchase Commitments | ||
2,017 | $ 6,200 |