Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 28, 2019 | Feb. 21, 2020 | Jun. 28, 2019 | |
Entity Registrant Name | SUNOPTA INC. | ||
Entity Shell Company | false | ||
Entity Current Reporting Status | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 28, 2019 | ||
Document Type | 10-K | ||
Entity Common Stock, Shares Outstanding | 88,148,363 | ||
Entity Public Float | $ 230 | ||
Entity Voluntary Filers | Yes | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Filer Category | Accelerated Filer | ||
Current Fiscal Year End Date | --12-28 | ||
Entity Central Index Key | 0000351834 | ||
Entity File Number | 001-34198 | ||
Entity Address, Address Line One | 2233 Argentia Road | ||
Entity Address, City or Town | Mississauga | ||
City Area Code | 905 | ||
Local Phone Number | 821-9669 | ||
Entity Address, State or Province | ON | ||
Entity Interactive Data Current | Yes | ||
Entity Tax Identification Number | 00-0000000 | ||
Entity Address, Address Line Two | Suite 401 | ||
Entity Incorporation, State or Country Code | Z4 | ||
Entity Address, Postal Zip Code | L5N 2X7 | ||
Document Transition Report | false | ||
Entity Address, Country | CA | ||
Document Annual Report | true | ||
The Nasdaq Stock Market | Common Shares | |||
Trading Symbol | STKL | ||
Security Exchange Name | NASDAQ | ||
Title of 12(b) Security | Common Shares | ||
The Toronto Stock Exchange | Common Shares | |||
Trading Symbol | SOY | ||
Title of 12(b) Security | Common Shares |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Income Statement [Abstract] | |||
Revenues | $ 1,190,022 | $ 1,260,852 | $ 1,279,593 |
Cost of goods sold | 1,074,769 | 1,137,382 | 1,134,506 |
Gross profit | 115,253 | 123,470 | 145,087 |
Selling, general and administrative expenses | 108,340 | 108,248 | 127,507 |
Intangible asset amortization | 10,971 | 11,038 | 11,195 |
Other expense (income), net | (40,048) | 2,825 | 23,660 |
Goodwill impairment | 81,222 | 115,000 | |
Foreign exchange loss (gain) | (1,304) | 252 | 5,618 |
Earnings (loss) before the following | 37,294 | (80,115) | (137,893) |
Interest expense, net | 34,677 | 34,406 | 32,504 |
Earnings (loss) before income taxes | 2,617 | (114,521) | (170,397) |
Provision for (recovery of) income taxes | 3,221 | (5,378) | (35,829) |
Net loss | (604) | (109,143) | (134,568) |
Earnings attributable to non-controlling interests | 154 | 62 | 752 |
Loss attributable to SunOpta Inc. | (758) | (109,205) | (135,320) |
Dividends and accretion on Series A Preferred Stock | (8,022) | (7,909) | (7,809) |
Loss attributable to common shareholders | $ (8,780) | $ (117,114) | $ (143,129) |
Loss per share | |||
Basic (in dollars per share) | $ (0.10) | $ (1.34) | $ (1.66) |
Diluted (in dollars per share) | $ (0.10) | $ (1.34) | $ (1.66) |
Weighted-average common shares outstanding (000s) | |||
Basic | 87,787 | 87,082 | 86,355 |
Diluted | 87,787 | 87,082 | 86,355 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (604) | $ (109,143) | $ (134,568) |
Changes related to cash flow hedges | |||
Unrealized gains, net | 384 | 1,263 | |
Reclassification of gains to earnings | (79) | (1,568) | |
Net changes related to cash flow hedges | 305 | (305) | |
Currency translation adjustment | (1,614) | (2,559) | 6,184 |
Other comprehensive earnings (loss), net of income taxes | (1,614) | (2,254) | 5,879 |
Comprehensive loss | (2,218) | (111,397) | (128,689) |
Comprehensive earnings attributable to non-controlling interests | 144 | 207 | 713 |
Comprehensive loss attributable to SunOpta Inc. | $ (2,362) | $ (111,604) | $ (129,402) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Current assets | ||
Cash and cash equivalents | $ 1,498 | $ 3,280 |
Accounts receivable | 121,445 | 132,131 |
Inventories | 323,546 | 361,957 |
Prepaid expenses and other current assets | 35,985 | 29,024 |
Current income taxes recoverable | 7,480 | 7,029 |
Total current assets | 489,954 | 533,421 |
Property, plant and equipment | 184,550 | 171,032 |
Operating lease right-of-use assets | 68,433 | |
Goodwill | 28,422 | 27,959 |
Intangible assets | 150,009 | 160,975 |
Deferred income taxes | 182 | |
Other assets | 1,991 | 3,169 |
Total assets | 923,359 | 896,738 |
Current liabilities | ||
Bank indebtedness | 245,536 | 280,334 |
Accounts payable and accrued liabilities | 133,529 | 155,371 |
Customer and other deposits | 37 | 1,445 |
Income taxes payable | 1,272 | 2,208 |
Other current liabilities | 802 | 862 |
Current portion of long-term debt | 2,987 | 1,840 |
Current portion of operating lease liabilities | 17,215 | |
Current portion of long-term liabilities | 4,286 | 4,286 |
Total current liabilities | 405,664 | 446,346 |
Long-term debt | 242,204 | 227,023 |
Operating lease liabilities | 52,020 | |
Long-term liabilities | 2,011 | 2,079 |
Deferred income taxes | 9,027 | 8,149 |
Total liabilities | 710,926 | 683,597 |
Series A Preferred Stock | 82,524 | 81,302 |
SunOpta Inc. shareholders' equity | ||
Common shares, no par value, unlimited shares authorized,88,089,733 shares issued (December 29, 2018 - 87,423,280) | 318,456 | 314,357 |
Additional paid-in capital | 35,767 | 31,796 |
Accumulated deficit | (214,931) | (206,151) |
Accumulated other comprehensive loss | (11,271) | (9,667) |
Stockholders' Equity Attributable to Parent, Total | 128,021 | 130,335 |
Non-controlling interests | 1,888 | 1,504 |
Total equity | 129,909 | 131,839 |
Total equity and liabilities | $ 923,359 | $ 896,738 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parentheticals) - $ / shares | Dec. 28, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | ||
Common Stock Shares Issued | 88,089,733 | 87,423,280 |
Common Stock, No Par Value | $ 0 | $ 0 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common shares [Member] | Additional Paid-in Capital [Member] | Accumulated deficit [Member] | Accumulated other comprehensive loss [Member] | Non-controlling interest [Member] | Total |
Balance at Dec. 31, 2016 | $ 300,426 | $ 25,522 | $ 53,838 | $ (13,104) | $ 2,731 | $ 369,413 |
Balance (in shares) at Dec. 31, 2016 | 85,744 | |||||
Employee stock purchase plan | $ 409 | 409 | ||||
Employee stock purchase plan (in shares) | 61 | |||||
Stock incentive plan | $ 8,064 | (3,439) | 4,625 | |||
Stock incentive plan (in shares) | 952 | |||||
Stock-based compensation | 5,709 | 5,709 | ||||
Dividends on Series A Preferred Stock | (6,800) | (6,800) | ||||
Accretion on Series A Preferred Stock | (1,009) | (1,009) | ||||
Net loss | (135,320) | 752 | (134,568) | |||
Currency translation adjustment | 6,223 | (39) | 6,184 | |||
Cash flow hedges, net of income taxes of $130 | (305) | (305) | ||||
Acquisition of non-controlling interests | 214 | (82) | (1,869) | (1,737) | ||
Balance at Dec. 30, 2017 | $ 308,899 | 28,006 | (89,291) | (7,268) | 1,575 | 241,921 |
Balance (in shares) at Dec. 30, 2017 | 86,757 | |||||
Employee stock purchase plan | $ 630 | 630 | ||||
Employee stock purchase plan (in shares) | 112 | |||||
Stock incentive plan | $ 554 | (3,517) | 1,311 | |||
Stock incentive plan (in shares) | 4,828 | |||||
Withholding taxes on stock-based awards | (632) | (632) | ||||
Stock-based compensation | 7,939 | 7,939 | ||||
Dividends on Series A Preferred Stock | (6,800) | (6,800) | ||||
Accretion on Series A Preferred Stock | (1,109) | (1,109) | ||||
Net loss | (109,205) | 62 | (109,143) | |||
Currency translation adjustment | (2,704) | 145 | (2,559) | |||
Cash flow hedges, net of income taxes of $130 | 305 | 305 | ||||
Dividend paid by subsidiary to non-controlling interest | (278) | (278) | ||||
Balance at Dec. 29, 2018 | $ 314,357 | 31,796 | (206,151) | (9,667) | 1,504 | 131,839 |
Balance (in shares) at Dec. 29, 2018 | 87,423 | |||||
Cumulative effect of adoption of new revenue accounting standard | 254 | 254 | ||||
Employee stock purchase plan | $ 475 | 475 | ||||
Employee stock purchase plan (in shares) | 185 | |||||
Stock incentive plan | (3,120) | 504 | ||||
Stock incentive plan (in shares) | 482 | |||||
Withholding taxes on stock-based awards | $ (3,624) | (394) | (394) | |||
Stock-based compensation | 7,485 | 7,485 | ||||
Dividends on Series A Preferred Stock | (6,800) | (6,800) | ||||
Accretion on Series A Preferred Stock | (1,222) | (1,222) | ||||
Net loss | (758) | (154) | (604) | |||
Currency translation adjustment | (1,604) | (10) | (1,614) | |||
Dividend paid by subsidiary to non-controlling interest | (31) | (31) | ||||
Capital contribution to majority-owned subsidiary | 271 | 271 | ||||
Balance at Dec. 28, 2019 | $ 318,456 | $ 35,767 | $ (214,931) | $ (11,271) | $ 1,888 | $ 129,909 |
Balance (in shares) at Dec. 28, 2019 | 88,090 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Operating activities | |||
Net loss | $ (604) | $ (109,143) | $ (134,568) |
Items not affecting cash: | |||
Depreciation and amortization | 33,952 | 32,788 | 32,824 |
Amortization of debt issuance costs | 2,721 | 2,536 | 2,825 |
Deferred income taxes | 1,060 | (7,390) | (27,899) |
Stock-based compensation | 7,485 | 7,939 | 5,709 |
Unrealized loss (gain) on derivative instruments | (410) | 465 | (631) |
Gain on sale of business | (44,027) | 0 | 0 |
Goodwill impairment | 81,222 | 115,000 | |
Impairment of long-lived assets | 409 | 18,193 | |
Fair value of contingent consideration | (2,635) | 371 | |
Reserve for notes receivable | 0 | 2,232 | 0 |
Other | (263) | (197) | 9 |
Changes in non-cash working capital, net of businesses acquired or sold | 9,895 | (19,367) | 19,630 |
Net cash flows from operating activities | 9,809 | (11,141) | 31,463 |
Investing activities | |||
Net proceeds from sale of businesses | 63,324 | 1,236 | 307 |
Purchases of property, plant and equipment | (32,764) | (31,603) | (41,139) |
Acquisition of business, net of cash acquired | (3,341) | ||
Proceeds from sale of assets | 1,437 | 2,385 | |
Acquisition of non-controlling interests | (1,737) | ||
Other | 159 | 62 | |
Net cash flows from investing activities | 27,219 | (28,771) | (40,122) |
Financing activities | |||
Increase (decrease) under line of credit facilities | (32,795) | 50,275 | 22,170 |
Borrowings under long-term debt | 3,230 | 2,029 | 5,176 |
Repayment of long-term debt | (2,746) | (1,810) | (9,959) |
Payment of cash dividends on Series A Preferred Stock | (6,800) | (6,800) | (6,691) |
Payment of contingent consideration | (4,399) | (4,330) | |
Proceeds from the exercise of stock options and employee share purchases | 585 | 1,309 | 5,034 |
Dividends paid by subsidiary to non-controlling interest | (31) | (278) | |
Payment of debt issuance costs | (412) | (442) | |
Other | 206 | (292) | (390) |
Net cash flows from financing activities | (38,763) | 40,034 | 10,568 |
Foreign exchange gain (loss) on cash held in a foreign currency | (47) | (70) | 68 |
Increase (decrease) in cash and cash equivalents during the year | (1,782) | 52 | 1,977 |
Cash and cash equivalents - beginning of the year | 3,280 | 3,228 | 1,251 |
Cash and cash equivalents - end of the year | $ 1,498 | $ 3,280 | $ 3,228 |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 28, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Significant Accounting Policies [Text Block] | 1. Significant Accounting Policies Basis of Presentation These consolidated financial statements include the accounts of SunOpta Inc. and those of its wholly-owned and majority-owned subsidiaries (collectively, the "Company" or "SunOpta") and have been prepared by the Company in United States ("U.S.") dollars and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). All intercompany accounts and transactions have been eliminated on consolidation. As described in note 24, in the fourth quarter of 2019, the Company changed its segment reporting to reflect changes to its operating structure. All segment information presented in these consolidated financial statements for the current and comparative fiscal years has been restated to reflect the new segment reporting structure. Fiscal Year The fiscal year of the Company consists of a 52- or 53-week period ending on the Saturday closest to December 31. Fiscal years 2019, 2018 and 2017 were each 52-week periods ending on December 28, 2019, December 29, 2018 and December 30, 2017, respectively. Fiscal year 2020 will be a 53-week period ending on January 2, 2021, with quarterly periods ending on March 28, June 27, and September 26, 2020. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Areas involving significant estimates and assumptions include: allowances for doubtful accounts; inventory reserves; income tax liabilities and assets, and related valuation allowances; provisions for loss contingencies related to claims and litigation; allocation of the purchase price of acquired businesses; fair value of contingent consideration liabilities; useful lives of property, plant and equipment and intangible assets; expected lease terms and discount rates in measuring lease assets and liabilities; expected future cash flows used in evaluating long-lived assets for impairment; and reporting unit fair values in testing goodwill for impairment. The estimates and assumptions made require judgment on the part of management and are based on the Company's historical experience and various other factors that are believed to be reasonable in the circumstances. Management continually evaluates the information that forms the basis of its estimates and assumptions as the business of the Company and the general business environment changes. Business Acquisitions Acquired businesses are accounted for using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recorded at fair value, with limited exceptions. Any excess of the purchase price over the fair value of the net assets acquired is recorded as goodwill. Acquisition-related transaction costs are accounted for as an expense in the period in which the costs are incurred. Contingent consideration is measured at fair value and recognized as part of the consideration transferred in exchange for the acquired businesses. Contingent consideration liabilities are remeasured to fair value at each reporting date with the changes in fair value recognized in other expense/income on the consolidated statements of operations. Financial Instruments The Company's financial instruments recognized in the consolidated balance sheets and included in working capital consist of cash and cash equivalents, accounts receivable, derivative instruments, accounts payable and accrued liabilities, and customer and other deposits. Cash and cash equivalents and derivative instruments are measured at fair value each reporting period. The fair values of the remaining financial instruments approximate their carrying values due to their short-term maturities. The Company's financial instruments exposed to credit risk include cash equivalents, accounts receivable and derivative instruments. The Company places its cash and cash equivalents with institutions of high creditworthiness. To limit the credit risk associated with derivative instruments, the Company contracts with counterparties that are highly-rated financial institutions. The Company's trade accounts receivable are not subject to a high concentration of credit risk. The Company routinely assesses the financial strength of its customers and believes that its accounts receivable credit risk exposure is limited. The Company maintains an allowance for doubtful accounts based on the expected collectability of the accounts receivable. Fair Value Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (that is, an exit price). Fair value measurements are estimated based on inputs categorized as follows: Level 1 inputs include quoted prices (unadjusted) for identical assets or liabilities in active markets that are observable. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 includes unobservable inputs that reflect the Company’s own assumptions about what factors market participants would use in pricing the asset or liability. When measuring fair value, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. Foreign Currency Translation The assets and liabilities of the Company's operations having a functional currency other than the U.S. dollar are translated into U.S. dollars at the exchange rate prevailing at the balance sheet date, and at the average rate for the reporting period for revenue and expense items. The cumulative currency translation adjustment is recorded as a component of accumulated other comprehensive income in shareholders' equity. Foreign currency gains and losses related to the remeasurement of the Company's Mexican operation into its U.S. dollar functional currency are recognized in earnings. Exchange gains and losses on transactions occurring in a currency other than an operation’s functional currency are recognized in earnings. Cash and Cash Equivalents Cash and cash equivalents consist of cash and short-term deposits with an original maturity of 90 days or less. Accounts Receivable Accounts receivable includes trade receivables that are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is an estimate of the amount of probable credit losses in existing accounts receivable. Account balances are charged off against the allowance when the Company determines the receivable will not be recovered. As at December 28, 2019 and December 29, 2018, no customer's balance represented 10% or more of the Company's consolidated trade receivables balance. Inventories Inventories (excluding commodity grains) are valued at the lower of cost and net realizable value. Shipping and handling costs are included in cost of goods sold on the consolidated statements of operations. As at December 29, 2018, inventories of commodity grains owned by the Company's former soy and corn business (see note 4) were valued based on quoted market prices. Property, Plant and Equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is provided using the straight-line basis at rates reflecting the estimated useful lives of the assets. Buildings 20 - 40 years Machinery and equipment 5 - 20 years Enterprise software 3 - 5 years Office furniture and equipment 3 - 7 years Vehicles 3 - 7 years Goodwill Goodwill represents the excess in a business combination of the purchase price over the estimated fair value of the identifiable net assets acquired. Goodwill is not amortized but is instead tested for impairment at least annually, or whenever events or circumstances change between the annual impairment tests that would indicate the carrying amount of goodwill may be impaired. The Company performs its annual test for goodwill impairment in the fourth quarter of each fiscal year. The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If the Company elects to quantitatively assess goodwill, or it is not more likely than not that the fair value of a reporting unit exceeds its carrying value, the Company estimates the fair value of each of its reporting units. Goodwill impairment charges are recognized based on the excess of a reporting unit's carrying amount over its fair value. The fair values of the reporting units are determined using an income approach (discounted cash flow method). The results of the Company annual impairment tests for goodwill are described in note 11. Intangible Assets The Company's finite-lived intangible assets consist of customer relationships, patents and trademarks, and other intangible assets. These intangible assets are amortized on a straight-line basis over their estimated useful lives as follows: Customer relationships 10 - 25 years Patents and trademarks 15 years Other 5 - 15 years Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable through undiscounted future cash flows. If impairment exists based on expected future undiscounted cash flows, a loss is recognized in earnings. The amount of the impairment loss is the excess of the carrying amount of the impaired asset over the fair value of the asset, typically determined using a discounted cash flow analysis (income approach). Derivative Instruments The Company is exposed to fluctuations in commodity prices and foreign currency exchange. The Company utilizes certain derivative financial instruments to enhance its ability to manage these risks, including exchange-traded commodity futures and forward foreign exchange contracts. Derivative instruments are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. The Company does not enter into contracts for speculative purposes. All derivative instruments are recognized on the consolidated balance sheets at fair value. Changes in the fair value of derivative instruments are recorded in earnings or other comprehensive earnings, based on whether the instrument is designated as part of a hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive income are reclassified to earnings in the period in which earnings are affected by the underlying hedged item. The ineffective portion of all hedges is recognized in earnings in the current period. As at December 28, 2019, the Company utilized the following derivative instruments to manage commodity and foreign currency risks: Exchange-traded commodity futures contracts to economically hedge its exposure to price fluctuations on cocoa and coffee transactions to the extent considered practicable for minimizing risk from market price fluctuations. Futures contracts used for economical hedging purposes are purchased and sold through regulated commodity exchanges in the U.S. However, inventories may not be completely hedged, due in part to the Company's assessment of its exposure from expected price fluctuations. All futures contracts are marked-to-market, with gains and losses on these contracts included in cost of goods sold on the consolidated statements of operations. Forward foreign exchange contracts to minimize exchange rate fluctuations relating to foreign currency denominated purchase and sale contracts and accounts payable and receivable. Forward foreign exchange contracts designated as hedges are marked-to-market with the effective portion of the gain or loss recognized in other comprehensive earnings and subsequently recognized in earnings in the same period the hedged item affects earnings. Gains and losses on forward exchange contracts not specifically designated as hedging instruments are included in foreign exchange gain/loss on the consolidated statements of operations. Debt Issuance Costs Costs incurred in connection with obtaining debt financing are deferred and amortized over the term of the financing arrangement using the effective interest method. Costs incurred to secure revolving lines of credit are recorded in other long-term assets. All other debt issuance costs are recorded as a direct deduction from the related debt liability. Customer and Other Deposits Customer and other deposits include prepayments by customers for merchandise inventory to be purchased at a future date. Income Taxes The Company follows the asset and liability method of accounting for income taxes whereby deferred income tax assets are recognized for deductible temporary differences and operating loss carry-forwards, and deferred income tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the amounts of assets and liabilities recorded for income tax and financial reporting purposes. Deferred income tax assets are recognized only to the extent that management determines that it is more likely than not that the deferred income tax assets will be realized. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The income tax expense or benefit is the income tax payable or recoverable for the year plus or minus the change in deferred income tax assets and liabilities during the year. The Company is subject to ongoing tax exposures, examinations and assessments in various jurisdictions. Accordingly, the Company may incur additional income tax expense based upon the outcomes of such matters. In addition, when applicable, the Company adjusts income tax expense to reflect the Company's ongoing assessments of such matters, which requires judgment and can materially increase or decrease its effective rate as well as impact operating results. The evaluation of tax positions taken or expected to be taken in a tax return is a two-step process, whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the related tax authority. Stock Incentive Plan The Company maintains a stock incentive plan under which stock options and other stock-based awards may be granted to selected employees and directors. The Company measures stock-based awards at fair value as of the date of grant. Compensation expense is recognized on a straight-line basis over vesting period of the entire stock-based award, based on the number of awards that ultimately vest. When exercised, stock-based awards are settled through the issuance of common shares and are therefore treated as equity awards. Revenue Recognition Revenue is recognized when the Company transfers control of promised goods to its customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods. See note 2 for further disclosures related to revenue. Earnings Per Share Basic earnings per share is computed by dividing earnings available to common shareholders by the weighted-average number of common shares outstanding during the year. Earnings available to common shareholders is computed by deducting dividends and accretion on convertible preferred stock from earnings attributable to SunOpta Inc. The potential diluted effect of stock options and other stock-based awards is computed using the treasury stock method whereby the weighted-average number of common shares used in the basic earnings per share calculation is increased to include the number of additional common shares that would have been outstanding if the potential dilutive common shares had been issued at the beginning of the year. The potential dilutive effect of convertible preferred stock is computed using the if-converted method whereby dividends and accretion on the convertible preferred stock are added back to the numerator, and the common shares resulting from the assumed conversion of the convertible preferred stock are included in the denominator of the diluted earnings per share calculation. Contingencies In the normal course of business, the Company is subject to loss contingencies, such as accrued but unpaid bonuses; tax-related matters; and claims or litigation. Accruals for loss contingencies are recorded when the Company determines that it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. If the estimate of the amount of the loss is a range and some amount within the range appears to be a better estimate than any other amount within the range, that amount is accrued as a liability. If no amount within the range is a better estimate than any other amount, the minimum amount of the range is accrued as a liability. The Company recognizes an asset for insurance recoveries when a loss event has occurred and recovery is considered probable, to the extent that the potential recovery does not exceed the loss recognized. Recent Accounting Pronouncements Adoption of New Accounting Standards In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, "Leases" ("ASC Topic 842"), which amends various aspects of legacy accounting guidance for leases, including the recognition of right-of-use assets and lease liabilities for leases classified as operating leases. The Company adopted ASC Topic 842 on a modified retrospective basis beginning the first quarter of 2019, and elected the transition option not to apply the new guidance, including disclosure requirements, in comparative reporting periods. Upon adoption, the Company also elected to apply the practical expedients available under the standard to not reassess its prior conclusions about lease identification, lease classification and initial direct costs. As a result, the adoption of ASC Topic 842 did not result in any cumulative-effect adjustment to the Company's opening accumulated deficit. The adoption of the new guidance resulted in the recognition of operating lease right-of-use assets and lease liabilities on the Company's consolidated balance sheet as at December 28, 2019, while the accounting for finance leases remained unchanged. The new guidance did not have any impact on the consolidated results of operations or cash flows of the Company for the year ended December 28, 2019. See note 10 for additional disclosures under ASC Topic 842. Recently Issued Accounting Standards, Not Adopted as at December 28, 2019 In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments," which requires measurement and recognition of expected versus incurred credit losses for most financial assets, including trade receivables. The adoption of this new guidance, effective the first quarter of 2020, is not expected to have a significant impact on the Company's consolidated financial statements. |
Revenue
Revenue | 12 Months Ended |
Dec. 28, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue [Text Block] | 2. Revenue The Company procures, processes and sells organic and non-GMO ingredients, and processes and packages plant-based and fruit-based foods and beverages. The Company's customers include retailers, foodservice operators, branded food companies and food manufacturers. Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which is upon the transfer of control of the contracted goods. Except for goods sold under bill-and-hold arrangements, control is transferred when title and physical possession of the product has transferred to the customer, which is at the point in time that product is shipped from the Company's facilities or delivered to a specified destination, depending on the terms of the contract, and the Company has a present right to payment. Under bill-and-hold arrangements - whereby the Company bills a customer for product to be delivered at a later date - control typically transfers when the product is ready for physical transfer to the customer, and the Company has a present right to payment. A performance obligation is a promise within a contract to transfer distinct goods to the customer. A contract with a customer may involve multiple products and/or multiple delivery dates, with the transfer of each product at each delivery date being considered a distinct performance obligation, as each of the Company's products has standalone utility to the customer. In these cases, the contract's transaction price is allocated to each performance obligation based on relative standalone selling prices, and recognized as revenue when each individual product is transferred to the customer. Other promises in the contract-for example, the promise to provide quality assurance testing to ensure the product meets specification and is fit for its intended use-are not separable from the promise to deliver goods and are therefore not considered distinct. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring the goods. Consideration is typically determined based on a fixed unit price for the quantity of product transferred. Certain contracts may give rise to an element of variable consideration in the form of rebates or discounts. For contracts involving variable consideration, the Company estimates the transaction price based on the amount of consideration to which it expects to be entitled. These estimates are determined based on historical experience and the expected outcome of the variable consideration, and are updated as new information becomes available, including actual claims paid, which indicate an estimate is not indicative of the expected results. Changes to these estimates are recorded in the period the adjustment is identified. The Company does not typically grant customers a general right of return for goods transferred, but will generally accept returns of product for quality-related issues. The cost of satisfying this promise of quality is accounted for as an assurance-type warranty obligation rather than variable consideration. The Company's contracts do not typically include any significant payment terms, as payment is normally due shortly after the time of transfer. Within the Company's Global Ingredients segment, arrangements with customers are in the form of written sales contracts, specifying the quantity and timing of goods to be delivered. The duration of these sales contracts is typically one year or less based on crop-year cycles, and may involve multiple delivery dates over the course of the contract. The Company has elected not to disclose the value of remaining performance obligations for contracts with an original duration of one year or less. Some contracts may extend beyond one year; however, for these contracts, the Company expects to satisfy substantially all of the remaining performance obligations within the next 12 months. For contracts involving the delivery of raw material ingredients, the Company evaluated whether it is acting as the principal (whereby revenues are reported on a gross basis) or agent (whereby revenues are reported on a net basis). The Company determined that for these contracts it is the principal, since the Company is primarily responsible for fulfilling the promise to deliver the goods to customers. That is, the Company controls access to the goods through purchase commitments with selected suppliers, and bears responsibility and potential financial risk for quality-related issues related to the delivered product. In addition, the Company has discretion in establishing prices for the product. Within the Company's Plant-Based and Fruit-Based Foods and Beverages segments, contracts are typically represented by short-term, binding purchase orders from customers, identifying the quantity and pricing for products to be transferred. Customer orders may be issued under long-term master supply arrangements. On their own, these master supply arrangements are typically not considered contracts for purposes of revenue recognition, as they do not create enforceable rights and obligations regarding the quantity, pricing or timing of goods to be transferred (for example, by imposing minimum purchase obligations on the part of the customer). Certain master supply arrangements provide for the transfer of product on a bill-and-hold basis at the specific request of the customer. Goods are produced under these bill-and-hold arrangements to meet individual customer specifications, and, therefore, are identifiable as belonging to the customer and cannot be directed to another customer. The timing of the Company's revenue recognition, customer billings and cash collections, does not result in significant unbilled receivables (contract assets) or customer advances (contract liabilities) on the consolidated balance sheet. Contract costs, such as sales commissions, are generally expensed as incurred given the short-term nature of the associated contracts. The following table presents a disaggregation of the Company's revenues based on categories used by the Company to evaluate sales performance: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Global Ingredients Organic and non-GMO ingredients 394,880 403,988 367,209 Premium juice 73,546 72,892 76,621 Soy and corn 10,346 104,427 112,336 Total Global Ingredients 478,772 581,307 556,166 Plant-Based Foods and Beverages Beverages and broths 286,381 244,888 217,285 Plant-based ingredients 22,944 14,788 14,904 Sunflower and roasted snacks 52,073 51,297 57,383 Flexible resealable pouch and nutrition bar products — 3,103 53,142 Total Plant-Based Foods and Beverages 361,398 314,076 342,714 Fruit-Based Foods and Beverages Frozen fruit 258,298 271,417 283,657 Fruit-based ingredients 47,762 50,830 61,715 Fruit snacks 43,792 43,222 35,341 Total Fruit-Based Foods and Beverages 349,852 365,469 380,713 Total revenues 1,190,022 1,260,852 1,279,593 |
Business Acquisition
Business Acquisition | 12 Months Ended |
Dec. 28, 2019 | |
Business Combinations [Abstract] | |
Business Acquisition [Text Block] | 3. Business Acquisition On April 1, 2019, the Company acquired 100% of the outstanding shares of Sanmark B.V. ("Sanmark") for $3.3 million, net of cash acquired, which was financed through existing credit facilities. Sanmark is a sourcing and trading business focused on organic oils for the food, pharmacy, and cosmetic industries. $1.1 million and goodwill of $2.2 million. The goodwill recognized is attributable to operating synergies expected to result from combining the operations of Sanmark with the existing organic oils business unit within the Company's international organic ingredients operations, in addition to the opportunity to introduce the Company's existing organic oils portfolio to new customers and markets, |
Sale of Soy and Corn Business
Sale of Soy and Corn Business | 12 Months Ended |
Dec. 28, 2019 | |
Sale Of Soy And Corn Business [Abstract] | |
Sale of Soy and Corn Business [Text Block] | 4. Sale of Soy and Corn Business On February 22, 2019, the Company's subsidiary, SunOpta Grains and Foods Inc., completed the sale of its specialty and organic soy and corn business to Pipeline Foods, LLC ("Pipeline Foods") for $66.5 million, subject to certain post-closing adjustments. The soy and corn business engaged in seed and grain conditioning and corn milling and formed part of the Company's Global Ingredients segment. The business included five facilities located in Hope, Minnesota, Blooming Prairie, Minnesota, Ellendale, Minnesota, Moorhead, Minnesota, and Cresco, Iowa. The net proceeds from this transaction were initially used to repay borrowings under the Company's Global Credit Facility (see note 14). The Company recognized a net gain on sale of the soy and corn business, which was recognized in other income, as follows: $ Cash consideration 66,500 Post-closing adjustments (1,348 ) Transaction and related costs (1,828 ) Net proceeds 63,324 Current assets 22,810 Property, plant and equipment 8,423 Goodwill 1,526 Current liabilities (13,462 ) Net assets sold 19,297 Pre-tax gain on sale 44,027 As the soy and corn business did not qualify for presentation as discontinued operations, operating results for this business prior to February 22, 2019 were reported in continuing operations on the consolidated statements of operations for the current and comparative periods. For the period ended February 22, 2019, the soy and corn business generated revenues of $10.3 million and reported a loss before income taxes of $0.2 million. For the years ended December 29, 2018 and December 30, 2017, the soy and corn business generated revenues of $104.4 million and $112.3 million, respectively, and reported earnings before income taxes of $6.8 million and $8.9 million, respectively. The reported pre-tax results exclude management fees charged by Corporate Services and do not reflect other cost reduction measures associated with the sale of the soy and corn business that were taken in connection with the Value Creation Plan (see note 5). |
Value Creation Plan
Value Creation Plan | 12 Months Ended |
Dec. 28, 2019 | |
Restructuring and Related Activities [Abstract] | |
Value Creation Plan [Text Block] | 5. Value Creation Plan Overview In 2016, the Company established a Value Creation Plan with the objective of maximizing the Company's ability to deliver long-term value to its shareholders. Since 2016, the Company has identified and implemented a series of measures under the Value Creation Plan, including the sale of the soy and corn business (as described in note 4). In 2019, the Company appointed a new Chief Executive Officer ("CEO") and new Chief Financial Officer ("CFO") to continue to drive the Value Creation Plan. Actions taken in 2019 included a workforce reduction program affecting approximately 30 employees, including certain executive officers and members of senior management, and the Company initiated a plan to consolidate certain of the Company's corporate office functions in Edina, Minnesota. Prior to 2019, measures taken under the Value Creation Plan have included the consolidation of the Company's roasted snack operations and related disposal of its former roasting facility in Wahpeton, North Dakota, in 2018; the exit from flexible resealable pouch and nutrition bar product lines and operations initiated in 2017; and the closure of the Company's juice processing facility in San Bernardino, California, in 2016. In addition, the Company has made a series of organizational changes within its management and executive teams, including new leadership additions to many corporate, commercial and operational functions. The Company also added new employees in the areas of quality, food safety, sales, marketing, operations and engineering, and made capital investments at several of its manufacturing facilities to enhance food safety and production efficiencies. Costs Incurred Under the Value Creation Plan The following table summarizes costs incurred under the Value Creation Plan for each of the three years in the period ended December 28, 2019: (a) (b) (c) Employee Asset recruitment, Consulting impairments retention and fees and and facility termination temporary closure costs costs labor costs Total $ $ $ $ 2019 Balance payable, beginning of year 477 436 — 913 Costs incurred and charged to expense 308 7,988 1,353 9,649 Cash payments, net (584 ) (8,529 ) (1,353 ) (10,466 ) Non-cash adjustments — 4,131 — 4,131 Balance payable, end of year (1) 201 4,026 — 4,227 2018 Balance payable (receivable), beginning of year (700 ) 4,427 — 3,727 Costs incurred and charged to expense 1,364 600 410 2,374 Cash receipts (payments), net 1,068 (4,591 ) (410 ) (3,933 ) Non-cash adjustments (1,255 ) — — (1,255 ) Balance payable, end of year (1) 477 436 — 913 2017 Balance payable, beginning of year — 1,803 1,657 3,460 Costs incurred and charged to expense 21,766 11,618 16,528 49,912 Cash payments, net (10,746 ) (9,683 ) (18,185 ) (38,614 ) Non-cash adjustments (11,720 ) 689 — (11,031 ) Balance payable (receivable), end of year (700 ) 4,427 — 3,727 (1) (a) For the year ended December 28, 2019, costs incurred included costs to dismantle and move equipment from the Company's former soy extraction facility in Heuvelton, New York, which was closed in December 2016. As at December 28, 2019, the balance payable represented the remaining lease obligation related to the Company's former nutrition bar facility, which extends until December 2020. For the year ended December 29, 2018, costs incurred included an accrual for the remaining lease payments (net of sublease rentals) related to the vacated nutrition bar facility, and a loss on the disposal of the Company's Wahpeton, North Dakota, roasting facility. Net cash receipts included net proceeds on the sale of the roasting facility of $0.7 million and proceeds on the sale of nutrition bar equipment of $0.7 million. For the year ended December 30, 2017, costs incurred included an asset impairment loss of $3.7 million related to the closure of the Company's juice processing facility, and closure costs of $0.6 million incurred by the Company for rent and maintenance of the facility prior to its disposal. In addition, costs incurred included asset impairment losses related to the exits from flexible resealable pouch and nutrition bar operations of $16.1 million, and consolidation of the Company’s roasted snack operations of $1.3 million. Cash payments in 2017 related to the early buy-out of equipment leases related to exited operations, net of proceeds on the disposal of those assets. (b) For the year ended December 28, 2019, costs incurred included severance benefits related to employee terminations in connection with the workforce reduction program, and cost rationalizations associated with the sale of the soy and corn business, as well as accrued severance benefits for employees affected by the corporate office consolidation. In addition, recruitment, relocation and termination costs were incurred in connection with CEO transition in February 2019 and CFO transition in September 2019. Employee termination costs were recognized net of the reversal of $4.1 million of previously recognized stock-based compensation related to forfeited awards of terminated employees. As at December 28, 2019, the balance payable included accrued severance benefits payable to the Company's former CFO and other corporate office employees in 2020, and payable to certain other former employees through salary continuance extending up to 24 months, as well as accrued retention bonuses for certain employees who remain employed by the Company through specified dates in 2020. For the years ended December 29, 2018 and December 30, 2017, cost incurred included third-party recruiting fees incurred to identify and retain new employees; reimbursement of relocation costs for new employees; retention and signing bonuses accrued for certain existing and new employees; and severance benefits, net of forfeitures of stock-based awards, and legal costs related to employee terminations. (c) Consulting fees and temporary labor costs Represents the cost for third-party consultants and temporary labor engaged to support the initial design and implementation of the Value Creation Plan, which efforts were substantially completed during 2017, as well as other professional fees incurred in support of other measures subsequently taken under the plan. The following table summarizes costs incurred since the inception of the Value Creation Plan in 2016 to December 28, 2019: Employee Asset recruitment, Consulting impairments retention and fees and and facility termination temporary closure costs costs labor costs Total $ $ $ $ Costs incurred and charged to expense 34,960 22,969 22,332 80,261 Cash payments, net (10,262 ) (23,497 ) (22,332 ) (56,091 ) Non-cash adjustments (24,497 ) 4,554 — (19,943 ) Balance payable, December 28, 2019 201 4,026 — 4,227 December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Cost of goods sold (1) — 100 3,189 Selling, general and administrative expenses (2) 3,556 613 22,894 Other expense (3) 6,093 1,661 23,829 9,649 2,374 49,912 (1) Inventory write-downs and facility closure costs recorded in cost of goods sold were allocated to Plant-Based Foods and Beverages. (2) Consulting/professional fees and temporary labor costs, and employee recruitment, relocation and retention costs recorded in selling, general and administrative expenses were allocated to Corporate Services. (3) For the year ended December 28, 2019, costs recorded in other expense were allocated as follows: Global Ingredients - $0.2 million (December 29, 2018 - $ nil |
Derivative Financial Instrument
Derivative Financial Instruments and Fair Value Measurements | 12 Months Ended |
Dec. 28, 2019 | |
Derivative Assets (Liabilities), at Fair Value, Net, by Balance Sheet Classification [Abstract] | |
Derivative Financial Instruments and Fair Value Measurements [Text Block] | 6. Derivative Financial Instruments and Fair Value Measurements The following table presents for each of the fair value hierarchies, the assets and liabilities that are measured at fair value on a recurring basis as at December 28, 2019 and December 29, 2018: December 28, 2019 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures contracts (1) Unrealized short-term derivative asset 284 284 — — Forward foreign currency contracts (2) Not designated as hedging instruments (73 ) — (73 ) — December 29, 2018 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures and forward contracts (1) Unrealized short-term derivative asset 620 — 620 — Unrealized long-term derivative asset 7 — 7 — Unrealized short-term derivative liability (581 ) (94 ) (487 ) — Unrealized long-term derivative liability (17 ) — (17 ) — Forward foreign currency contracts (2) Not designated as hedging instruments 583 — 583 — Inventories carried at market (3) 3,239 — 3,239 — (1) As at December 28, 2019, outstanding contracts comprise exchange-traded commodity futures for cocoa and coffee. As at December 29, 2018, outstanding contracts included exchange-traded commodity futures and forward commodity purchase and sale contracts associated with the Company's sold soy and corn business, in addition to cocoa and coffee commodity futures. Exchange-traded futures are fair valued based on unadjusted quotes for identical assets priced in active markets and are classified as level 1. Fair value for forward commodity purchase and sale contracts was estimated based on exchange-quoted prices adjusted for differences in local markets and were classified as level 2. Exchange-traded commodity futures for cocoa and coffee are used as part of the Company's risk management strategy and represent economic hedges to limit risk related to fluctuations in the price of these commodities. These contracts are not designated as hedges for accounting purposes. Gains and losses on changes in fair value of these contracts are included in cost of goods sold on the consolidated statement of operations. For the year ended December 28, 2019, the Company recognized a gain of $0.4 million (December 29, 2018 - loss of $0.6 million; December 30, 2017 - loss of $0.0 million) related to changes in the fair value of these derivatives. In addition, for the years ended December 29, 2018 and December 30, 2017, the Company recognized gains of $0.1 million and $0.6 million, respectively, related to changes in the fair value of soy and corn futures and forward contracts. On the consolidated balance sheets, unrealized gains on short-term and long-term contracts are included in other current assets and other assets, respectively, and unrealized losses on short-term and long-term contracts are included in other current liabilities and long-term liabilities, respectively. As at December 28, 2019, the Company had net open futures contracts to sell 3,210 metric tons ("MT") of cocoa (December 29, 2018 - to sell 6,730 MT) and to sell 306 MT (December 29, 2018 - to purchase 85 MT) of coffee. (2) As part of its risk management strategy, the Company enters into forward foreign exchange contracts to reduce its exposure to fluctuations in foreign currency exchange rates. For any open forward foreign exchange contracts at period end, the contract rate is compared to the forward rate, and a gain or loss is recorded. These contracts are included in level 2 of the fair value hierarchy, as the inputs used in making the fair value determination are derived from and are corroborated by observable market data. These contracts typically represent economic hedges that are not designated as hedging instruments; however, certain of these contracts may be designated as cash flow hedges for accounting purposes. As at December 28, 2019, the Company had open forward foreign exchange contracts to sell euros to buy U.S. dollars with a notional value of €14.5 million ($16.4 million), to sell British pounds to buy euros with a notional value of £0.8 million (€0.9 million), and to sell Swiss francs to buy U.S. dollars with a notional value of CHF 1.2 million ($1.2 million). As these contracts were not designated as hedging instruments, gains and losses on changes in the fair value of the derivative instruments are included in foreign exchange loss or gain on the consolidated statement of operations. For the year ended December 28, 2019, the Company recognized a loss of $0.7 million (December 29, 2018 - gain of $1.6 million; December 30, 2017 - loss of $2.4 million) related to changes in the fair value of these derivatives. Unrealized gains and losses on these contracts are included in accounts receivable and accounts payable, respectively, on the consolidated balance sheets. From time to time, the Company enters into forward foreign exchange contracts to sell U.S. dollars to buy Mexican pesos. As at December 28, 2019 and December 29, 2018, the Company had no open peso contracts. Prior to December 29, 2018, the Company had designated forward exchange contracts to sell U.S. dollars to buy Mexican pesos as hedging instruments. As a result, effective portion of the gains and losses on changes in the fair value of those contracts was included in other comprehensive earnings and reclassified to cost of goods sold in the same period the hedged transaction affected earnings. For the year ended December 29, 2018, the Company recognized a net gain of $0.5 million (December 30, 2017 - gain of $1.8 million) in other comprehensive earnings related to changes in the fair value of open contracts. For the year ended December 29, 2018, the Company reclassified from other comprehensive earnings to cost of goods sold a realized gain on closed contracts of $0.1 million (December 30, 2017 - gain of $1.4 million). In addition, for the year ended December 30, 2017, the Company reclassified to foreign exchange loss an unrealized gain of $0.9 million related to the ineffective portion of the hedge. (3) As at December 29, 2018, inventories carried at market represented inventories of commodity soy and corn associated with the Company's sold soy and corn business. The fair value of these inventories was determined using quoted market prices from the Chicago Board of Trade, as adjusted for differences in local markets, and broker or dealer quotes, and classified as level 2. Gains and losses on these inventories were included in cost of goods sold on the consolidated statements of operations. Inventories carried at market were included in inventories on the consolidated balance sheet as at December 29, 2018. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 28, 2019 | |
Receivables [Abstract] | |
Accounts Receivable [Text Block] | 7. Accounts Receivable December 28, 2019 December 29, 2018 $ $ Trade receivables 122,144 132,301 Product recall-related insurance recoveries (1) 2,421 2,421 Allowance for doubtful accounts (3,120 ) (2,591 ) 121,445 132,131 (1) Represents the remaining expected insurance recoveries related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in 2016. The change in the allowance for doubtful accounts provision for the years ended December 28, 2019 and December 29, 2018 is comprised as follows: December 28, 2019 December 29, 2018 $ $ Balance, beginning of year 2,591 2,912 Net additions to provision 1,097 416 Accounts receivable written off, net of recoveries (552 ) (717 ) Effects of foreign exchange rate differences (16 ) (20 ) Balance, end of year 3,120 2,591 |
Inventories
Inventories | 12 Months Ended |
Dec. 28, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories [Text Block] | 8. Inventories December 28, 2019 December 29, 2018 $ $ Raw materials and work-in-process 259,658 278,038 Finished goods 75,112 83,225 Company-owned grain (1) — 10,155 Inventory reserve (11,224 ) (9,461 ) 323,546 361,957 (1) Company-owned grain inventories as at December 29, 2018 were included in the sale of the soy and corn business. The change in the inventory reserve for the years ended December 28, 2019 and December 29, 2018 is comprised as follows: December 28, 2019 December 29, 2018 $ $ Balance, beginning of year 9,461 9,975 Additions to reserve during the year 12,487 12,169 Reserves applied and inventories written off during the year (10,697 ) (12,612 ) Effect of foreign exchange rate differences (27 ) (71 ) Balance, end of year 11,224 9,461 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 28, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 9. Property, Plant and Equipment The major components of property, plant and equipment as at December 28, 2019 and December 29, 2018 were as follows: December 28, 2019 Accumulated Cost depreciation Net book value $ $ $ Land 7,254 — 7,254 Buildings 69,770 21,435 48,335 Machinery and equipment 214,608 99,633 114,975 Enterprise software 23,578 12,386 11,192 Office furniture and equipment 11,560 9,383 2,177 Vehicles 2,434 1,817 617 329,204 144,654 184,550 December 29, 2018 Accumulated Cost depreciation Net book value $ $ $ Land 7,075 — 7,075 Buildings 73,792 24,059 49,733 Machinery and equipment 192,982 94,920 98,062 Enterprise software 20,996 8,878 12,118 Office furniture and equipment 11,505 8,472 3,033 Vehicles 3,191 2,180 1,011 309,541 138,509 171,032 As at December 28, 2019 property, plant and equipment included construction in process assets of $15.0 million (December 29, 2018 - $19.4 million), which were not being depreciated as they had not yet reached the stage of commercial viability. In addition, as at December 28, 2019, machinery and equipment included equipment under finance leases (see note 10) with a cost of $24.4 million (December 29, 2018 - $10.1 million) and a net book value of $17.9 million (December 29, 2018 - $3.4 million), as well as $5.6 million (December 29, 2018 - $4.9 million) of spare parts inventory. Total depreciation expense included in cost of goods sold and selling, general and administrative expenses on the consolidated statements of operations related to property, plant and equipment for the year ended December 28, 2019 was $23.0 million (December 29, 2018 - $21.9 million; December 30, 2017 - $21.7 million). |
Leases
Leases | 12 Months Ended |
Dec. 28, 2019 | |
Leases [Abstract] | |
Leases [Text Block] | 10. Leases The Company leases certain manufacturing plants, warehouses, offices, machinery and equipment, and farmland. The Company subleases farmland to third-party growers. At the lease commencement date, the Company classifies a lease as a finance lease if it has the right to obtain substantially all of the economic benefits from the right-of-use assets, otherwise the lease is classified as an operating lease. The Company's leases have remaining noncancelable lease terms of less than one year to approximately 15 years, and typically require fixed monthly rental payments that may be adjusted annually to give effect to inflation. Real estate leases typically include options to extend the leases for up to 10 years. Machinery and equipment operating leases typically include purchase options for the fair market value of the underlying asset at the end of the lease term. Certain other leases for machinery and equipment include nominal purchase options at the end of the lease term that are reasonably certain of being exercised. In 2019, the Company completed the expansion of its Allentown, Pennsylvania, plant-based beverage facility, including the addition of new aseptic processing and packaging equipment under a seven-year finance lease. At the lease commencement date, the Company recognized $14.5 million of right-of-use assets in property, plant and equipment, and a corresponding lease liability in long-term debt. The right-of-use assets are being amortized on a straight-line basis over the term of the lease. The following tables present supplemental information related to leases recognized in the consolidated financial statements: December 28, 2019 $ Lease Costs Operating lease cost 19,321 Finance lease cost Depreciation of right-of-use assets 1,998 Interest on lease liabilities 286 Sublease income (476 ) Net lease cost 21,129 Total rental expense under operating leases was $22.7 million and $28.0 million for the years ended December 29, 2018 and December 30, 2017, respectively. December 28, 2019 $ Balance Sheet Classification Operating leases Operating lease right-of-use assets 68,433 Current portion of operating lease liabilities 17,215 Operating lease liabilities 52,020 Total operating lease liabilities 69,235 Finance leases Property, plant and equipment, gross 24,445 Accumulated depreciation (6,528 ) Property, plant and equipment, net 17,917 Current portion of long-term debt 2,493 Long-term debt 13,730 Total finance lease liabilities 16,223 December 28, 2019 $ Cash Flow Information Cash paid for amounts included in measurement of lease liabilities Operating cash flows from operating leases 19,534 Operating cash flows from finance leases 286 Financing cash flows from finance leases 1,917 Right-of-use assets obtained in exchange for lease liabilities Operating leases 2,760 Finance leases 14,549 December 28, 2019 Other Information Weighted-average remaining lease term (years) Operating leases 5.9 Finance leases 5.9 Weighted-average discount rate (1) Operating leases 9.2% Finance leases 4.5% (1) In determining the present value of lease payments, the Company uses the implicit rate in the lease when that rate is readily determinable, which is the case for most of the Company's machinery and equipment leases. In all other cases, including real estate leases, the Company uses its incremental borrowing rate. The Company applied the incremental borrowing rate as at December 30, 2018 (the first day of fiscal 2019) to leases that commenced prior to that date. Discount rates are determined on a lease-by-lease basis. Operating leases Finance leases $ $ Maturities of Lease Liabilities 2020 17,695 3,168 2021 15,100 3,168 2022 13,376 3,168 2023 8,842 2,572 2024 7,122 2,452 Thereafter 43,877 4,087 Total lease payments 106,012 18,615 Less: imputed interest (36,777 ) (2,392 ) Total lease liabilities 69,235 16,223 As at December 28, 2019, the Company did not have any material commitments for right-of-use assets for which the leases had not commenced. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure [Text Block] | 11. Goodwill In connection with changes to the Company’s segment reporting structure in the fourth quarter of 2019 (see note 24), gross goodwill and accumulated loss balances previously allocated to the Company’s former Consumer Products operating segment were reallocated to the Global Ingredients and Fruit-Based Foods and Beverages operating segments. The net goodwill balance reallocated to Global Ingredients, which relates to the Company’s premium juice program, amounted to $15.1 million as at December 28, 2019, December 29, 2018 and December 30, 2017. The net goodwill balance reallocated to the Fruit-Based Foods and Beverages operating segment, which relates to the Company’s frozen fruit and fruit snacks businesses, amounted to $4.0 million as at December 28, 2019 and December 29, 2018, and $85.2 million as at December 30, 2017. The following is a summary of changes in goodwill by segment: Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Total $ $ $ $ Balance at December 30, 2017 24,313 — 85,220 109,533 Goodwill impairment — — (81,222 ) (81,222 ) Foreign exchange (352 ) — — (352 ) Balance at December 29, 2018 23,961 — 3,998 27,959 Acquisition of Sanmark (see note 3) 2,174 — — 2,174 Sale of soy and corn business (see note 4) (1,526 ) — — (1,526 ) Foreign exchange (185 ) — — (185 ) Balance at December 28, 2019 24,424 — 3,998 28,422 For the year ended December 28, 2019, the Company performed a qualitative assessment of goodwill and determined that the fair values of the reporting units with goodwill significantly exceeded their carrying values. As a result, the Company concluded that goodwill was not impaired in 2019. Based on the results of quantitative testing performed for the years ended December 29, 2018 and December 30, 2017, the Company recognized goodwill impairment charges of $81.2 million and $115.0 million, respectively, to fully write-off the goodwill that arose from the Company's acquisition of Sunrise Holdings (Delaware), Inc. ("Sunrise") in October 2015. The operations of Sunrise are included in the Fruit-Based Foods and Beverages segment. The goodwill impairment charges reflected lower-than-expected revenues and operating performance for the Sunrise frozen fruit business since the acquisition, reflecting weaker-than-expected consumption trends and lower sales pricing introduced over the preceding two fiscal years to regain or maintain distribution volumes, as well as uncertainty of future revenue growth patterns and gross margin profile due to market conditions and sales pricing limitations. In addition, while the Company had identified certain productivity measures to reduce costs and increase profitability in the business, the ultimate timing and outcome of these measures was not fully certain. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets [Text Block] | 12. Intangible Assets The major components of intangible assets as at December 28, 2019 and December 29, 2018 were as follows: December 28, 2019 Cost Accumulated amortization Net book value $ $ $ Customer relationships 210,157 60,173 149,984 Patents, trademarks and other 1,919 1,894 25 212,076 62,067 150,009 December 29, 2018 Cost Accumulated amortization Net book value $ $ $ Customer relationships 210,845 49,937 160,908 Patents, trademarks and other 1,919 1,852 67 212,764 51,789 160,975 Total amortization expense included in selling, general and administrative expenses on the consolidated statements of operations related to intangible assets for the year ended December 28, 2019 was $11.0 million (December 29, 2018 - $11.0 million; December 30, 2017 - $11.2 million). Amortization expense associated with intangible assets in each of the next five fiscal years and thereafter will be as follows: 2020 2021 2022 2023 2024 Thereafter Total $ $ $ $ $ $ $ Amortization expense 10,430 10,112 10,112 10,112 10,112 99,131 150,009 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 28, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities [Text Block] | 13. Accounts Payable and Accrued Liabilities December 28, 2019 December 29, 2018 $ $ Accounts payable 102,896 115,297 Payroll and commissions 15,577 8,817 Accrued product recall-related costs (1) 3,213 3,792 Accrued interest 5,022 5,346 Dividends payable on Series A Preferred Stock (see note 15) 1,700 1,700 Accrued grain liabilities (2) — 15,322 Other accruals 5,121 5,097 133,529 155,371 (1) Represents the provision for remaining unsettled customer claims related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in 2016. (2) Accrued grain liabilities as at December 29, 2018 were included in the sale of the soy and corn business. |
Bank Indebtedness and Long-Term
Bank Indebtedness and Long-Term Debt | 12 Months Ended |
Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |
Bank Indebtedness and Long-Term Debt [Text Block] | 14. Bank Indebtedness and Long-Term Debt December 28, 2019 December 29, 2018 $ $ Bank Indebtedness Global Credit Facility (1) 241,666 276,776 Bulgarian credit facility (2) 3,870 3,558 245,536 280,334 Long-Term Debt Senior Secured Second Lien Notes, net of unamortized debt issuance costs of $5,094 (December 29, 2018 - $6,472) (3) 218,404 217,026 Finance lease liabilities (see note 10) 16,223 3,706 Asset-backed term loan (4) 4,386 3,103 Other 6,178 5,028 245,191 228,863 Less: current portion 2,987 1,840 242,204 227,023 (1) On February 11, 2016, the Company entered into a five-year credit agreement for a senior secured asset-based revolving credit facility with a syndicate of banks in the maximum aggregate principal amount of $350.0 million, subject to borrowing base capacity (the "Global Credit Facility"). The Global Credit Facility is used to support the working capital and general corporate needs of the Company's global operations, in addition to funding future strategic initiatives. The Global Credit Facility also includes borrowing capacity available for letters of credit and provides for borrowings on same-day notice, including in the form of swingline loans. On January 28, 2020, the Company entered into a restatement agreement, amending and restating the existing credit agreement to, among other things, extend the maturity date of the Global Credit Facility to March 31, 2022. Individual borrowings under the Global Credit Facility have terms of six months or less and bear interest based on various reference rates plus an applicable margin. The margin ranges from 0.25% to 0.75% with respect to base rate and prime rate borrowings and from 1.25% to 1.75% for eurocurrency rate and bankers' acceptance rate borrowings. In addition, under the restatement agreement, the margin is increased by an additional 0.50% while the Company's total leverage ratio exceeds a specific threshold. On September 19, 2017, the Company entered into an amendment to the Global Credit Facility to add a $15.0 million U.S. asset-based credit subfacility (the "U.S. Subfacility"). On October 22, 2018, the Global Credit Facility was further amended to increase the commitment under the U.S. Subfacility to $20.0 million. Commencing on March 31, 2019, quarterly $3.33 million, and these Borrowings repaid under the U.S. Subfacility may not be borrowed again. As at December 28, 2019, $10.0 million remained drawn on the U.S. Subfacility. As at December 28, 2019, the weighted-average interest rate on all borrowings under the Global Credit Facility was 3.37%. Obligations under the Global Credit Facility are guaranteed by substantially all of the Company's subsidiaries and, subject to certain exceptions, such obligations are secured by first priority liens on substantially all of the assets of the Company. The Global Credit Facility contains a number of covenants that, among other things, restrict, subject to certain exceptions, the Company's ability to create liens on assets; sell assets and enter into sale and leaseback transactions; pay dividends, prepay junior lien and unsecured indebtedness and make other restricted payments; incur additional indebtedness and make guarantees; make investments, loans or advances, including acquisitions; and engage in mergers or consolidations. The foregoing covenants are subject to certain threshold amounts and exceptions as set forth in the credit agreement. (2) On August 30, 2019, a subsidiary of The Organic Corporation B.V. ("TOC"), a wholly-owned subsidiary of the Company, amended its revolving credit facility agreement dated May 22, 2013, to increase the maximum principal amount from €4.5 million to €6.0 million. Borrowings under the facility are used to cover the working capital needs of TOC's Bulgarian operations, and are secured by the accounts receivable and inventories of the Bulgarian operations and fully guaranteed by TOC. Interest accrues under the facility based on EURIBOR plus a margin of 2.75%, and borrowings under the facility are repayable in full on April 30, 2020. (3) On October 20, 2016, the Company's subsidiary, SunOpta Foods Inc. ("SunOpta Foods") issued $231.0 million of 9.5% Senior Secured Second Lien Notes due 2022 (the "Notes"). As at December 28, 2019, the outstanding principal amount of the Notes was $223.5 million, reflecting the redemption of $7.5 million principal amount by SunOpta Foods in October 2017. Debt issuance costs are recorded as a reduction against the principal amount of the Notes and are being amortized over the six-year term of the Notes. Interest on the Notes is payable semi-annually in arrears on April 15 and October 15 at a rate of 9.5% per annum. The Notes will mature on October 9, 2022. Giving effect to the amortization of debt issuance costs, the effective interest rate on the Notes is approximately 10.4% per annum. At any time after October 9, 2019, SunOpta Foods may redeem the Notes, in whole or in part, at a redemption price equal to 104.750% from October 9, 2019 through October 8, 2020, 102.375% from October 9, 2020 through October 8, 2021 and at par thereafter, plus accrued and unpaid interest, if any, to but excluding the date of redemption. Certain additional redemption rights were applicable prior to October 9, 2019. In the event of a change of control, SunOpta Foods will be required to make an offer to repurchase the Notes at 101.000% of their principal amount, plus accrued and unpaid interest, if any, to the date of purchase. The Notes are secured by second-priority liens on substantially all of the assets that secure the credit facilities provided under the Global Credit Facility, subject to certain exceptions and permitted liens. The Notes are senior secured obligations and rank equally in right of payment with SunOpta Foods' existing and future senior debt and senior in right of payment to any future subordinated debt. The Notes are effectively subordinated to debt under the Global Credit Facility and any future indebtedness secured on a first priority basis. The Notes are initially guaranteed on a senior secured second-priority basis by the Company and each of its subsidiaries (other than SunOpta Foods) that guarantees indebtedness under the Global Credit Facility, subject to certain exceptions. The Notes are subject to covenants that, among other things, limit the Company's ability to (i) incur additional debt or issue preferred stock; (ii) pay dividends and make certain types of investments and other restricted payments; (iii) create liens; (iv) enter into transactions with affiliates; (v) sell assets; and (vi) create restrictions on the ability of restricted subsidiaries to pay dividends, make loans or advances or transfer assets to the Company, SunOpta Foods or any guarantor of the Notes. The foregoing covenants are subject to certain threshold amounts and exceptions as set forth in the indenture governing the Notes. In addition, the indenture provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the indenture, certain payment defaults or acceleration of other indebtedness, a failure to pay certain judgments and certain events of bankruptcy and insolvency. If an event of default occurs and is continuing, the trustee or holders of at least 25% in principal amount of the outstanding Notes may declare the principal of and accrued and unpaid interest on, if any, all the Notes to be due and payable. As at December 28, 2019, the estimated fair value of the outstanding Notes was approximately $230 million, based on quoted prices of the most recent over-the-counter transactions (level 2). (4) On December 28, 2017, TOC entered into a €3.0 million asset-backed term loan. Interest on this loan accrues at an effective rate of 3.06% and the loan matures on December 28, 2027. Principal and accrued interest is repayable in equal monthly installments. On January 8, 2019, TOC entered into a second asset-backed term loan for €1.6 million, which accrues interest at an effective rate of 3.42% and matures on December 28, 2027. Principal and accrued interest on these loans are repayable in equal monthly installments. These loans are secured by a first priority lien on equipment owned by TOC for the second cocoa processing line at its facility in the Netherlands and are fully guaranteed by TOC. Principal repayments of long-term debt are as follows: $ 2020 3,796 2021 9,939 2022 227,337 2023 3,200 2024 3,080 Thereafter 5,918 Total gross repayments 253,270 Less: imputed interest (2,985) Less: debt issuance costs (5,094 ) 245,191 The components of interest expense, net are as follows: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Interest expense 32,862 32,155 29,771 Amortization of debt issuance costs 2,721 2,536 2,825 Interest income (906 ) (285 ) (92 ) Interest expense, net 34,677 34,406 32,504 |
Series A Preferred Stock
Series A Preferred Stock | 12 Months Ended |
Dec. 28, 2019 | |
Temporary Equity [Abstract] | |
Series A Preferred Stock [Text Block] | 15. Series A Preferred Stock On October 7, 2016, the Company and SunOpta Foods entered into a subscription agreement (the "Subscription Agreement") with Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. (collectively, the "Investors"). Pursuant to the Subscription Agreement, SunOpta Foods issued an aggregate of 85,000 shares of Series A Preferred Stock (the "Preferred Stock") to the Investors for consideration in the amount of $85.0 million. In connection with the issuance of the Preferred Stock, the Company incurred direct and incremental expenses of $6.0 million, which reduced the carrying value of the Preferred Stock. At any time on or after October 7, 2021, SunOpta Foods may redeem all of the Preferred Stock for an amount, per share of Preferred Stock, equal to the value of the liquidation preference at such time. The carrying value of the Preferred Stock is being accreted to the redemption amount of $85.0 million through charges to accumulated deficit over the period preceding October 7, 2021. These accretion charges amounted to $1.2 million, $1.1 million and $1.0 million in the years ended December 28, 2019, December 29, 2018 and December 30, 2017, respectively. In connection with the Subscription Agreement, the Company agreed to, among other things (i) ensure SunOpta Foods has sufficient funds to pay its obligations under the terms of the Preferred Stock and (ii) grant each holder of Preferred Stock (the "Holder") the right to exchange the Preferred Stock for shares of common stock of the Company (the "Common Shares"). The Preferred Stock is non-participating with the Common Shares in dividends and undistributed earnings of the Company. The Preferred Stock has a stated value and initial liquidation preference of $1,000 per share. Cumulative preferred dividends accrue daily on the Preferred Stock at an annualized rate of 8.0% of the liquidation preference prior to October 5, 2025 and 12.5% of the liquidation preference thereafter (subject to an increase of 1.0% per quarter, up to a maximum rate of 5.0% per quarter on the occurrence of certain events of non-compliance). Prior to October 5, 2025, SunOpta Foods may pay dividends in cash or elect, in lieu of paying cash, to add the amount that would have been paid to the liquidation preference. After October 4, 2025, the failure to pay dividends in cash will be an event of non-compliance. The Preferred Stock ranks senior to the shares of common stock of SunOpta Foods with respect to dividend rights and rights on the distribution of assets on any liquidation, winding up or dissolution of the Company or SunOpta Foods. SunOpta Foods paid cash dividends on the Preferred Stock of $6.8 million in years ended December 28, 2019 and December 29, 2018, and $6.7 million in the year ended December 30, 2017. As at December 28, 2019, SunOpta Foods had accrued unpaid dividends of $1.7 million, which were recorded in accounts payable and accrued liabilities on the Company's consolidated balance sheet. At any time, the Holders may exchange their shares of Preferred Stock, in whole or in part, into the number of Common Shares equal to, per share of Preferred Stock, the quotient of the liquidation preference divided by $7.50 (such price, the "Exchange Price" and such quotient, the "Exchange Rate"). As at December 28, 2019, the aggregate shares of Preferred Stock outstanding were exchangeable into 11,333,333 Common Shares. The Exchange Price is subject to certain anti-dilution adjustments, including a weighted-average adjustment for issuances of Common Shares below the Exchange Price, provided that the Exchange Price may not be lower than $7.00 (subject to adjustment in certain circumstances). SunOpta Foods may cause the Holders to exchange all of the Preferred Stock into a number of Common Shares based on the applicable Exchange Price if (i) fewer than 10% of the shares of Preferred Stock issued on October 7, 2016 remain outstanding, or (ii) on or after October 7, 2019, the average volume-weighted average price of the Common Shares during the then preceding 20 trading day period is greater than 200% of the Exchange Price. In connection with the Subscription Agreement, the Company issued 11,333,333 Special Shares, Series 1 (the "Special Voting Shares") to the Investors, which entitle the Investors to one vote per Special Voting Share on all matters submitted to a vote of the holders of Common Shares, together as a single class, subject to certain exceptions. Additional Special Voting Shares will be issued, or existing Special Voting Shares will be redeemed, as necessary to ensure that the aggregate number of Special Voting Shares outstanding is equal to the number of shares of Preferred Stock outstanding from time to time multiplied by the Exchange Rate in effect at such time. As at December 28, 2019, 11,333,333 Special Voting Shares were issued and outstanding, which represented an approximate 11.4% voting interest in the Company. The Special Voting Shares are not transferable, and the voting rights associated with the Special Voting Shares will terminate upon the transfer of the Preferred Stock to a third party, other than a controlled affiliate of the Investors. The Investors are entitled to designate up to two nominees for election to the Board of Directors of the Company (the "Board") and have the right to designate one individual to attend meetings of the Board as a non-voting observer, subject to the Investors maintaining certain levels of beneficial ownership of Common Shares on an as-exchanged basis. For so long as the Investors beneficially own or control at least 50% of the Preferred Stock issued on October 7, 2016, including any corresponding Common Shares into which such Preferred Stock are exchanged, the Investors will be entitled to (i) participation rights with respect to future equity offerings of the Company, and (ii) governance rights, including the right to approve certain actions proposed to be taken by the Company and its subsidiaries. |
Common Shares
Common Shares | 12 Months Ended |
Dec. 28, 2019 | |
Equity [Abstract] | |
Common Shares [Text Block] | 16. Common Shares The Company is authorized to issue an unlimited number of Common Shares without par value and an unlimited number of special shares without par value. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 28, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation [Text Block] | 17. Stock-Based Compensation Stock Incentive Plan On May 28, 2013, the Company's shareholders approved the 2013 Stock Incentive Plan, as amended (the "2013 Plan"), which permits the grant of a variety of stock-based awards, including stock options, restricted stock units ("RSUs") and performance share units ("PSUs") to selected employees and directors of the Company. As at December 28, 2019, For the years ended December 28, 2019, December 29, 2018 and December 30, 2017, gross stock-based compensation expense amounted to $11.6 million $7.9 million and $6.4 million, respectively. For the years ended December 28, 2019 and December 30, 2017, net stock-based compensation expense was $7.5 million and $5.7 million, respectively, taking into account the reversal of $4.1 million and $0.7 million, respectively, of previously recognized stock compensation related to forfeited awards previously granted to employees who were terminated in connection with the Value Creation Plan (see note 5). Stock Options Stock options granted to selected employees during the three-year period ended December 28, 2019 vest ratably on each of the first through third anniversaries of the grant date and expire on the tenth anniversary of the grant date. Stock options granted by the Company contain an exercise price that is equal to the closing market price of the shares on the day prior to the grant date. Any consideration paid by employees or directors on exercise of stock options or purchase of stock is credited to capital stock. The following table summarizes stock option activity for the year ended December 28, 2019: Weighted- average Weighted- remaining average contractual Aggregate Stock options exercise price term (years) intrinsic value Outstanding, beginning of year 2,698,550 $ 7.76 Granted 12,400 3.57 Exercised (49,824 ) 3.27 Forfeited (617,531 ) 8.35 Expired (93,707 ) 9.51 Outstanding, end of year 1,949,888 $ 7.57 5.68 $ — Exercisable, end of year 1,370,188 $ 6.88 4.94 $ — The following table summarizes non-vested stock option activity during the year ended December 28, 2019: Weighted- average grant- Stock options date fair value Non-vested, beginning of year 1,433,648 $ 3.74 Granted 12,400 1.70 Vested (441,034 ) 3.08 Forfeited (425,314 ) 3.84 Non-vested, end of year 579,700 $ 4.14 The weighted-average grant-date fair values of all stock options granted in the years ended December 28, 2019, December 29, 2018 and December 30, 2017, were $1.70, $3.31 and $4.12, respectively. The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the stock options granted in those years were as follows: December 28, 2019 December 29, 2018 December 30, 2017 Grant-date stock price $ 3.57 $ 7.56 $ 9.29 Dividend yield (1) 0% 0% 0% Expected volatility (2) 48.6% 41.1% 42.1% Risk-free interest rate (3) 2.3% 2.9% 2.0% Expected life of options (years) (4) 5.8 6.0 6.4 (1) Determined based on expected annual dividend yield at the time of grant. (2) Determined based on historical volatility of the Company’s Common Shares over the expected life of the option. (3) Determined based on the yield on U.S. Treasury zero-coupon issues with maturity dates equal to the expected life of the option. (4) Determined using simplified method, as the Company changed the vesting period of its stock option grants from five years to three years in 2016, and, as a result, historical exercise data may not provide a reasonable basis upon which to estimate expected life. The following table summarizes stock options outstanding and exercisable as at December 28, 2019: Weighted- average remaining Weighted- Weighted- Exercise price range Outstanding contractual life average exercise Exercisable average exercise Low High options (years) price options price $ 3.27 $ 5.50 325,115 5.76 $ 3.75 307,715 $ 3.73 5.51 6.73 469,455 4.64 6.19 469,455 6.19 6.74 8.98 331,610 4.63 7.56 265,498 7.41 8.99 9.79 559,761 7.50 9.44 87,327 9.26 9.80 13.86 263,947 4.93 10.73 240,193 10.80 1,949,888 5.68 $ 7.57 1,370,188 $ 6.88 Total compensation costs related to non-vested stock option awards not yet recognized as an expense was $0.5 million as at December 28, 2019, which will be amortized over a weighted-average remaining vesting period of 0.6 years. Restricted Stock Units RSUs granted to employees vest ratably on each of the first through third anniversaries of the grant date. RSUs granted to directors vest 100% on the first anniversary of the grant date. Each vested RSU entitles the employee or director to receive one common share of the Company. The weighted-average grant-date fair values of all RSUs granted in the years ended December 28, 2019, December 29, 2018 and December 30, 2017, were $3.33, $7.65 and $9.18, respectively. The following table summarizes non-vested RSU activity during the year ended December 28, 2019: Weighted- average grant- RSUs date fair value Non-vested, beginning of year 597,837 $ 8.46 Granted 274,086 3.33 Vested (331,848 ) 7.79 Forfeited (127,062 ) 8.41 Non-vested, end of year 413,013 $ 5.64 Total compensation costs related to non-vested RSU awards not yet recognized as an expense was $0.8 million as at December 28, 2019, which will be amortized over a weighted-average remaining vesting period of 0.6 years. Performance Share Units For the year ended December 28, 2019, the Company granted a total of 2,846,962 PSUs to certain employees of the Company under its Short-Term Incentive Plan. The vesting of these PSUs was subject to the Company achieving a predetermined measure of adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") for fiscal 2019, and is subject to each employee's continued employment with the Company through April 12, 2020 (the requisite service period). The weighted-average grant-date fair value of the PSUs was estimated to be $3.42 based on the closing prices of the Common Shares on the dates of grant. Each reporting period, the number of PSUs that are expected to vest is redetermined and the aggregate grant-date fair value of the redetermined number of PSUs is amortized on a straight-line basis over the remaining requisite service period less amounts previously recognized. No PSUs were granted in the year ended December 29, 2018. For the year ended December 30, 2017, the Company granted 1,560,535 PSUs to selected employees. The vesting of these PSUs is subject to the satisfaction of certain stock price performance conditions during a three-year performance period ending May 24, 2020. One-third of the PSUs will vest upon achieving a stock price of $11.00, one-third will vest upon achieving a stock price of $14.00, and one-third will vest upon achieving a stock price of $18.00, in each case for 20 consecutive trading days and subject to the employee's continued employment throughout the performance period. Each vested PSU will entitle the employee to receive one common share of the Company without payment of additional consideration. The fair value of the PSUs granted was estimated using a Monte Carlo valuation model, which simulates the potential outcomes for the Company's stock price performance and determines the payouts that would occur under each scenario. Fair value is based on the average of those results. The grant-date weighted-average fair value of the PSUs was determined to be $5.64, based on the following inputs to the valuation model: December 30, 2017 Grant-date stock price $ 9.33 Dividend yield 0% Expected volatility (1) 42.2% Risk-free interest rate (2) 1.5% Expected life (in years) (3) 3.0 (1) Determined based on the historical volatility of the Common Shares over 6.5 years, which is consistent with the volatility assumption for stock options granted to employees. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected life of the PSUs. (3) Determined based on vesting for the PSUs. The following table summarizes non-vested PSU activity during the year ended December 28, 2019: Weighted- average grant- PSUs date fair value Non-vested, beginning of year 1,361,896 $ 5.60 Granted 2,846,962 3.42 Forfeited or cancelled (1,272,743 ) 4.23 Non-vested, end of year 2,936,115 $ 4.08 Total compensation costs related to non-vested PSU awards not yet recognized as an expense was $1.9 million as at December 28, 2019, which will be amortized over a weighted-average remaining vesting period of 0.3 years. Chief Executive Officer On April 1, 2019, Joseph D. Ennen was appointed CEO of the Company. In connection with his appointment, the Company granted Mr. Ennen options to purchase 960,061 Common Shares, 512,619 RSUs (of which 215,000 were issued to equal the number of Common Shares purchased by Mr. Ennen on the open market within the 60-day period after his employment began) and 1,785,714 PSUs. The stock options vest on April 1, 2022, subject to Mr. Ennen's continued employment during the vesting period, and expire on April 1, 2029. Each vested stock option will entitle Mr. Ennen to purchase one Common Share at an exercise price of $3.36, which was equal to the closing price of the Common Shares on April 1, 2019. The RSUs vest in three equal annual installments beginning on April 1, 2020, and each vested RSU will entitle Mr. Ennen to receive one Common Share of the Company. The vesting of 892,857 of the PSUs granted is subject to the Company achieving annual adjusted EBITDA thresholds during fiscal years 2019 through 2022, as follows: 297,619 PSUs will vest upon the Company achieving annual adjusted EBITDA of $80 million, another 297,619 will vest upon the Company achieving annual adjusted EBITDA of $110 million, and the final 297,619 will vest upon the Company achieving annual adjusted EBITDA of $140 million, and subject to Mr. Ennen's continued employment with the Company through the end of the fiscal year during which the adjusted EBITDA performance condition is achieved. The vesting of the other 892,857 PSUs that were granted is subject to the Common Shares achieving certain volume-weighted average trading prices during a performance period commencing on April 1, 2019 and ending on December 31, 2022, as follows: 297,619 PSUs will vest upon achieving a trading price of $5.00 per share, another 297,619 will vest upon achieving a trading price of $9.00 per share, and the final 297,619 will vest upon achieving a trading price of $14.00 per share, in each case for 20 consecutive trading days, and subject to Mr. Ennen's continued employment with the Company through the date the stock price performance condition is achieved. Each vested PSU will entitle Mr. Ennen to receive one Common Share without payment of additional consideration. The weighted-average grant-date fair values of the RSUs and PSUs subject to the adjusted EBITDA performance condition were estimated to be $3.46 and $3.36, respectively, based on the closing price of Common Shares on the dates of grant. A grant-date fair value of $1.68 was estimated for the stock options using the Black-Scholes option pricing model, and a weighted-average grant-date fair value of $1.77 was estimated for the PSUs subject to the stock price performance condition using a Monte Carlo valuation model. The following table summarizes the inputs to the Black-Scholes option-pricing and Monte Carlo valuation models: Stock Options PSUs Grant-date stock price $ 3.36 $ 3.36 Exercise price $ 3.36 NA Dividend yield 0% 0% Expected volatility (1) 47.9% 55.7% Risk-free interest rate (2) 2.4% 2.3% Expected life (in years) (3) 6.5 1.8 (1) Determined based on the historical volatility of the Common Shares over the expected life of the stock options and performance period of the PSUs. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected life of the stock options and performance period of the PSUs. (3) Determined based on the mid-point of vesting (three years) and expiration (ten years) for the stock options and the derived service period for the PSUs. The aggregate grant-date fair value of the stock options, RSUs and PSUs awarded to Mr. Ennen was determined to be $8.0 million, which will be recognized on a straight-line basis over the vesting period for the stock options and RSUs and the derived service period for the PSUs. Each reporting period, the number of PSUs subject to the adjusted EBITDA performance condition that are expected to vest is redetermined and the aggregate grant-date fair value of the redetermined number of those PSUs is amortized over the remaining service period less amounts previously recognized. Chief Financial Officer On September 3, 2019, Scott Huckins was appointed CFO of the Company. In connection with his appointment, the Company granted Mr. Huckins options to purchase 262,182 Common Shares, 327,819 RSUs (of which 154,500 were issued to equal the number of Common Shares purchased by Mr. Huckins on the open market prior to December 12, 2019) and 346,638 PSUs. The stock options vest on September 3, 2022, subject to Mr. Huckins' continued employment during the vesting period, and expire on September 3, 2029. Each vested stock option will entitle Mr. Huckins to purchase one Common Share at an exercise price of $2.38, which was equal to the closing price of the Common Shares on September 3, 2019. The RSUs vest in three equal annual installments beginning on September 3, 2020, and each vested RSU will entitle Mr. Huckins to receive one Common Share of the Company. The vesting of 173,319 of the PSUs granted is subject to the Company achieving annual EBITDA thresholds during fiscal years 2019 through 2022, as follows: 57,773 PSUs will vest upon the Company achieving annual adjusted EBITDA of $80 million, another 57,773 will vest upon the Company achieving annual adjusted EBITDA of $110 million, and the final 57,773 will vest upon the Company achieving annual adjusted EBITDA of $140 million, and subject to Mr. Huckins' continued employment with the Company through the end of the fiscal year during which the adjusted EBITDA performance condition is achieved. The vesting of the other 173,319 PSUs that were granted is subject to the Common Shares achieving certain volume-weighted average trading prices during a performance period commencing on September 3, 2019 and ending on December 31, 2022, as follows: 57,773 PSUs will vest upon achieving a trading price of $5.00 per share, another 57,773 will vest upon achieving a trading price of $9.00 per share, and the final 57,773 will vest upon achieving a trading price of $14.00 per share, in each case for 20 consecutive trading days, and subject to Mr. Huckins' continued employment with the Company through the date the stock price performance condition is achieved. Each vested PSU will entitle Mr. Huckins to receive one Common Share without payment of additional consideration. The weighted-average grant-date fair values of the RSUs and PSUs subject to the adjusted EBITDA performance condition were estimated to be $2.45 and $2.38, respectively, based on the closing price of Common Shares on the dates of grant. A grant-date fair value of $1.18 was estimated for the stock options using the Black-Scholes option pricing model, and a weighted-average grant-date fair value of $0.79 was estimated for the PSUs subject to the stock price performance condition using a Monte Carlo valuation model. The following table summarizes the inputs to the Black-Scholes option-pricing and Monte Carlo valuation models: Stock Options PSUs Grant-date stock price $ 2.38 $ 2.38 Exercise price $ 2.38 NA Dividend yield 0% 0% Expected volatility (1) 49.7% 55.9% Risk-free interest rate (2) 1.4% 1.4% Expected life (in years) (3) 6.5 2.1 (1) Determined based on the historical volatility of the Common Shares over the expected life of the stock options and performance period of the PSUs. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected life of the stock options and performance period of the PSUs. (3) Determined based on the mid-point of vesting (three years) and expiration (ten years) for the stock options and the derived service period for the PSUs. The aggregate grant-date fair value of the stock options, RSUs and PSUs awarded to Mr. Huckins was determined to be $1.7 million, which will be recognized on a straight-line basis over the vesting period for the stock options and RSUs and the derived service period for the PSUs. Each reporting period, the number of PSUs subject to the adjusted EBITDA performance condition that are expected to vest is redetermined and the aggregate grant-date fair value of the redetermined number of those PSUs is amortized over the remaining service period less amounts previously recognized. Employee Stock Purchase Plan The Company maintains an Employee Stock Purchase Plan whereby employees can purchase common shares through payroll deductions. For the year ended December 28, 2019, the Company's employees purchased 185,415 Common Shares (December 29, 2018 - 112,158; December 30, 2017 - 61,796) for total proceeds of $0.5 million (December 29, 2018 - $0.6 million; December 30, 2017 - $0.4 million). As at December 28, 2019, 814,500 Common Shares are remaining to be granted under this plan. |
Other Expense (Income), Net
Other Expense (Income), Net | 12 Months Ended |
Dec. 28, 2019 | |
Other Income and Expenses [Abstract] | |
Other Expense (Income), Net [Text Block] | 18. Other Expense (Income), Net The components of other expense (income) are as follows: December 28 , 2019 December 29, 2018 December 30, 2017 $ $ $ Gain on sale of soy and corn business (see note 4) (44,027) — — Employee termination and recruitment costs (1) 5,785 397 5,636 Impairment of long-lived assets and facility closure 308 1,264 18,193 Product withdrawal and recall costs (3) 260 1,504 413 Settlement gains (4) (3,065 ) — (1,024 ) Reserve for notes receivable (5) — 2,232 — Increase (decrease) in fair value of contingent consideration consideration (6) — (2,635 ) 371 Other 691 63 71 (40,048) 2,825 23,660 (1) For the year ended December 28, 2019, expenses represent severance benefits of $8.6 million for employees terminated in connection with the Value Creation Plan (see note 5), net of the reversal of $4.1 million of previously recognized stock-based compensation expense related to forfeited awards previously granted to those employees. In addition, expenses include recruitment, relocation and termination costs related to the Company's CEO and CFO transitions. For the year ended December 29, 2018, expenses represent severance benefits, net of forfeitures of stock-based awards, incurred in connection with the Value Creation Plan. For the year ended December 30, 2017, expenses represent severance benefits, net of forfeitures of stock-based awards, and legal costs incurred in connection with the Value Creation Plan, including employees affected by the exits from flexible resealable pouch and nutrition bar product lines and operations, and consolidation of roasted snack operations. (2) Impairment of long-lived assets and facility closure costs For the year ended December 28, 2019, expenses include costs to dismantle and move equipment from the Company's former soy extraction facility located in Heuvelton, New York, which was sold in April 2019. For the year ended December 29, 2018, expenses include the remaining lease obligation (net of sublease rentals) related to the vacated nutrition bar processing facility, and an additional impairment loss and closure costs related to the disposal of the Company's former roasting facility located in Wahpeton, North Dakota. (3) Product withdrawal and recall costs For each of the years in the three-year period ended December 28, 2019, expenses represent product withdrawal and recall costs that were not eligible for reimbursement under the Company's insurance policies or exceeded the limits of those policies, including certain costs related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in 2016. (4) For the year ended December 28, 2019, the Company recognized gains on the settlement of certain legal matters and a project cancellation. (5) Reserve for notes receivable For the year ended December 29, 2018, loss represents a bad debt reserve for notes receivable associated with a previously sold business. The face amount of the notes was $1.4 million, which represented the Company's cash investment in the notes. The notes had accelerated payment terms that entitled the Company to a multiple-times payout of the face amount of the notes. The accelerated payment terms were originally fair-valued at $3.4 million. The Company had received cash payments on the notes of $2.2 million through December 29, 2018, and a further $0.3 million was received in 2019. (6) Contingent consideration For the year ended December 29, 2018, the gain represents an adjustment to the final contingent consideration obligation payable under an earn-out arrangement with the former unitholders of Citrusource, LLC ("Citrusource"), based on the results for the business in 2018. The Company has accrued $4.3 million related to this obligation, which is recorded in the current portion of long-term liabilities on the consolidated balance sheets as at December 28, 2019 and December 29, 2018. The settlement of this obligation is pending the outcome of a dispute between the parties related to the Unit Purchase Agreement by which the Company acquired Citrusource in March 2015. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 19. Income Taxes The recovery of income taxes differs from the amount that would have resulted from applying the combined Canadian federal and provincial statutory income tax rate to loss from continuing operations before income taxes due to the following: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Earnings (loss) before income taxes 2,617 (114,521 ) (170,397 ) Canadian statutory rate 26.5% 26.5% 26.5% Income tax provision (recovery) at statutory rate 694 (30,348 ) (45,155 ) Impact of changes in enacted tax rates (441 ) 1,976 (8,437 ) Foreign tax rate differential 126 2,562 (9,324 ) Impact of stock-based compensation and other non- 1,975 2,019 1,590 Change in valuation allowance 774 (3,717 ) 72 Goodwill impairment loss — 22,239 30,475 Change in unrecognized tax benefits — — (452 ) Other 93 (109 ) (4,598 ) Provision for (recovery of) income taxes 3,221 (5,378 ) (35,829 ) The components of earnings (loss) before income taxes are shown below: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Canada (11,295 ) (13,408 ) (3,286 ) U.S. 9,167 (107,068 ) (178,033 ) Other 4,745 5,955 10,922 2,617 (114,521 ) (170,397 ) The components of the provision for (recovery of) income taxes are shown below: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Current income tax provision (recovery): Canada (1,023 ) (1,334 ) (658 ) U.S. 588 (3,655 ) (10,346 ) Other 2,843 3,394 3,074 2,408 (1,595 ) (7,930 ) Deferred income tax provision (recovery): Canada 33 547 642 U.S. 731 (4,226 ) (28,606 ) Other 49 (104 ) 65 813 (3,783 ) (27,899 ) Provision for (recovery of) income taxes 3,221 (5,378 ) (35,829 ) Deferred income taxes of the Company are comprised of the following: December 28, 2019 December 29, 2018 $ $ Differences in property, plant and equipment and intangible assets (54,541 ) (54,841 ) Capital and non-capital losses 26,540 25,169 Tax benefit of scientific research expenditures 1,506 2,004 Inventory basis differences 2,248 3,755 Interest expense limitation (163j) 19,118 20,025 Other accrued reserves 2,321 1,366 (2,808 ) (2,522 ) Less: valuation allowance 6,219 5,445 Net deferred income tax liability (9,027 ) (7,967 ) T he components of the net deferred income tax liability are shown below : December 28, 2019 December 29, 2018 $ $ Canada (223 ) (148 ) U.S. (8,446 ) (7,147 ) Other (358 ) (672 ) (9,027 ) (7,967 ) The components of the deferred income tax valuation allowance are as follows: December 28, 2019 December 29, 2018 $ $ Balance, beginning of year 5,445 9,162 Increase (decrease) in valuation allowance 774 (3,717 ) Balance, end of year 6,219 5,445 As at December 28, 2019, the Company had approximately $0.6 million (December 29, 2018 - $1.1 million) in U.S. federal scientific research investment tax credits and $0.9 million (December 29, 2018 - $0.9 million) in U.S. State research and development tax credits, which will expire in varying amounts up to 2029. As at December 28, 2019, the Company had U.S. federal non-capital loss carry-forwards of approximately $78.0 million (December 29, 2018 - $72.0 million). In addition, the Company had state loss carry-forwards of approximately $14.4 million as at December 28, 2019 (December 29, 2018 - $15.1 million). These amounts are available to reduce future federal and state income taxes. As at December 28, 2019, the Company had Canadian capital losses of approximately $28.9 million (December 29, 2018 - $29.7 million) for which a full valuation allowance exists. These amounts are available to reduce future capital gains and do not expire. The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. In making such determinations, the Company considers all available positive and negative evidence, including future reversals of existing temporary differences, projected future taxable income, tax planning strategies and recent financial operations. Based on this evaluation, as at December 28, 2019, a valuation allowance of $ 6.2 5.4 Undistributed earnings of the Company's non-Canadian affiliates and associated companies are considered to be indefinitely reinvested; accordingly, no provision for deferred taxes has been provided thereon. The Company believes it has adequately examined its tax positions taken or expected to be taken in a tax return; however, amounts asserted by taxing authorities could differ from the Company's positions. Accordingly, additional provisions on federal, provincial, state and foreign tax-related matters could be recorded in the future as revised estimates are made or the underlying matters are settled or otherwise resolved. Consistent with its historical financial reporting, the Company has classified interest and penalties related to income tax liabilities, when applicable, as part of interest expense in its consolidated statements of operations, and with the related liability on the consolidated balance sheets. The number of years with open tax audits varies depending on the tax jurisdiction. The Company's major taxing jurisdictions include Canada (including Ontario), the U.S. (including multiple states), and the Netherlands. The Company's 2014 through 2018 tax years (and any tax year for which available non-capital loss carry-forwards were generated up to the amount of non-capital loss carry-forward) remain subject to examination by the Internal Revenue Service for U.S. federal tax purposes, and the 2010 through 2018 tax years remain subject to examination by the appropriate governmental agencies for Canadian federal tax purposes. There are other ongoing audits in various other jurisdictions that are not considered material to the Company's consolidated financial statements. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 28, 2019 | |
Earnings Per Share [Abstract] | |
Loss Per Share [Text Block] | 20. Loss Per Share Basic and diluted loss per share were calculated as follows (shares in thousands): December 28, 2019 December 29, 2018 December 30, 2017 Basic Loss Per Share Numerator for basic loss per share Loss attributable to SunOpta Inc. $ (758 ) $ (109,205 ) $ (135,320 ) Less: dividends and accretion on Series A Preferred Stock (8,022 ) (7,909 ) (7,809 ) Loss attributable to common shareholders $ (8,780 ) $ (117,114 ) $ (143,129 ) Denominator for basic loss per share Basic weighted-average number of shares outstanding 87,787 87,082 86,355 Basic loss per share $ (0.10 ) $ (1.34 ) $ (1.66 ) Diluted Loss Per Share Numerator for diluted loss per share Loss attributable to SunOpta Inc. $ (758 ) $ (109,205 ) $ (135,320 ) Less: dividends and accretion on Series A Preferred Stock (1) (8,022 ) (7,909 ) (7,809 ) Loss attributable to common shareholders $ (8,780 ) $ (117,114 ) $ (143,129 ) Denominator for diluted loss per share Basic weighted-average number of shares outstanding 87,787 87,082 86,355 Dilutive effect of the following: Series A Preferred Stock (1) — — — Stock options and restricted stock units (2) — — — Diluted weighted-average number of shares outstanding 87,787 87,082 86,355 Diluted loss per share $ (0.10 ) $ (1.34 ) $ (1.66 ) (1) (2) |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 28, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information [Text Block] | 21. Supplemental Cash Flow Information December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Changes in Non-Cash Working Capital, Net of Businesses Acquired or Sold Accounts receivable 5,065 (3,059) 35,773 Inventories 21,965 (16,032) 27,475 Income tax recoverable/payable (1,387) 5,744 (13,515) Prepaid expenses and other current assets (8,423) 3,662 (11,994 ) Accounts payable and accrued liabilities (5,917 ) (6,225 ) (20,437) Customer and other deposits (1,408 ) (3,457) 2,328 9,895 (19,367) 19,630 Non-Cash Investing and Financing Activities Accrued cash dividends on Series A Preferred Stock (1,700) (1,700 ) (1,700 ) Cash Paid Interest 32,278 32,020 29,683 Income taxes 4,554 2,936 4,150 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 28, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 22. Related Party Transactions The following table summarizes transactions and balances between the Company and related parties: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Transactions Purchases of fruits, grains and seeds (1) 29,609 19,975 18,487 Sales of agronomy products (2) 115 1,136 1,141 Sales of coffee beans (3) 1,726 1,626 1,954 Rent and other 156 59 220 Balances Grower loans (4) 3,100 1,500 — (1) Represents purchases of raw fruit, and fruit processing and freight services from companies related to the Managing Director of the Company's Mexican operations, as well as purchases of sunflower seeds and grains (prior to the sale of the soy and corn business) from employees of the Company, which are included in cost of goods sold on the consolidated statements of operations. (2) Represents sales of agronomy products to employees of the Company, which are included in revenues on the consolidated statements of operations. (3) Represents the sale of coffee beans from TOC to a company that is owned by the non-controlling shareholder of Trabocca B.V., a less-than-wholly-owned subsidiary of TOC. These sales are included in revenues on the consolidated statement of operations. (4) Represents loans made to the Managing Director of the Company's Mexican operations, to provide operating funds for farms owned by the director. These loans are secured by the crops grown on the farms, as well as other pledged assets of the director. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 28, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies [Text Block] | 23. Commitments and Contingencies Product Recall On November 20, 2017, Treehouse Foods, Inc., several of its related entities, and its insurer filed a lawsuit against the Company in the Circuit Court of Cook County, Illinois titled Treehouse Foods, Inc. et al. v. SunOpta Grains and Food, Inc. The Company was served with the Summons and Complaint on January 24, 2018. After the Company removed the case to the United States District Court for the Northern District of Illinois, the plaintiffs filed an Amended Complaint on April 23, 2018 and a second Amended Complaint on October 12, 2018. The plaintiffs allege economic damages resulting from the Company's 2016 voluntary recall of certain roasted sunflower kernel products due to the potential for listeria monocytogenes contamination. The plaintiffs brought claims for breach of contract, express and implied warranties and product guarantees, negligence, strict liability, negligent misrepresentation, and indemnity seeking $16.2 million in damages. There are no allegations of personal injury. On March 29, 2019, the court dismissed the plaintiffs' claims for negligence, strict liability, negligent misrepresentation, and common law indemnity. The Company is vigorously defending itself against the remaining contract and warranty-based claims. The Company cannot reasonably predict the outcome of this claim, nor can it estimate the amount of loss, or range of loss, if any, that may result from this claim. Other Claims In addition, various claims and potential claims arising in the normal course of business are pending against the Company. It is the opinion of management that these claims or potential claims are without merit and the amount of potential liability, if any, to the Company is not determinable. Management believes the final determination of these claims or potential claims will not materially affect the financial position or results of the Company. Environmental Laws The Company believes that, with respect to both its operations and real property, it is in material compliance with current environmental laws. Based on known existing conditions and the Company's experience in complying with emerging environmental issues, the Company is of the view that future costs relating to environmental compliance will not have a material adverse effect on its consolidated financial position, but there can be no assurance that unforeseen changes in the laws or enforcement policies of relevant governmental bodies, the discovery of changed conditions on the Company's real property or in its operations, or changes in the use of such properties and any related site restoration requirements, will not result in the incurrence of significant costs. Letters of Credit The Company has outstanding letters of credit at December 28, 2019 totaling $10.7 million (December 29, 2018 - $10.9 million). |
Segmented Information
Segmented Information | 12 Months Ended |
Dec. 28, 2019 | |
Segment Reporting [Abstract] | |
Segmented Information [Text Block] | 24. Segmented Information Effective the fourth quarter of 2019, the Company implemented changes to its organization and leadership structure to align with the operational and strategic objectives established by the Company's CEO. As a result, the Company established two new segments - a Plant-Based Foods and Beverages segment and a Fruit-Based Foods and Beverages segment - based on the synergistic nature of the underlying principal product ingredients. In addition, the Company realigned the Global Ingredients segment to combine its international organic ingredients operations and its co-manufactured premium juice program, based on shared raw material sourcing. Each segment has dedicated management, sales, marketing, plant operations, product development and business support teams, with full accountability to the CEO. With these changes, the composition of the Company's three operating segments is as follows: Global Ingredients includes the sourcing and sale of organic and non-GMO ingredients, including fruits, vegetables, oils, fats, coffee, nuts, dried fruits, sugars, liquid sweeteners, seeds, grains, rice and pulses, and the processing of value-added ingredients including cocoa liquor, butter and powder, sunflower kernel, oil and cakes, sesame seeds, and avocado oil. In addition, it includes partnerships with third-party co-manufacturers to produce consumer-packaged premium juice products (including private label orange juices, lemonades, and functional waters), utilizing internally-sourced raw materials. It also included the operations of the soy and corn business that was sold in 2019. Plant-Based Foods and Beverages includes plant-based beverages and liquid and dry ingredients (utilizing almond, soy, coconut, oat, hemp, and other bases), as well as broths, teas and nutritional beverages. In addition, it includes packaged dry- and oil-roasted in-shell sunflower and sunflower kernels, as well as corn-, soy- and legume-based roasted snacks, and the processing and sale of raw sunflower inshell and kernel for food and feed applications. It also included flexible resealable pouch and nutrition bar product lines that were exited in 2017. Fruit-Based Foods and Beverages includes individually quick frozen (“IQF”) fruit for retail (including strawberries, blueberries, mango, pineapple, blends, and other berries), IQF and bulk frozen fruit for foodservice (including purées, fruit cups and smoothies), and custom fruit preparations for industrial use. In addition, it includes fruit snacks, including bars, twists, ropes and bite-sized varieties. Corporate Services provides a variety of management, financial, information technology, treasury and administration services to each of the Company's operating segments. The segment information presented below for the years ended December 29, 2018 and December 30, 2017 has been restated to reflect the new segment structure. When reviewing the operating results of the Company's operating segments, management uses segment revenues from external customers and segment operating income/loss to assess performance and allocate resources. Segment operating income/loss excludes other income/expense items. In addition, interest expense and income taxes are not allocated to the operating segments. Segment Revenues and Operating Income Reportable segment operating results for the years ended December 28, 2019, December 29, 2018 and December 30, 2017 were as follows: December 28, 2019 Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Consolidated $ $ $ $ Segment revenues from external customers 478,772 361,398 349,852 1,190,022 Segment operating income (loss) 15,965 29,476 (26,873 ) 18,568 Corporate Services (21,322 ) Other income, net (see note 18) 40,048 Interest expense, net (34,677 ) Earnings before income taxes 2,617 December 29, 2018 Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Consolidated $ $ $ $ Segment revenues from external customers 581,307 314,076 365,469 1,260,852 Segment operating income (loss) 23,266 10,766 (16,029 ) 18,003 Corporate Services (14,071 ) Other expense, net (see note 18) (2,825 ) Goodwill impairment (see note 11) (81,222 ) Interest expense, net (34,406 ) Loss before income taxes (114,521 ) December 30, 2017 Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Consolidated $ $ $ $ Segment revenues from external customers 556,166 342,714 380,713 1,279,593 Segment operating income (loss) 25,589 (7,094 ) 13,570 32,065 Corporate Services (31,298 ) Other expense, net (see note 18) (23,660 ) Goodwill impairment (see note 11) (115,000 ) Interest expense, net (32,504 ) Loss before income taxes (170,397 ) Segment Assets Total assets by reportable segment as at December 28, 2019 and December 29, 2018 were as follows: December 28, 2019 December 29, 2018 $ $ Segment Assets Global Ingredients 293,453 354,986 Plant-Based Foods and Beverages 189,013 103,386 Fruit-Based Foods and Beverages 342,099 364,306 Total segment assets 824,565 822,678 Corporate Services 98,794 74,060 Total assets 923,359 896,738 Segment Capital Expenditures, Depreciation and Amortization Capital expenditures, depreciation and amortization by reportable segment for the years ended December 28, 2019, December 29, 2018 and December 30, 2017 were as follows: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Segment Capital Expenditures Global Ingredients 4,469 5,391 9,531 Plant-Based Foods and Beverages 15,289 12,241 17,401 Fruit-Based Foods and Beverages 9,689 5,586 9,182 Total segment capital expenditures 29,447 23,218 36,114 Corporate Services 3,317 8,385 5,025 Total capital expenditures 32,764 31,603 41,139 Segment Depreciation and Amortization Global Ingredients 5,480 6,117 5,828 Plant-Based Foods and Beverages 7,134 5,827 6,792 Fruit-Based Foods and Beverages 16,702 16,871 17,510 Total segment depreciation and amortization 29,316 28,815 30,130 Corporate Services 4,636 3,973 2,694 Total depreciation and amortization 33,952 32,788 32,824 Geographic Information The Company's assets, operations and employees are principally located in the U.S., Canada, Europe, Mexico and Ethiopia. Revenues from external customers are attributed to countries based on the location of the customer. Revenues from external customers by geographic area for the years ended December 28, 2019, December 29, 2018 and December 30, 2017 were as follows: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Revenues from External Customers U.S. 929,320 984,122 1,001,417 Canada 22,807 29,055 27,929 Europe and other 237,895 247,675 250,247 Total revenues from external customers 1,190,022 1,260,852 1,279,593 Long-lived assets consist of property, plant and equipment, net of accumulated depreciation, which are attributed to countries based on the physical location of the assets. Long-lived assets by geographic area as at December 28, 2019 and December 29, 2018 were as follows: December 28, 2019 December 29, 2018 $ $ Long-Lived Assets U.S. 147,465 134,598 Canada 2,401 2,787 Europe and other 34,684 33,647 Total long-lived assets 184,550 171,032 Major Customers For the year ended December 28, 2019, one customer accounted for approximately 11% of the Company's consolidated revenues and approximately 36% of Plant-Based Foods and Beverages segment revenues. The Company did not have any customers that exceeded 10% of total revenues for the years ended December 29, 2018 and December 30, 2017. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 28, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation [Policy Text Block] | Basis of Presentation These consolidated financial statements include the accounts of SunOpta Inc. and those of its wholly-owned and majority-owned subsidiaries (collectively, the "Company" or "SunOpta") and have been prepared by the Company in United States ("U.S.") dollars and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). All intercompany accounts and transactions have been eliminated on consolidation. As described in note 24, in the fourth quarter of 2019, the Company changed its segment reporting to reflect changes to its operating structure. All segment information presented in these consolidated financial statements for the current and comparative fiscal years has been restated to reflect the new segment reporting structure. |
Fiscal Year [Policy Text Block] | Fiscal Year The fiscal year of the Company consists of a 52- or 53-week period ending on the Saturday closest to December 31. Fiscal years 2019, 2018 and 2017 were each 52-week periods ending on December 28, 2019, December 29, 2018 and December 30, 2017, respectively. Fiscal year 2020 will be a 53-week period ending on January 2, 2021, with quarterly periods ending on March 28, June 27, and September 26, 2020. |
Use Of Estimates [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Areas involving significant estimates and assumptions include: allowances for doubtful accounts; inventory reserves; income tax liabilities and assets, and related valuation allowances; provisions for loss contingencies related to claims and litigation; allocation of the purchase price of acquired businesses; fair value of contingent consideration liabilities; useful lives of property, plant and equipment and intangible assets; expected lease terms and discount rates in measuring lease assets and liabilities; expected future cash flows used in evaluating long-lived assets for impairment; and reporting unit fair values in testing goodwill for impairment. The estimates and assumptions made require judgment on the part of management and are based on the Company's historical experience and various other factors that are believed to be reasonable in the circumstances. Management continually evaluates the information that forms the basis of its estimates and assumptions as the business of the Company and the general business environment changes. |
Business Acquisitions [Policy Text Block] | Business Acquisitions Acquired businesses are accounted for using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recorded at fair value, with limited exceptions. Any excess of the purchase price over the fair value of the net assets acquired is recorded as goodwill. Acquisition-related transaction costs are accounted for as an expense in the period in which the costs are incurred. Contingent consideration is measured at fair value and recognized as part of the consideration transferred in exchange for the acquired businesses. Contingent consideration liabilities are remeasured to fair value at each reporting date with the changes in fair value recognized in other expense/income on the consolidated statements of operations. |
Financial Instruments [Policy Text Block] | Financial Instruments The Company's financial instruments recognized in the consolidated balance sheets and included in working capital consist of cash and cash equivalents, accounts receivable, derivative instruments, accounts payable and accrued liabilities, and customer and other deposits. Cash and cash equivalents and derivative instruments are measured at fair value each reporting period. The fair values of the remaining financial instruments approximate their carrying values due to their short-term maturities. The Company's financial instruments exposed to credit risk include cash equivalents, accounts receivable and derivative instruments. The Company places its cash and cash equivalents with institutions of high creditworthiness. To limit the credit risk associated with derivative instruments, the Company contracts with counterparties that are highly-rated financial institutions. The Company's trade accounts receivable are not subject to a high concentration of credit risk. The Company routinely assesses the financial strength of its customers and believes that its accounts receivable credit risk exposure is limited. The Company maintains an allowance for doubtful accounts based on the expected collectability of the accounts receivable. |
Fair Value [Policy Text Block] | Fair Value Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (that is, an exit price). Fair value measurements are estimated based on inputs categorized as follows: Level 1 inputs include quoted prices (unadjusted) for identical assets or liabilities in active markets that are observable. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 includes unobservable inputs that reflect the Company’s own assumptions about what factors market participants would use in pricing the asset or liability. When measuring fair value, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. |
Foreign Currency Translation [Policy Text Block] | Foreign Currency Translation The assets and liabilities of the Company's operations having a functional currency other than the U.S. dollar are translated into U.S. dollars at the exchange rate prevailing at the balance sheet date, and at the average rate for the reporting period for revenue and expense items. The cumulative currency translation adjustment is recorded as a component of accumulated other comprehensive income in shareholders' equity. Foreign currency gains and losses related to the remeasurement of the Company's Mexican operation into its U.S. dollar functional currency are recognized in earnings. Exchange gains and losses on transactions occurring in a currency other than an operation’s functional currency are recognized in earnings. |
Cash and Cash Equivalents [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents consist of cash and short-term deposits with an original maturity of 90 days or less. |
Accounts Receivable [Policy Text Block] | Accounts Receivable Accounts receivable includes trade receivables that are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is an estimate of the amount of probable credit losses in existing accounts receivable. Account balances are charged off against the allowance when the Company determines the receivable will not be recovered. As at December 28, 2019 and December 29, 2018, no customer's balance represented 10% or more of the Company's consolidated trade receivables balance. |
Inventories [Policy Text Block] | Inventories Inventories (excluding commodity grains) are valued at the lower of cost and net realizable value. Shipping and handling costs are included in cost of goods sold on the consolidated statements of operations. As at December 29, 2018, inventories of commodity grains owned by the Company's former soy and corn business (see note 4) were valued based on quoted market prices. |
Property, Plant and Equipment [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is provided using the straight-line basis at rates reflecting the estimated useful lives of the assets. Buildings 20 - 40 years Machinery and equipment 5 - 20 years Enterprise software 3 - 5 years Office furniture and equipment 3 - 7 years Vehicles 3 - 7 years |
Goodwill [Policy Text Block] | Goodwill Goodwill represents the excess in a business combination of the purchase price over the estimated fair value of the identifiable net assets acquired. Goodwill is not amortized but is instead tested for impairment at least annually, or whenever events or circumstances change between the annual impairment tests that would indicate the carrying amount of goodwill may be impaired. The Company performs its annual test for goodwill impairment in the fourth quarter of each fiscal year. The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the fair value of a reporting unit exceeds its carrying value. If the Company elects to quantitatively assess goodwill, or it is not more likely than not that the fair value of a reporting unit exceeds its carrying value, the Company estimates the fair value of each of its reporting units. Goodwill impairment charges are recognized based on the excess of a reporting unit's carrying amount over its fair value. The fair values of the reporting units are determined using an income approach (discounted cash flow method). The results of the Company annual impairment tests for goodwill are described in note 11. |
Intangible Assets [Policy Text Block] | Intangible Assets The Company's finite-lived intangible assets consist of customer relationships, patents and trademarks, and other intangible assets. These intangible assets are amortized on a straight-line basis over their estimated useful lives as follows: Customer relationships 10 - 25 years Patents and trademarks 15 years Other 5 - 15 years |
Impairment of Long-Lived Assets [Policy Text Block] | Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable through undiscounted future cash flows. If impairment exists based on expected future undiscounted cash flows, a loss is recognized in earnings. The amount of the impairment loss is the excess of the carrying amount of the impaired asset over the fair value of the asset, typically determined using a discounted cash flow analysis (income approach). |
Derivative Instruments [Policy Text Block] | Derivative Instruments The Company is exposed to fluctuations in commodity prices and foreign currency exchange. The Company utilizes certain derivative financial instruments to enhance its ability to manage these risks, including exchange-traded commodity futures and forward foreign exchange contracts. Derivative instruments are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. The Company does not enter into contracts for speculative purposes. All derivative instruments are recognized on the consolidated balance sheets at fair value. Changes in the fair value of derivative instruments are recorded in earnings or other comprehensive earnings, based on whether the instrument is designated as part of a hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive income are reclassified to earnings in the period in which earnings are affected by the underlying hedged item. The ineffective portion of all hedges is recognized in earnings in the current period. As at December 28, 2019, the Company utilized the following derivative instruments to manage commodity and foreign currency risks: Exchange-traded commodity futures contracts to economically hedge its exposure to price fluctuations on cocoa and coffee transactions to the extent considered practicable for minimizing risk from market price fluctuations. Futures contracts used for economical hedging purposes are purchased and sold through regulated commodity exchanges in the U.S. However, inventories may not be completely hedged, due in part to the Company's assessment of its exposure from expected price fluctuations. All futures contracts are marked-to-market, with gains and losses on these contracts included in cost of goods sold on the consolidated statements of operations. Forward foreign exchange contracts to minimize exchange rate fluctuations relating to foreign currency denominated purchase and sale contracts and accounts payable and receivable. Forward foreign exchange contracts designated as hedges are marked-to-market with the effective portion of the gain or loss recognized in other comprehensive earnings and subsequently recognized in earnings in the same period the hedged item affects earnings. Gains and losses on forward exchange contracts not specifically designated as hedging instruments are included in foreign exchange gain/loss on the consolidated statements of operations. |
Debt Issuance Costs [Policy Text Block] | Debt Issuance Costs Costs incurred in connection with obtaining debt financing are deferred and amortized over the term of the financing arrangement using the effective interest method. Costs incurred to secure revolving lines of credit are recorded in other long-term assets. All other debt issuance costs are recorded as a direct deduction from the related debt liability. |
Customer and Other Deposits [Policy Text Block] | Customer and Other Deposits Customer and other deposits include prepayments by customers for merchandise inventory to be purchased at a future date. |
Income Taxes [Policy Text Block] | Income Taxes The Company follows the asset and liability method of accounting for income taxes whereby deferred income tax assets are recognized for deductible temporary differences and operating loss carry-forwards, and deferred income tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the amounts of assets and liabilities recorded for income tax and financial reporting purposes. Deferred income tax assets are recognized only to the extent that management determines that it is more likely than not that the deferred income tax assets will be realized. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The income tax expense or benefit is the income tax payable or recoverable for the year plus or minus the change in deferred income tax assets and liabilities during the year. The Company is subject to ongoing tax exposures, examinations and assessments in various jurisdictions. Accordingly, the Company may incur additional income tax expense based upon the outcomes of such matters. In addition, when applicable, the Company adjusts income tax expense to reflect the Company's ongoing assessments of such matters, which requires judgment and can materially increase or decrease its effective rate as well as impact operating results. The evaluation of tax positions taken or expected to be taken in a tax return is a two-step process, whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the related tax authority. |
Stock Incentive Plan [Policy Text Block] | Stock Incentive Plan The Company maintains a stock incentive plan under which stock options and other stock-based awards may be granted to selected employees and directors. The Company measures stock-based awards at fair value as of the date of grant. Compensation expense is recognized on a straight-line basis over vesting period of the entire stock-based award, based on the number of awards that ultimately vest. When exercised, stock-based awards are settled through the issuance of common shares and are therefore treated as equity awards. |
Revenue Recognition [Policy Text Block] | Revenue Recognition Revenue is recognized when the Company transfers control of promised goods to its customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods. See note 2 for further disclosures related to revenue. |
Earnings Per Share [Policy Text Block] | Earnings Per Share Basic earnings per share is computed by dividing earnings available to common shareholders by the weighted-average number of common shares outstanding during the year. Earnings available to common shareholders is computed by deducting dividends and accretion on convertible preferred stock from earnings attributable to SunOpta Inc. The potential diluted effect of stock options and other stock-based awards is computed using the treasury stock method whereby the weighted-average number of common shares used in the basic earnings per share calculation is increased to include the number of additional common shares that would have been outstanding if the potential dilutive common shares had been issued at the beginning of the year. The potential dilutive effect of convertible preferred stock is computed using the if-converted method whereby dividends and accretion on the convertible preferred stock are added back to the numerator, and the common shares resulting from the assumed conversion of the convertible preferred stock are included in the denominator of the diluted earnings per share calculation. |
Contingencies [Policy Text Block] | Contingencies In the normal course of business, the Company is subject to loss contingencies, such as accrued but unpaid bonuses; tax-related matters; and claims or litigation. Accruals for loss contingencies are recorded when the Company determines that it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. If the estimate of the amount of the loss is a range and some amount within the range appears to be a better estimate than any other amount within the range, that amount is accrued as a liability. If no amount within the range is a better estimate than any other amount, the minimum amount of the range is accrued as a liability. The Company recognizes an asset for insurance recoveries when a loss event has occurred and recovery is considered probable, to the extent that the potential recovery does not exceed the loss recognized. |
Recent Accounting Pronouncements [Policy Text Block] | Recent Accounting Pronouncements Adoption of New Accounting Standards In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, "Leases" ("ASC Topic 842"), which amends various aspects of legacy accounting guidance for leases, including the recognition of right-of-use assets and lease liabilities for leases classified as operating leases. The Company adopted ASC Topic 842 on a modified retrospective basis beginning the first quarter of 2019, and elected the transition option not to apply the new guidance, including disclosure requirements, in comparative reporting periods. Upon adoption, the Company also elected to apply the practical expedients available under the standard to not reassess its prior conclusions about lease identification, lease classification and initial direct costs. As a result, the adoption of ASC Topic 842 did not result in any cumulative-effect adjustment to the Company's opening accumulated deficit. The adoption of the new guidance resulted in the recognition of operating lease right-of-use assets and lease liabilities on the Company's consolidated balance sheet as at December 28, 2019, while the accounting for finance leases remained unchanged. The new guidance did not have any impact on the consolidated results of operations or cash flows of the Company for the year ended December 28, 2019. See note 10 for additional disclosures under ASC Topic 842. Recently Issued Accounting Standards, Not Adopted as at December 28, 2019 In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments," which requires measurement and recognition of expected versus incurred credit losses for most financial assets, including trade receivables. The adoption of this new guidance, effective the first quarter of 2020, is not expected to have a significant impact on the Company's consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule Of Useful Life for Property Plant and Equipment [Table Text Block] | Buildings 20 - 40 years Machinery and equipment 5 - 20 years Enterprise software 3 - 5 years Office furniture and equipment 3 - 7 years Vehicles 3 - 7 years |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Customer relationships 10 - 25 years Patents and trademarks 15 years Other 5 - 15 years |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of revenue [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Global Ingredients Organic and non-GMO ingredients 394,880 403,988 367,209 Premium juice 73,546 72,892 76,621 Soy and corn 10,346 104,427 112,336 Total Global Ingredients 478,772 581,307 556,166 Plant-Based Foods and Beverages Beverages and broths 286,381 244,888 217,285 Plant-based ingredients 22,944 14,788 14,904 Sunflower and roasted snacks 52,073 51,297 57,383 Flexible resealable pouch and nutrition bar products — 3,103 53,142 Total Plant-Based Foods and Beverages 361,398 314,076 342,714 Fruit-Based Foods and Beverages Frozen fruit 258,298 271,417 283,657 Fruit-based ingredients 47,762 50,830 61,715 Fruit snacks 43,792 43,222 35,341 Total Fruit-Based Foods and Beverages 349,852 365,469 380,713 Total revenues 1,190,022 1,260,852 1,279,593 |
Sale of Soy and Corn Business (
Sale of Soy and Corn Business (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Sale Of Soy And Corn Business [Abstract] | |
Schedule of gain on sale of the soy and corn business [Table Text Block] | $ Cash consideration 66,500 Post-closing adjustments (1,348 ) Transaction and related costs (1,828 ) Net proceeds 63,324 Current assets 22,810 Property, plant and equipment 8,423 Goodwill 1,526 Current liabilities (13,462 ) Net assets sold 19,297 Pre-tax gain on sale 44,027 |
Value Creation Plan (Tables)
Value Creation Plan (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedule Of Restructuring And Related Costs [Table Text Block] | (a) (b) (c) Employee Asset recruitment, Consulting impairments retention and fees and and facility termination temporary closure costs costs labor costs Total $ $ $ $ 2019 Balance payable, beginning of year 477 436 — 913 Costs incurred and charged to expense 308 7,988 1,353 9,649 Cash payments, net (584 ) (8,529 ) (1,353 ) (10,466 ) Non-cash adjustments — 4,131 — 4,131 Balance payable, end of year (1) 201 4,026 — 4,227 2018 Balance payable (receivable), beginning of year (700 ) 4,427 — 3,727 Costs incurred and charged to expense 1,364 600 410 2,374 Cash receipts (payments), net 1,068 (4,591 ) (410 ) (3,933 ) Non-cash adjustments (1,255 ) — — (1,255 ) Balance payable, end of year (1) 477 436 — 913 2017 Balance payable, beginning of year — 1,803 1,657 3,460 Costs incurred and charged to expense 21,766 11,618 16,528 49,912 Cash payments, net (10,746 ) (9,683 ) (18,185 ) (38,614 ) Non-cash adjustments (11,720 ) 689 — (11,031 ) Balance payable (receivable), end of year (700 ) 4,427 — 3,727 (1) (a) For the year ended December 28, 2019, costs incurred included costs to dismantle and move equipment from the Company's former soy extraction facility in Heuvelton, New York, which was closed in December 2016. As at December 28, 2019, the balance payable represented the remaining lease obligation related to the Company's former nutrition bar facility, which extends until December 2020. For the year ended December 29, 2018, costs incurred included an accrual for the remaining lease payments (net of sublease rentals) related to the vacated nutrition bar facility, and a loss on the disposal of the Company's Wahpeton, North Dakota, roasting facility. Net cash receipts included net proceeds on the sale of the roasting facility of $0.7 million and proceeds on the sale of nutrition bar equipment of $0.7 million. For the year ended December 30, 2017, costs incurred included an asset impairment loss of $3.7 million related to the closure of the Company's juice processing facility, and closure costs of $0.6 million incurred by the Company for rent and maintenance of the facility prior to its disposal. In addition, costs incurred included asset impairment losses related to the exits from flexible resealable pouch and nutrition bar operations of $16.1 million, and consolidation of the Company’s roasted snack operations of $1.3 million. Cash payments in 2017 related to the early buy-out of equipment leases related to exited operations, net of proceeds on the disposal of those assets. (b) For the year ended December 28, 2019, costs incurred included severance benefits related to employee terminations in connection with the workforce reduction program, and cost rationalizations associated with the sale of the soy and corn business, as well as accrued severance benefits for employees affected by the corporate office consolidation. In addition, recruitment, relocation and termination costs were incurred in connection with CEO transition in February 2019 and CFO transition in September 2019. Employee termination costs were recognized net of the reversal of $4.1 million of previously recognized stock-based compensation related to forfeited awards of terminated employees. As at December 28, 2019, the balance payable included accrued severance benefits payable to the Company's former CFO and other corporate office employees in 2020, and payable to certain other former employees through salary continuance extending up to 24 months, as well as accrued retention bonuses for certain employees who remain employed by the Company through specified dates in 2020. For the years ended December 29, 2018 and December 30, 2017, cost incurred included third-party recruiting fees incurred to identify and retain new employees; reimbursement of relocation costs for new employees; retention and signing bonuses accrued for certain existing and new employees; and severance benefits, net of forfeitures of stock-based awards, and legal costs related to employee terminations. (c) Consulting fees and temporary labor costs Represents the cost for third-party consultants and temporary labor engaged to support the initial design and implementation of the Value Creation Plan, which efforts were substantially completed during 2017, as well as other professional fees incurred in support of other measures subsequently taken under the plan. The following table summarizes costs incurred since the inception of the Value Creation Plan in 2016 to December 28, 2019: Employee Asset recruitment, Consulting impairments retention and fees and and facility termination temporary closure costs costs labor costs Total $ $ $ $ Costs incurred and charged to expense 34,960 22,969 22,332 80,261 Cash payments, net (10,262 ) (23,497 ) (22,332 ) (56,091 ) Non-cash adjustments (24,497 ) 4,554 — (19,943 ) Balance payable, December 28, 2019 201 4,026 — 4,227 December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Cost of goods sold (1) — 100 3,189 Selling, general and administrative expenses (2) 3,556 613 22,894 Other expense (3) 6,093 1,661 23,829 9,649 2,374 49,912 (1) Inventory write-downs and facility closure costs recorded in cost of goods sold were allocated to Plant-Based Foods and Beverages. (2) Consulting/professional fees and temporary labor costs, and employee recruitment, relocation and retention costs recorded in selling, general and administrative expenses were allocated to Corporate Services. (3) For the year ended December 28, 2019, costs recorded in other expense were allocated as follows: Global Ingredients - $0.2 million (December 29, 2018 - $ nil |
Derivative Financial Instrume_2
Derivative Financial Instruments and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Derivative Assets (Liabilities), at Fair Value, Net, by Balance Sheet Classification [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | December 28, 2019 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures contracts (1) Unrealized short-term derivative asset 284 284 — — Forward foreign currency contracts (2) Not designated as hedging instruments (73 ) — (73 ) — December 29, 2018 Fair value asset (liability) Level 1 Level 2 Level 3 $ $ $ $ Commodity futures and forward contracts (1) Unrealized short-term derivative asset 620 — 620 — Unrealized long-term derivative asset 7 — 7 — Unrealized short-term derivative liability (581 ) (94 ) (487 ) — Unrealized long-term derivative liability (17 ) — (17 ) — Forward foreign currency contracts (2) Not designated as hedging instruments 583 — 583 — Inventories carried at market (3) 3,239 — 3,239 — |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Receivables [Abstract] | |
Schedule of Trade receivables [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Trade receivables 122,144 132,301 Product recall-related insurance recoveries (1) 2,421 2,421 Allowance for doubtful accounts (3,120 ) (2,591 ) 121,445 132,131 (1) Represents the remaining expected insurance recoveries related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in 2016. |
Schedule of allowance for doubtful accounts [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Balance, beginning of year 2,591 2,912 Net additions to provision 1,097 416 Accounts receivable written off, net of recoveries (552 ) (717 ) Effects of foreign exchange rate differences (16 ) (20 ) Balance, end of year 3,120 2,591 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Raw materials and work-in-process 259,658 278,038 Finished goods 75,112 83,225 Company-owned grain (1) — 10,155 Inventory reserve (11,224 ) (9,461 ) 323,546 361,957 (1) Company-owned grain inventories as at December 29, 2018 were included in the sale of the soy and corn business. The change in the inventory reserve for the years ended December 28, 2019 and December 29, 2018 is comprised as follows: |
Schedule Of Inventory Reserve [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Balance, beginning of year 9,461 9,975 Additions to reserve during the year 12,487 12,169 Reserves applied and inventories written off during the year (10,697 ) (12,612 ) Effect of foreign exchange rate differences (27 ) (71 ) Balance, end of year 11,224 9,461 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | December 28, 2019 Accumulated Cost depreciation Net book value $ $ $ Land 7,254 — 7,254 Buildings 69,770 21,435 48,335 Machinery and equipment 214,608 99,633 114,975 Enterprise software 23,578 12,386 11,192 Office furniture and equipment 11,560 9,383 2,177 Vehicles 2,434 1,817 617 329,204 144,654 184,550 December 29, 2018 Accumulated Cost depreciation Net book value $ $ $ Land 7,075 — 7,075 Buildings 73,792 24,059 49,733 Machinery and equipment 192,982 94,920 98,062 Enterprise software 20,996 8,878 12,118 Office furniture and equipment 11,505 8,472 3,033 Vehicles 3,191 2,180 1,011 309,541 138,509 171,032 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Leases [Abstract] | |
Schedule of lease costs [Table Text Block] | December 28, 2019 $ Lease Costs Operating lease cost 19,321 Finance lease cost Depreciation of right-of-use assets 1,998 Interest on lease liabilities 286 Sublease income (476 ) Net lease cost 21,129 |
Schedule of Balance Sheet Classification, Cash Flow Information, Other Information [Table Text Block] | December 28, 2019 $ Balance Sheet Classification Operating leases Operating lease right-of-use assets 68,433 Current portion of operating lease liabilities 17,215 Operating lease liabilities 52,020 Total operating lease liabilities 69,235 Finance leases Property, plant and equipment, gross 24,445 Accumulated depreciation (6,528 ) Property, plant and equipment, net 17,917 Current portion of long-term debt 2,493 Long-term debt 13,730 Total finance lease liabilities 16,223 December 28, 2019 $ Cash Flow Information Cash paid for amounts included in measurement of lease liabilities Operating cash flows from operating leases 19,534 Operating cash flows from finance leases 286 Financing cash flows from finance leases 1,917 Right-of-use assets obtained in exchange for lease liabilities Operating leases 2,760 Finance leases 14,549 December 28, 2019 Other Information Weighted-average remaining lease term (years) Operating leases 5.9 Finance leases 5.9 Weighted-average discount rate (1) Operating leases 9.2% Finance leases 4.5% |
Schedule of lease liabilities maturities [Table Text Block] | Operating leases Finance leases $ $ Maturities of Lease Liabilities 2020 17,695 3,168 2021 15,100 3,168 2022 13,376 3,168 2023 8,842 2,572 2024 7,122 2,452 Thereafter 43,877 4,087 Total lease payments 106,012 18,615 Less: imputed interest (36,777 ) (2,392 ) Total lease liabilities 69,235 16,223 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Total $ $ $ $ Balance at December 30, 2017 24,313 — 85,220 109,533 Goodwill impairment — — (81,222 ) (81,222 ) Foreign exchange (352 ) — — (352 ) Balance at December 29, 2018 23,961 — 3,998 27,959 Acquisition of Sanmark (see note 3) 2,174 — — 2,174 Sale of soy and corn business (see note 4) (1,526 ) — — (1,526 ) Foreign exchange (185 ) — — (185 ) Balance at December 28, 2019 24,424 — 3,998 28,422 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | December 28, 2019 Cost Accumulated amortization Net book value $ $ $ Customer relationships 210,157 60,173 149,984 Patents, trademarks and other 1,919 1,894 25 212,076 62,067 150,009 December 29, 2018 Cost Accumulated amortization Net book value $ $ $ Customer relationships 210,845 49,937 160,908 Patents, trademarks and other 1,919 1,852 67 212,764 51,789 160,975 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | 2020 2021 2022 2023 2024 Thereafter Total $ $ $ $ $ $ $ Amortization expense 10,430 10,112 10,112 10,112 10,112 99,131 150,009 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Accounts payable 102,896 115,297 Payroll and commissions 15,577 8,817 Accrued product recall-related costs (1) 3,213 3,792 Accrued interest 5,022 5,346 Dividends payable on Series A Preferred Stock (see note 15) 1,700 1,700 Accrued grain liabilities (2) — 15,322 Other accruals 5,121 5,097 133,529 155,371 (1) Represents the provision for remaining unsettled customer claims related to the voluntary recall of certain roasted sunflower kernel products initiated by the Company in 2016. (2) Accrued grain liabilities as at December 29, 2018 were included in the sale of the soy and corn business. |
Bank Indebtedness and Long-Te_2
Bank Indebtedness and Long-Term Debt (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Bank Indebtedness Global Credit Facility (1) 241,666 276,776 Bulgarian credit facility (2) 3,870 3,558 245,536 280,334 Long-Term Debt Senior Secured Second Lien Notes, net of unamortized debt issuance costs of $5,094 (December 29, 2018 - $6,472) (3) 218,404 217,026 Finance lease liabilities (see note 10) 16,223 3,706 Asset-backed term loan (4) 4,386 3,103 Other 6,178 5,028 245,191 228,863 Less: current portion 2,987 1,840 242,204 227,023 |
Schedule of Maturities of Long-term Debt [Table Text Block] | $ 2020 3,796 2021 9,939 2022 227,337 2023 3,200 2024 3,080 Thereafter 5,918 Total gross repayments 253,270 Less: imputed interest (2,985) Less: debt issuance costs (5,094 ) 245,191 |
Schedule Of Interest Expense And Interest Income [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Interest expense 32,862 32,155 29,771 Amortization of debt issuance costs 2,721 2,536 2,825 Interest income (906 ) (285 ) (92 ) Interest expense, net 34,677 34,406 32,504 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | The following table summarizes stock option activity for the year ended December 28, 2019: Weighted- average Weighted- remaining average contractual Aggregate Stock options exercise price term (years) intrinsic value Outstanding, beginning of year 2,698,550 $ 7.76 Granted 12,400 3.57 Exercised (49,824 ) 3.27 Forfeited (617,531 ) 8.35 Expired (93,707 ) 9.51 Outstanding, end of year 1,949,888 $ 7.57 5.68 $ — Exercisable, end of year 1,370,188 $ 6.88 4.94 $ — The following table summarizes non-vested stock option activity during the year ended December 28, 2019: Weighted- average grant- Stock options date fair value Non-vested, beginning of year 1,433,648 $ 3.74 Granted 12,400 1.70 Vested (441,034 ) 3.08 Forfeited (425,314 ) 3.84 Non-vested, end of year 579,700 $ 4.14 |
Schedule of stock options granted using the Black-Scholes option pricing model [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 Grant-date stock price $ 3.57 $ 7.56 $ 9.29 Dividend yield (1) 0% 0% 0% Expected volatility (2) 48.6% 41.1% 42.1% Risk-free interest rate (3) 2.3% 2.9% 2.0% Expected life of options (years) (4) 5.8 6.0 6.4 (1) Determined based on expected annual dividend yield at the time of grant. (2) Determined based on historical volatility of the Company’s Common Shares over the expected life of the option. (3) Determined based on the yield on U.S. Treasury zero-coupon issues with maturity dates equal to the expected life of the option. (4) Determined using simplified method, as the Company changed the vesting period of its stock option grants from five years to three years in 2016, and, as a result, historical exercise data may not provide a reasonable basis upon which to estimate expected life. |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block] | The following table summarizes stock options outstanding and exercisable as at December 28, 2019: Weighted- average remaining Weighted- Weighted- Exercise price range Outstanding contractual life average exercise Exercisable average exercise Low High options (years) price options price $ 3.27 $ 5.50 325,115 5.76 $ 3.75 307,715 $ 3.73 5.51 6.73 469,455 4.64 6.19 469,455 6.19 6.74 8.98 331,610 4.63 7.56 265,498 7.41 8.99 9.79 559,761 7.50 9.44 87,327 9.26 9.80 13.86 263,947 4.93 10.73 240,193 10.80 1,949,888 5.68 $ 7.57 1,370,188 $ 6.88 |
Restricted stock units ("RSUs") [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] | The following table summarizes non-vested RSU activity during the year ended December 28, 2019: Weighted- average grant- RSUs date fair value Non-vested, beginning of year 597,837 $ 8.46 Granted 274,086 3.33 Vested (331,848 ) 7.79 Forfeited (127,062 ) 8.41 Non-vested, end of year 413,013 $ 5.64 |
Performance Share Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] | December 30, 2017 Grant-date stock price $ 9.33 Dividend yield 0% Expected volatility (1) 42.2% Risk-free interest rate (2) 1.5% Expected life (in years) (3) 3.0 (1) Determined based on the historical volatility of the Common Shares over 6.5 years, which is consistent with the volatility assumption for stock options granted to employees. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected life of the PSUs. (3) Determined based on vesting for the PSUs. |
Share-based Compensation Arrangements by Share-based Payment Award, Performance-Based Units, Vested and Expected to Vest [Table Text Block] | The following table summarizes non-vested PSU activity during the year ended December 28, 2019: Weighted- average grant- PSUs date fair value Non-vested, beginning of year 1,361,896 $ 5.60 Granted 2,846,962 3.42 Forfeited or cancelled (1,272,743 ) 4.23 Non-vested, end of year 2,936,115 $ 4.08 |
Chief Executive Officer [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock options granted using the Black-Scholes option pricing model [Table Text Block] | Stock Options PSUs Grant-date stock price $ 3.36 $ 3.36 Exercise price $ 3.36 NA Dividend yield 0% 0% Expected volatility (1) 47.9% 55.7% Risk-free interest rate (2) 2.4% 2.3% Expected life (in years) (3) 6.5 1.8 (1) Determined based on the historical volatility of the Common Shares over the expected life of the stock options and performance period of the PSUs. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected life of the stock options and performance period of the PSUs. (3) Determined based on the mid-point of vesting (three years) and expiration (ten years) for the stock options and the derived service period for the PSUs. |
Chief Financial Officer [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock options granted using the Black-Scholes option pricing model [Table Text Block] | Stock Options PSUs Grant-date stock price $ 2.38 $ 2.38 Exercise price $ 2.38 NA Dividend yield 0% 0% Expected volatility (1) 49.7% 55.9% Risk-free interest rate (2) 1.4% 1.4% Expected life (in years) (3) 6.5 2.1 (1) Determined based on the historical volatility of the Common Shares over the expected life of the stock options and performance period of the PSUs. (2) Determined based on U.S. Treasury yields with a remaining term equal to the expected life of the stock options and performance period of the PSUs. (3) Determined based on the mid-point of vesting (three years) and expiration (ten years) for the stock options and the derived service period for the PSUs. |
Other Expense (Income), Net (Ta
Other Expense (Income), Net (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) [Table Text Block] | December 28 , 2019 December 29, 2018 December 30, 2017 $ $ $ Gain on sale of soy and corn business (see note 4) (44,027) — — Employee termination and recruitment costs (1) 5,785 397 5,636 Impairment of long-lived assets and facility closure 308 1,264 18,193 Product withdrawal and recall costs (3) 260 1,504 413 Settlement gains (4) (3,065 ) — (1,024 ) Reserve for notes receivable (5) — 2,232 — Increase (decrease) in fair value of contingent consideration consideration (6) — (2,635 ) 371 Other 691 63 71 (40,048) 2,825 23,660 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Earnings (loss) before income taxes 2,617 (114,521 ) (170,397 ) Canadian statutory rate 26.5% 26.5% 26.5% Income tax provision (recovery) at statutory rate 694 (30,348 ) (45,155 ) Impact of changes in enacted tax rates (441 ) 1,976 (8,437 ) Foreign tax rate differential 126 2,562 (9,324 ) Impact of stock-based compensation and other non- 1,975 2,019 1,590 Change in valuation allowance 774 (3,717 ) 72 Goodwill impairment loss — 22,239 30,475 Change in unrecognized tax benefits — — (452 ) Other 93 (109 ) (4,598 ) Provision for (recovery of) income taxes 3,221 (5,378 ) (35,829 ) The components of earnings (loss) before income taxes are shown below: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Canada (11,295 ) (13,408 ) (3,286 ) U.S. 9,167 (107,068 ) (178,033 ) Other 4,745 5,955 10,922 2,617 (114,521 ) (170,397 ) The components of the provision for (recovery of) income taxes are shown below: December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Current income tax provision (recovery): Canada (1,023 ) (1,334 ) (658 ) U.S. 588 (3,655 ) (10,346 ) Other 2,843 3,394 3,074 2,408 (1,595 ) (7,930 ) Deferred income tax provision (recovery): Canada 33 547 642 U.S. 731 (4,226 ) (28,606 ) Other 49 (104 ) 65 813 (3,783 ) (27,899 ) Provision for (recovery of) income taxes 3,221 (5,378 ) (35,829 ) |
Schedule of deferred tax assets and liabilities [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Differences in property, plant and equipment and intangible assets (54,541 ) (54,841 ) Capital and non-capital losses 26,540 25,169 Tax benefit of scientific research expenditures 1,506 2,004 Inventory basis differences 2,248 3,755 Interest expense limitation (163j) 19,118 20,025 Other accrued reserves 2,321 1,366 (2,808 ) (2,522 ) Less: valuation allowance 6,219 5,445 Net deferred income tax liability (9,027 ) (7,967 ) |
Schedule of deferred tax assets and liabilities by geographic segment [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Canada (223 ) (148 ) U.S. (8,446 ) (7,147 ) Other (358 ) (672 ) (9,027 ) (7,967 ) |
Schedule Of Deferred Income Tax Valuation Allowance [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Balance, beginning of year 5,445 9,162 Increase (decrease) in valuation allowance 774 (3,717 ) Balance, end of year 6,219 5,445 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 Basic Loss Per Share Numerator for basic loss per share Loss attributable to SunOpta Inc. $ (758 ) $ (109,205 ) $ (135,320 ) Less: dividends and accretion on Series A Preferred Stock (8,022 ) (7,909 ) (7,809 ) Loss attributable to common shareholders $ (8,780 ) $ (117,114 ) $ (143,129 ) Denominator for basic loss per share Basic weighted-average number of shares outstanding 87,787 87,082 86,355 Basic loss per share $ (0.10 ) $ (1.34 ) $ (1.66 ) Diluted Loss Per Share Numerator for diluted loss per share Loss attributable to SunOpta Inc. $ (758 ) $ (109,205 ) $ (135,320 ) Less: dividends and accretion on Series A Preferred Stock (1) (8,022 ) (7,909 ) (7,809 ) Loss attributable to common shareholders $ (8,780 ) $ (117,114 ) $ (143,129 ) Denominator for diluted loss per share Basic weighted-average number of shares outstanding 87,787 87,082 86,355 Dilutive effect of the following: Series A Preferred Stock (1) — — — Stock options and restricted stock units (2) — — — Diluted weighted-average number of shares outstanding 87,787 87,082 86,355 Diluted loss per share $ (0.10 ) $ (1.34 ) $ (1.66 ) |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Changes in Non-Cash Working Capital, Net of Businesses Acquired or Sold Accounts receivable 5,065 (3,059) 35,773 Inventories 21,965 (16,032) 27,475 Income tax recoverable/payable (1,387) 5,744 (13,515) Prepaid expenses and other current assets (8,423) 3,662 (11,994 ) Accounts payable and accrued liabilities (5,917 ) (6,225 ) (20,437) Customer and other deposits (1,408 ) (3,457) 2,328 9,895 (19,367) 19,630 Non-Cash Investing and Financing Activities Accrued cash dividends on Series A Preferred Stock (1,700) (1,700 ) (1,700 ) Cash Paid Interest 32,278 32,020 29,683 Income taxes 4,554 2,936 4,150 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Transactions Purchases of fruits, grains and seeds (1) 29,609 19,975 18,487 Sales of agronomy products (2) 115 1,136 1,141 Sales of coffee beans (3) 1,726 1,626 1,954 Rent and other 156 59 220 Balances Grower loans (4) 3,100 1,500 — |
Segmented Information (Tables)
Segmented Information (Tables) | 12 Months Ended |
Dec. 28, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | December 28, 2019 Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Consolidated $ $ $ $ Segment revenues from external customers 478,772 361,398 349,852 1,190,022 Segment operating income (loss) 15,965 29,476 (26,873 ) 18,568 Corporate Services (21,322 ) Other income, net (see note 18) 40,048 Interest expense, net (34,677 ) Earnings before income taxes 2,617 December 29, 2018 Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Consolidated $ $ $ $ Segment revenues from external customers 581,307 314,076 365,469 1,260,852 Segment operating income (loss) 23,266 10,766 (16,029 ) 18,003 Corporate Services (14,071 ) Other expense, net (see note 18) (2,825 ) Goodwill impairment (see note 11) (81,222 ) Interest expense, net (34,406 ) Loss before income taxes (114,521 ) December 30, 2017 Plant-Based Fruit-Based Global Foods and Foods and Ingredients Beverages Beverages Consolidated $ $ $ $ Segment revenues from external customers 556,166 342,714 380,713 1,279,593 Segment operating income (loss) 25,589 (7,094 ) 13,570 32,065 Corporate Services (31,298 ) Other expense, net (see note 18) (23,660 ) Goodwill impairment (see note 11) (115,000 ) Interest expense, net (32,504 ) Loss before income taxes (170,397 ) |
Schedule of Segment Revenue from External Customers by Segment [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Revenues from External Customers U.S. 929,320 984,122 1,001,417 Canada 22,807 29,055 27,929 Europe and other 237,895 247,675 250,247 Total revenues from external customers 1,190,022 1,260,852 1,279,593 |
Schedule of Segment Long-lived Assets by Geographic Areas [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Long-Lived Assets U.S. 147,465 134,598 Canada 2,401 2,787 Europe and other 34,684 33,647 Total long-lived assets 184,550 171,032 |
Schedule of Assets from Segment to Consolidated [Table Text Block] | December 28, 2019 December 29, 2018 $ $ Segment Assets Global Ingredients 293,453 354,986 Plant-Based Foods and Beverages 189,013 103,386 Fruit-Based Foods and Beverages 342,099 364,306 Total segment assets 824,565 822,678 Corporate Services 98,794 74,060 Total assets 923,359 896,738 |
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated [Table Text Block] | December 28, 2019 December 29, 2018 December 30, 2017 $ $ $ Segment Capital Expenditures Global Ingredients 4,469 5,391 9,531 Plant-Based Foods and Beverages 15,289 12,241 17,401 Fruit-Based Foods and Beverages 9,689 5,586 9,182 Total segment capital expenditures 29,447 23,218 36,114 Corporate Services 3,317 8,385 5,025 Total capital expenditures 32,764 31,603 41,139 Segment Depreciation and Amortization Global Ingredients 5,480 6,117 5,828 Plant-Based Foods and Beverages 7,134 5,827 6,792 Fruit-Based Foods and Beverages 16,702 16,871 17,510 Total segment depreciation and amortization 29,316 28,815 30,130 Corporate Services 4,636 3,973 2,694 Total depreciation and amortization 33,952 32,788 32,824 |
Significant Accounting Polici_4
Significant Accounting Policies (Narrative) (Details) | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Description of threshold limit of income tax positions | for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the related tax authority | |
Description of trade receivable balance | no customer's balance represented 10% or more of the Company's consolidated trade receivables balance | no customer's balance represented 10% or more of the Company's consolidated trade receivables balance |
Operating Cycle | The fiscal year of the Company consists of a 52- or 53-week period ending on the Saturday closest to December 31. Fiscal years 2019, 2018 and 2017 were each 52-week periods ending on December 28, 2019, December 29, 2018 and December 30, 2017, respectively. Fiscal year 2020 will be a 53-week period ending on January 2, 2021, with quarterly periods ending on March 28, June 27, and September 26, 2020 |
Business Acquisition (Narrative
Business Acquisition (Narrative) (Details) - USD ($) $ in Thousands | Apr. 01, 2019 | Dec. 28, 2019 |
Business Acquisition [Line Items] | ||
Goodwill, Acquired During Period | $ 2,174 | |
Sanmark B V [Member] | ||
Business Acquisition [Line Items] | ||
Percentage of outstanding shares acquired | 100.00% | |
Payments to Acquire Businesses, Gross | $ 3,300 | |
Working capital acquired | 1,100 | |
Goodwill, Acquired During Period | $ 2,200 |
Sale of Soy and Corn Business_2
Sale of Soy and Corn Business (Narrative) (Details) - Sunopta Grains And Foods Inc [Member] - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |
Feb. 22, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from sale of business | $ 66.5 | ||
Revenue | 10.3 | $ 104.4 | $ 112.3 |
Earnings (loss) before income taxes | $ (0.2) | $ 6.8 | $ 8.9 |
Value Creation Plan (Narrative)
Value Creation Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Reversal of previously recognized stock-based compensation related to forfeited awards of terminated employees | $ 4.1 | $ 0.7 | |
Flexible Resealable Pouch And Nutrition Bar [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Closing costs | 1.3 | ||
Disposal of cost incurred for additional asset impairment loss | 16.1 | ||
Wahpeton Roasting Facility [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Proceeds from sale of lease receivables | $ 0.7 | ||
Costs incurred for remaining lease obligation to sublease rentals | 0.7 | ||
San Bernardino Facility [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Closing costs | 0.6 | ||
Disposal of cost incurred for additional asset impairment loss | 3.7 | ||
Global Ingredients [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other expense | 0.2 | 3.9 | |
Corporate Services [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other expense | 4.3 | 0.2 | 1.8 |
Plant-Based Foods and Beverages [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other expense | 0.5 | 1.4 | 16.8 |
Fruit Based Foods and Beverages [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other expense | $ 1 | $ 0.1 | $ 1.3 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Fair Value Measurements (Narrative) (Details) $ in Thousands, € in Millions, £ in Millions, SFr in Millions | 12 Months Ended | ||||||
Dec. 28, 2019USD ($)T | Dec. 29, 2018USD ($)T | Dec. 30, 2017USD ($) | Dec. 28, 2019CHF (SFr) | Dec. 28, 2019EUR (€) | Dec. 28, 2019GBP (£) | Dec. 28, 2019USD ($) | |
Derivative [Line Items] | |||||||
Unrealized gain (loss) on derivative contracts | $ 410 | $ (465) | $ 631 | ||||
Fair value adjustments | 0 | (2,635) | 371 | ||||
Not designated as hedging instruments [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative Instruments, Gain (Loss) Recognized in Income, Net | $ (700) | $ 1,600 | (2,400) | ||||
Not designated as hedging instruments [Member] | Cocoa [Member] | Future And Forward Contracts [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, Nonmonetary Notional Amount | T | 3,210 | 6,730 | |||||
Not designated as hedging instruments [Member] | Coffee [Member] | Future And Forward Contracts [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, Nonmonetary Notional Amount | T | 306 | 85 | |||||
Not designated as hedging instruments [Member] | Recurring basis [Member] | |||||||
Derivative [Line Items] | |||||||
Unrealized gain (loss) on derivative contracts | $ 400 | $ (600) | 0 | ||||
Not designated as hedging instruments [Member] | Recurring basis [Member] | Forward Foreign Exchange Contracts To Swiss francs To Buy U. S. Dollars Member | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | SFr 1.2 | $ 1,200 | |||||
Not designated as hedging instruments [Member] | Recurring basis [Member] | Forward Foreign Exchange Contracts To Sell Euros To Buy U.S. Dollars [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | € 14.5 | $ 16,400 | |||||
Not designated as hedging instruments [Member] | Recurring basis [Member] | Forward Foreign Exchange Contracts To Sell British Pounds To Buy Euros [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | € 0.9 | £ 0.8 | |||||
Not designated as hedging instruments [Member] | Recurring basis [Member] | Soy And Corn [Member] | |||||||
Derivative [Line Items] | |||||||
Unrealized gain (loss) on derivative contracts | 100 | 600 | |||||
Designated as hedging instruments [Member] | Recurring basis [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||||
Derivative [Line Items] | |||||||
Foreign Currency Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | 500 | 1,800 | |||||
Gain (Loss) on Components Excluded from Assessment of Foreign Currency Cash Flow Hedge Effectiveness | $ 100 | $ 1,400 | |||||
Foreign exchange loss an unrealized gain ineffective portion of the hedge | 0.9 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 329,204 | $ 309,541 | |
Property, plant and equipment, net | 184,550 | 171,032 | |
Depreciation | 23,000 | 21,900 | $ 21,700 |
Machinery and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 214,608 | 192,982 | |
Property, plant and equipment, net | 114,975 | 98,062 | |
Inventory, parts and components, net of reserves | 5,600 | 4,900 | |
Machinery and Equipment [Member] | Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 15,000 | 19,400 | |
Machinery and Equipment [Member] | Finance Leases [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 24,400 | 10,100 | |
Property, plant and equipment, net | $ 17,900 | $ 3,400 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Operating Leased Assets [Line Items] | |||
Term of finance lease | 7 years | ||
Rental expense under operating leases | $ 22.7 | $ 28 | |
Right of use assets in property plant and equipment | $ 14.5 | ||
Right-of-Use Asset for which lease had not commenced | As at December 28, 2019, the Company did not have any material commitments for right-of-use assets for which the leases had not commenced. | ||
Minimum [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessee, Operating Lease, Term of Contract | 1 year | ||
Maximum [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessee, Operating Lease, Term of Contract | 15 years | ||
Real estate operating leases | |||
Operating Leased Assets [Line Items] | |||
Lessee, Operating Lease, Renewal Term | 10 years |
Goodwill (Narrative) (Details)
Goodwill (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Dec. 28, 2019 | |
Goodwill [Line Items] | |||
Goodwill, impairment loss | $ 81,222 | $ 115,000 | |
Global Ingredients [Member] | |||
Goodwill [Line Items] | |||
Net goodwill balance reallocated | 15,100 | 15,100 | $ 15,100 |
Goodwill, impairment loss | 0 | ||
Fruit Based Foods and Beverages [Member] | |||
Goodwill [Line Items] | |||
Net goodwill balance reallocated | 4,000 | $ 85,200 | $ 4,000 |
Goodwill, impairment loss | $ 81,222 |
Intangible assets (Narrative) (
Intangible assets (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of Intangible Assets | $ 10,971 | $ 11,038 | $ 11,195 |
Bank Indebtedness and Long-Te_3
Bank Indebtedness and Long-Term Debt (Narrative) (Details) $ in Thousands, € in Millions | 1 Months Ended | 12 Months Ended | |||||
Aug. 30, 2019EUR (€) | Oct. 22, 2018USD ($) | Sep. 19, 2017USD ($) | Dec. 28, 2019USD ($) | Dec. 30, 2017EUR (€) | Aug. 29, 2019EUR (€) | Oct. 20, 2016USD ($) | |
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Initiation Date | Feb. 11, 2016 | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000 | ||||||
Line of Credit Facility, Description | On February 11, 2016, the Company entered into a five-year credit agreement for a senior secured asset-based revolving credit facility with a syndicate of banks in the maximum aggregate principal amount of $350.0 million, subject to borrowing base capacity (the "Global Credit Facility"). The Global Credit Facility is used to support the working capital and general corporate needs of the Company's global operations, in addition to funding future strategic initiatives. The Global Credit Facility also includes borrowing capacity available for letters of credit and provides for borrowings on same-day notice, including in the form of swingline loans. On January 28, 2020, the Company entered into a restatement agreement, amending and restating the existing credit agreement to, among other things, extend the maturity date of the Global Credit Facility to March 31, 2022. Individual borrowings under the Global Credit Facility have terms of six months or less and bear interest based on various reference rates plus an applicable margin. The margin ranges from 0.25% to 0.75% with respect to base rate and prime rate borrowings and from 1.25% to 1.75% for eurocurrency rate and bankers' acceptance rate borrowings. In addition, under the restatement agreement, the margin is increased by an additional 0.50% while the Company's total leverage ratio exceeds a specific threshold. | ||||||
Line of Credit Facility, Expiration Date | Mar. 31, 2022 | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Interest Rate During Period | 0.25% | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Interest Rate During Period | 0.75% | ||||||
Revolving Credit Facility [Member] | Prime Rate [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Interest Rate During Period | 1.25% | ||||||
Revolving Credit Facility [Member] | Prime Rate [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Interest Rate During Period | 1.75% | ||||||
US Subfacility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000 | ||||||
Line of Credit Facility, Description | On September 19, 2017, the Company entered into an amendment to the Global Credit Facility to add a $15.0 million U.S. asset-based credit subfacility (the "U.S. Subfacility"). | ||||||
Line of Credit Facility, Increase (Decrease), Net | $ 15,000 | ||||||
Line of Credit Facility, Date of First Required Payment | Mar. 31, 2019 | ||||||
Line of Credit Facility, Periodic Payment, Principal | $ 3,330 | ||||||
Line of Credit Facility, Interest Rate Description | Borrowings under the U.S. Subfacility bear interest based on various reference rates plus a margin of 3.50%. The applicable margin for the U.S. Subfacility is set quarterly based on average borrowing availability for the preceding fiscal quarter ranges from 2.00% to 2.50% with respect to base rate and prime rate borrowings and from 3.00% to 3.50% for eurocurrency rate and bankers’ acceptance rate borrowings. | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||
Drawdown credit facility | $ 10,000 | ||||||
US Subfacility [Member] | Base Rate And Prime Rate [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||||||
US Subfacility [Member] | Base Rate And Prime Rate [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.50% | ||||||
US Subfacility [Member] | Eurocurrency Rate And Bankers Acceptance Rate [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ||||||
US Subfacility [Member] | Eurocurrency Rate And Bankers Acceptance Rate [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ||||||
Senior Secured Second Lien Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | ||||||
Debt Instrument, Description | On October 20, 2016, the Company's subsidiary, SunOpta Foods Inc. ("SunOpta Foods") issued $231.0 million of 9.5% Senior Secured Second Lien Notes due 2022 (the "Notes"). As at December 28, 2019, the outstanding principal amount of the Notes was $223.5 million, reflecting the redemption of $7.5 million principal amount by SunOpta Foods in October 2017. Debt issuance costs are recorded as a reduction against the principal amount of the Notes and are being amortized over the six-year term of the Notes. | ||||||
Debt Instrument, Issuance Date | Oct. 20, 2016 | ||||||
Debt Instrument, Face Amount | $ 223,500 | $ 231,000 | |||||
Debt Instrument, Redemption, Amount | $ 7,500 | ||||||
Debt Instrument, Frequency of Periodic Payment | Interest on the Notes is payable semi-annually in arrears on April 15 and October 15 at a rate of 9.5% per annum. | ||||||
Debt Instrument, Maturity Date | Oct. 9, 2022 | ||||||
Debt Instrument, Redemption, Description | At any time after October 9, 2019, SunOpta Foods may redeem the Notes, in whole or in part, at a redemption price equal to 104.750% from October 9, 2019 through October 8, 2020, 102.375% from October 9, 2020 through October 8, 2021 and at par thereafter, plus accrued and unpaid interest, if any, to but excluding the date of redemption. Certain additional redemption rights were applicable prior to October 9, 2019. In the event of a change of control, SunOpta Foods will be required to make an offer to repurchase the Notes at 101.000% of their principal amount, plus accrued and unpaid interest, if any, to the date of purchase.The Notes are secured by second-priority liens on substantially all of the assets that secure the credit facilities provided under the Global Credit Facility, subject to certain exceptions and permitted liens. The Notes are senior secured obligations and rank equally in right of payment with SunOpta Foods' existing and future senior debt and senior in right of payment to any future subordinated debt. The Notes are effectively subordinated to debt under the Global Credit Facility and any future indebtedness secured on a first priority basis. The Notes are initially guaranteed on a senior secured second-priority basis by the Company and each of its subsidiaries (other than SunOpta Foods) that guarantees indebtedness under the Global Credit Facility, subject to certain exceptions.The Notes are subject to covenants that, among other things, limit the Company's ability to (i) incur additional debt or issue preferred stock; (ii) pay dividends and make certain types of investments and other restricted payments; (iii) create liens; (iv) enter into transactions with affiliates; (v) sell assets; and (vi) create restrictions on the ability of restricted subsidiaries to pay dividends, make loans or advances or transfer assets to the Company, SunOpta Foods or any guarantor of the Notes. The foregoing covenants are subject to certain threshold amounts and exceptions as set forth in the indenture governing the Notes. In addition, the indenture provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the indenture, certain payment defaults or acceleration of other indebtedness, a failure to pay certain judgments and certain events of bankruptcy and insolvency. If an event of default occurs and is continuing, the trustee or holders of at least 25% in principal amount of the outstanding Notes may declare the principal of and accrued and unpaid interest on, if any, all the Notes to be due and payable.As at December 28, 2019, the estimated fair value of the outstanding Notes was approximately $230 million, based on quoted prices of the most recent over-the-counter transactions (level 2). | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 10.40% | ||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 230,000 | ||||||
Senior Secured Second Lien Notes [Member] | from October 9, 2019 through October 8, 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Redemption Price, Percentage | 104.75% | ||||||
Senior Secured Second Lien Notes [Member] | from October 9, 2020 through October 8, 2021 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Redemption Price, Percentage | 102.375% | ||||||
Global Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Weighted Average Interest Rate | 3.37% | ||||||
Bulgarian Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | € | € 6 | € 4.5 | |||||
Line of Credit Facility, Interest Rate During Period | 2.75% | ||||||
Asset Backed Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Description | On December 28, 2017, TOC entered into a €3.0 million asset-backed term loan. | ||||||
Debt Instrument, Issuance Date | Dec. 28, 2017 | ||||||
Debt Instrument, Face Amount | € | € 3 | ||||||
Debt Instrument, Frequency of Periodic Payment | Interest on this loan accrues at an effective rate of 3.06% and the loan matures on December 28, 2027. Principal and accrued interest is repayable in equal monthly installments. | ||||||
Debt Instrument, Maturity Date | Dec. 28, 2027 | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.06% | ||||||
Asset Backed Term Loans Two [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Description | On January 8, 2019, TOC entered into a second asset-backed term loan for €1.6 million | ||||||
Debt Instrument, Issuance Date | Jan. 8, 2019 | ||||||
Debt Instrument, Face Amount | € | € 1.6 | ||||||
Debt Instrument, Frequency of Periodic Payment | accrues interest at an effective rate of 3.42% and matures on December 28, 2027. Principal and accrued interest on these loans are repayable in equal monthly installments | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.06% | 3.42% |
Series A Preferred Stock (Narra
Series A Preferred Stock (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Temporary Equity [Line Items] | |||
Payment of cash dividends on Series A Preferred Stock | $ 6,800 | $ 6,800 | $ 6,691 |
Preferred stock accretion to redemption value | $ 1,222 | 1,109 | 1,009 |
Series A Preferred Stock [Member] | Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. | |||
Temporary Equity [Line Items] | |||
Preferred Stock, Shares Issued | 85,000 | ||
Preferred Stock, Value, Issued | $ 85,000 | ||
Preferred Stock Issuance Costs | 6,000 | ||
Preferred Stock, Redemption Amount | $ 85,000 | ||
Preferred Stock, Redemption Terms | At any time on or after October 7, 2021, SunOpta Foods may redeem all of the Preferred Stock for an amount, per share of Preferred Stock, equal to the value of the liquidation preference at such time. The carrying value of the Preferred Stock is being accreted to the redemption amount of $85.0 million through charges to accumulated deficit over the period preceding October 7, 2021. | ||
Preferred Stock, Dividend Preference or Restrictions | In connection with the Subscription Agreement, the Company agreed to, among other things (i) ensure SunOpta Foods has sufficient funds to pay its obligations under the terms of the Preferred Stock and (ii) grant each holder of Preferred Stock (the "Holder") the right to exchange the Preferred Stock for shares of common stock of the Company (the "Common Shares"). The Preferred Stock is non-participating with the Common Shares in dividends and undistributed earnings of the Company. | ||
Preferred Stock, Liquidation Preference Per Share | $ 1,000 | ||
Preferred Stock Annualized Rate | 8.00% | ||
Preferred Stock, Dividend Payment Terms | Cumulative preferred dividends accrue daily on the Preferred Stock at an annualized rate of 8.0% of the liquidation preference prior to October 5, 2025 and 12.5% of the liquidation preference thereafter (subject to an increase of 1.0% per quarter, up to a maximum rate of 5.0% per quarter on the occurrence of certain events of non-compliance). Prior to October 5, 2025, SunOpta Foods may pay dividends in cash or elect, in lieu of paying cash, to add the amount that would have been paid to the liquidation preference. After October 4, 2025, the failure to pay dividends in cash will be an event of non-compliance. The Preferred Stock ranks senior to the shares of common stock of SunOpta Foods with respect to dividend rights and rights on the distribution of assets on any liquidation, winding up or dissolution of the Company or SunOpta Foods. | ||
Accrued Unpaid Dividends | $ 1,700 | ||
Preferred stock accretion to redemption value | $ 1,200 | $ 1,100 | $ 1,000 |
Convertible Preferred Stock, Terms of Conversion | At any time, the Holders may exchange their shares of Preferred Stock, in whole or in part, into the number of Common Shares equal to, per share of Preferred Stock, the quotient of the liquidation preference divided by $7.50 (such price, the "Exchange Price" and such quotient, the "Exchange Rate"). | ||
Convertible Preferred Stock, Settlement Terms | SunOpta Foods may cause the Holders to exchange all of the Preferred Stock into a number of Common Shares based on the applicable Exchange Price if (i) fewer than 10% of the shares of Preferred Stock issued on October 7, 2016 remain outstanding, or (ii) on or after October 7, 2019, the average volume-weighted average price of the Common Shares during the then preceding 20 trading day period is greater than 200% of the Exchange Price. | ||
Preferred Stock, Voting Rights | In connection with the Subscription Agreement, the Company issued 11,333,333 Special Shares, Series 1 (the "Special Voting Shares") to the Investors, which entitle the Investors to one vote per Special Voting Share on all matters submitted to a vote of the holders of Common Shares, together as a single class, subject to certain exceptions. Additional Special Voting Shares will be issued, or existing Special Voting Shares will be redeemed, as necessary to ensure that the aggregate number of Special Voting Shares outstanding is equal to the number of shares of Preferred Stock outstanding from time to time multiplied by the Exchange Rate in effect at such time. | ||
Preferred Stock, Participation Rights | For so long as the Investors beneficially own or control at least 50% of the Preferred Stock issued on October 7, 2016, including any corresponding Common Shares into which such Preferred Stock are exchanged, the Investors will be entitled to (i) participation rights with respect to future equity offerings of the Company, and (ii) governance rights, including the right to approve certain actions proposed to be taken by the Company and its subsidiaries. | ||
Special Voting Shares, issued and outstanding | 11,333,333 | ||
Special Voting Shares, voting interest of the company | 11.40% |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 03, 2019 | Apr. 01, 2019 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Gross stock-based compensation expense | $ 11,600 | $ 7,900 | $ 6,400 | ||
Net stock-based compensation expense | 7,500 | 5,700 | |||
Reversal of previously recognized stock-based compensation expense related to forfeited awards | 4,100 | 700 | |||
Employee stock purchase plan | $ 475 | $ 630 | $ 409 | ||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, Granted | 12,400 | ||||
Exercise price of stock option to purchase one common share | $ 3.57 | ||||
Weighted-average grant-date fair value of options | $ 1.70 | $ 3.31 | $ 4.12 | ||
Compensation costs related to non-vested RSU awards not yet recognized | $ 500 | ||||
Vesting period | 3 years | 3 years | 7 months 6 days | ||
Expiration period | 10 years | 10 years | |||
Trading price | $ 3.57 | $ 7.56 | $ 9.29 | ||
Expected life (in years) | 5 years 9 months 18 days | 6 years | 6 years 4 months 24 days | ||
Employee stock purchase plan | $ 500 | $ 600 | $ 400 | ||
Employee stock purchase plan (in shares) | 185,415 | 112,158 | 61,796 | ||
Share-based Payment Arrangement, Option, Exercise Price Range, Shares Outstanding | 814,500 | ||||
Performance stock units ("PSUs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, Granted | 2,846,962 | 1,560,535 | |||
Weighted-average grant-date fair value of options | $ 0.79 | $ 3.42 | $ 3.42 | $ 5.64 | |
Weighted-average grant-date fair value of equity instruments other than options | $ 1.77 | ||||
Compensation costs related to non-vested RSU awards not yet recognized | $ 1,900 | ||||
Vesting period | 3 months 18 days | ||||
Trading price | 2.38 | 3.36 | $ 9.33 | ||
Expected life (in years) | 6 years 6 months | 3 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | For the year ended December 28, 2019, the Company granted a total of 2,846,962 PSUs to certain employees of the Company under its Short-Term Incentive Plan. The vesting of these PSUs was subject to the Company achieving a predetermined measure of adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") for fiscal 2019, and is subject to each employee's continued employment with the Company through April 12, 2020 (the requisite service period). | For the year ended December 30, 2017, the Company granted 1,560,535 PSUs to selected employees. The vesting of these PSUs is subject to the satisfaction of certain stock price performance conditions during a three-year performance period ending May 24, 2020. One-third of the PSUs will vest upon achieving a stock price of $11.00, one-third will vest upon achieving a stock price of $14.00, and one-third will vest upon achieving a stock price of $18.00, in each case for 20 consecutive trading days and subject to the employee's continued employment throughout the performance period. Each vested PSU will entitle the employee to receive one common share of the Company without payment of additional consideration. | |||
Restricted stock units ("RSUs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, Granted | 274,086 | ||||
Weighted-average grant-date fair value of options | 1.18 | 1.68 | $ 3.33 | $ 7.65 | $ 9.18 |
Compensation costs related to non-vested RSU awards not yet recognized | $ 800 | ||||
Vesting period | 7 months 6 days | ||||
Trading price | $ 2.45 | $ 3.46 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | ||||
Mr. Ennen [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate grant-date fair value of stock awards | $ 8,000 | ||||
Compensation costs related to non-vested RSU awards not yet recognized | $ 5,700 | ||||
Vesting period | 2 years 4 months 24 days | ||||
Mr. Ennen [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, Granted | 960,061 | ||||
Exercise price of stock option to purchase one common share | $ 3.36 | ||||
Trading price | $ 3.36 | ||||
Expected life (in years) | 6 years 6 months | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,785,714 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 892,857 | ||||
Trading price | $ 3.36 | $ 3.36 | |||
Expected life (in years) | 1 year 9 months 18 days | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Fiscal Years 2019 Through 2022 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 892,857 | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Vest upon the Company achieving annual adjusted EBITDA of $80 million | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Adjusted Earnings Before Interest Tax Depreciation And Amortization | $ 80,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 297,619 | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Vest upon the Company achieving annual adjusted EBITDA of $110 million | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Adjusted Earnings Before Interest Tax Depreciation And Amortization | $ 110,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 297,619 | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Vest upon the Company achieving annual adjusted EBITDA of $140 million | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Adjusted Earnings Before Interest Tax Depreciation And Amortization | $ 140,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 297,619 | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Vest upon achieving a trading price of $5.00 per share [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 297,619 | ||||
Trading price | $ 5 | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Vest upon achieving a trading price of $9.00 per share [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 297,619 | ||||
Trading price | $ 9 | ||||
Mr. Ennen [Member] | Performance stock units ("PSUs") [Member] | Vest upon achieving a trading price of $14.00 per share [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 297,619 | ||||
Trading price | $ 14 | ||||
Mr. Ennen [Member] | Restricted stock units ("RSUs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 512,619 | ||||
Trading price | $ 3.36 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Issued In Period | 215,000 | ||||
Mr. Huckins [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate grant-date fair value of stock awards | $ 1,700 | ||||
Compensation costs related to non-vested RSU awards not yet recognized | $ 1,500 | ||||
Vesting period | 2 years 8 months 12 days | ||||
Mr. Huckins [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, Granted | 262,182 | ||||
Exercise price of stock option to purchase one common share | $ 2.38 | ||||
Trading price | $ 2.38 | ||||
Expected life (in years) | 6 years 6 months | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 346,638 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 173,319 | ||||
Trading price | $ 2.38 | ||||
Expected life (in years) | 2 years 1 month 6 days | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Fiscal Years 2019 Through 2022 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 173,319 | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Vest upon the Company achieving annual adjusted EBITDA of $80 million | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Adjusted Earnings Before Interest Tax Depreciation And Amortization | $ 80,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 57,773 | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Vest upon the Company achieving annual adjusted EBITDA of $110 million | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Adjusted Earnings Before Interest Tax Depreciation And Amortization | $ 110,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 57,773 | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Vest upon the Company achieving annual adjusted EBITDA of $140 million | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Adjusted Earnings Before Interest Tax Depreciation And Amortization | $ 140,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 57,773 | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Vest upon achieving a trading price of $5.00 per share [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 57,773 | ||||
Trading price | $ 5 | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Vest upon achieving a trading price of $9.00 per share [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 57,773 | ||||
Trading price | $ 9 | ||||
Mr. Huckins [Member] | Performance stock units ("PSUs") [Member] | Vest upon achieving a trading price of $14.00 per share [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 57,773 | ||||
Trading price | $ 14 | ||||
Mr. Huckins [Member] | Restricted stock units ("RSUs") [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 327,819 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Issued In Period | 154,500 | ||||
2013 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of securities available for issuance under the Plan | 3,876,211 |
Other Expense (Income), Net (Na
Other Expense (Income), Net (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 30, 2017 | Dec. 29, 2018 | |
Other Income and Expenses [Abstract] | |||
Employee termination and recruitment costs in connection with Value Creation Plan | $ 8.6 | ||
Reversal of previously recognized stock-based compensation expense related to forfeited awards | 4.1 | $ 0.7 | |
Accrued expenses related to contingent consideration | $ 4.3 | $ 4.3 | |
Accounts receivable, narrative disclosure | For the year ended December 29, 2018, loss represents a bad debt reserve for notes receivable associated with a previously sold business. The face amount of the notes was $1.4 million, which represented the Company's cash investment in the notes. The notes had accelerated payment terms that entitled the Company to a multiple-times payout of the face amount of the notes. The accelerated payment terms were originally fair-valued at $3.4 million. The Company had received cash payments on the notes of $2.2 million through December 29, 2018, and a further $0.3 million was received in 2019. |
Income taxes (Narrative) (Detai
Income taxes (Narrative) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Income Tax Disclosure [Line Items] | |||
Deferred tax assets, valuation allowance | $ 6,219 | $ 5,445 | $ 9,162 |
U.S. [Member] | Scientific research investment tax credits [Member] | Federal [Member] | |||
Income Tax Disclosure [Line Items] | |||
Tax credit carryforward, amount | 600 | 1,100 | |
U.S. [Member] | Research and development tax credits [Member] | State [Member] | |||
Income Tax Disclosure [Line Items] | |||
Tax credit carryforward, amount | 900 | 900 | |
U.S. [Member] | Capital loss carryforward [Member] | Federal [Member] | |||
Income Tax Disclosure [Line Items] | |||
Operating loss carryforwards | 78,000 | 72,000 | |
U.S. [Member] | Capital loss carryforward [Member] | State [Member] | |||
Income Tax Disclosure [Line Items] | |||
Operating loss carryforwards | 14,400 | 15,100 | |
Canada [Member] | Capital loss carryforward [Member] | |||
Income Tax Disclosure [Line Items] | |||
Operating loss carryforwards | $ 28,900 | $ 29,700 |
Loss Per Share (Narrative) (Det
Loss Per Share (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Common shares issuable on an if-converted basis adjusted to diluted EPS | 11,333,333 | ||
Stock Options [Member] | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,528,899 | 2,384,249 | 2,540,189 |
Stock Options And Restricted Stock Units [Member] | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 370,670 | 452,316 | 815,952 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Loss Contingencies [Line Items] | ||
Letters of Credit Outstanding, Amount | $ 10.7 | $ 10.9 |
Product Recall [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency Damages Sought | On November 20, 2017, Treehouse Foods, Inc., several of its related entities, and its insurer filed a lawsuit against the Company in the Circuit Court of Cook County, Illinois titled Treehouse Foods, Inc. et al. v. SunOpta Grains and Food, Inc. The Company was served with the Summons and Complaint on January 24, 2018. After the Company removed the case to the United States District Court for the Northern District of Illinois, the plaintiffs filed an Amended Complaint on April 23, 2018 and a second Amended Complaint on October 12, 2018. The plaintiffs allege economic damages resulting from the Company's 2016 voluntary recall of certain roasted sunflower kernel products due to the potential for listeria monocytogenes contamination. The plaintiffs brought claims for breach of contract, express and implied warranties and product guarantees, negligence, strict liability, negligent misrepresentation, and indemnity seeking $16.2 million in damages. There are no allegations of personal injury. On March 29, 2019, the court dismissed the plaintiffs' claims for negligence, strict liability, negligent misrepresentation, and common law indemnity. The Company is vigorously defending itself against the remaining contract and warranty-based claims. The Company cannot reasonably predict the outcome of this claim, nor can it estimate the amount of loss, or range of loss, if any, that may result from this claim. | |
Loss Contingency Damages Sought Value | $ 16.2 |
Segmented Information (Narrativ
Segmented Information (Narrative) (Details) | 12 Months Ended |
Dec. 28, 2019 | |
Major Customers [Member] | |
Segment Reporting Information [Line Items] | |
Major customers | For the year ended December 28, 2019, one customer accounted for approximately 11% of the Company's consolidated revenues and approximately 36% of Plant-Based Foods and Beverages segment revenues. The Company did not have any customers that exceeded 10% of total revenues for the years ended December 29, 2018 and December 30, 2017. |
Significant Accounting Polici_5
Significant Accounting Policies (Schedule Of Useful Life for Property Plant and Equipment) (Details) | 12 Months Ended |
Dec. 28, 2019 | |
Buildings [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 20 years |
Buildings [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 40 years |
Machinery and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 5 years |
Machinery and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 20 years |
Enterprise software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 3 years |
Enterprise software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 5 years |
Office furniture and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 3 years |
Office furniture and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 7 years |
Vehicles [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 3 years |
Vehicles [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment useful life | 7 years |
Significant Accounting Polici_6
Significant Accounting Policies (Schedule of Finite-Lived Intangible Assets) (Details) | 12 Months Ended |
Dec. 28, 2019 | |
Customer relationships [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset Useful Life | 10 years |
Customer relationships [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset Useful Life | 25 years |
Patents And Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset Useful Life | 15 years |
Other [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset Useful Life | 5 years |
Other [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset Useful Life | 15 years |
Revenue (Disaggregation Of Reve
Revenue (Disaggregation Of Revenue) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | $ 1,190,022 | $ 1,260,852 | $ 1,279,593 |
Global Ingredients [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 478,772 | 581,307 | 556,166 |
Global Ingredients [Member] | Organic and non-GMO ingredients [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 394,880 | 403,988 | 367,209 |
Global Ingredients [Member] | Premium juice [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 73,546 | 72,892 | 76,621 |
Global Ingredients [Member] | Soy And Corn [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 10,346 | 104,427 | 112,336 |
Plant-Based Foods and Beverages [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 361,398 | 314,076 | 342,714 |
Plant-Based Foods and Beverages [Member] | Beverages and broths [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 286,381 | 244,888 | 217,285 |
Plant-Based Foods and Beverages [Member] | Plant-based ingredients [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 22,944 | 14,788 | 14,904 |
Plant-Based Foods and Beverages [Member] | Sunflower and roasted snacks [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 52,073 | 51,297 | 57,383 |
Plant-Based Foods and Beverages [Member] | Flexible Resealable Pouch And Nutrition Bar Products [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 0 | 3,103 | 53,142 |
Fruit Based Foods and Beverages [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 349,852 | 365,469 | 380,713 |
Fruit Based Foods and Beverages [Member] | Frozen Fruit [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 258,298 | 271,417 | 283,657 |
Fruit Based Foods and Beverages [Member] | Fruit-based ingredients [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | 47,762 | 50,830 | 61,715 |
Fruit Based Foods and Beverages [Member] | Fruit snacks [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Segment revenues from external customers | $ 43,792 | $ 43,222 | $ 35,341 |
Sale of Soy and Corn Business_3
Sale of Soy and Corn Business (Details) - Sunopta Grains And Foods Inc [Member] - Disposal Group, Not Discontinued Operations [Member] $ in Thousands | 12 Months Ended |
Dec. 28, 2019USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash consideration | $ 66,500 |
Post-closing adjustments | (1,348) |
Transaction and related costs | (1,828) |
Net proceeds | 63,324 |
Current assets | 22,810 |
Property, plant and equipment | 8,423 |
Goodwill | 1,526 |
Current liabilities | (13,462) |
Net assets sold | 19,297 |
Recovery of income taxes | $ 44,027 |
Value Creation Plan (Disclosure
Value Creation Plan (Disclosure of costs incurred under the Value Creation Plan) (Details) - Value Creation Plan [Member] - USD ($) $ in Thousands | 12 Months Ended | 39 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 28, 2019 | |
Restructuring Reserve [Roll Forward] | ||||
Balance payable (receivable), beginning of year | $ 913 | $ 3,727 | $ 3,460 | |
Costs incurred and charged to expense | 9,649 | 2,374 | 49,912 | $ 80,261 |
Cash receipts (payments), net | (10,466) | (3,933) | (38,614) | (56,091) |
Non-cash adjustments | 4,131 | 1,255 | (11,031) | (19,943) |
Balance payable (receivable), end of year | 4,227 | 913 | 3,727 | 4,227 |
Asset impairments and facility closure costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance payable (receivable), beginning of year | 477 | (700) | 0 | |
Costs incurred and charged to expense | 308 | 1,364 | 21,766 | 34,960 |
Cash receipts (payments), net | (584) | 1,068 | (10,746) | (10,262) |
Non-cash adjustments | 0 | (1,255) | (11,720) | 24,497 |
Balance payable (receivable), end of year | 201 | 477 | (700) | 201 |
Employee recruitment, retention and termination costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance payable (receivable), beginning of year | 436 | 4,427 | 1,803 | |
Costs incurred and charged to expense | 7,988 | 600 | 11,618 | 22,969 |
Cash receipts (payments), net | (8,529) | (4,591) | (9,683) | (23,497) |
Non-cash adjustments | 4,131 | 0 | 689 | 4,554 |
Balance payable (receivable), end of year | 4,026 | 436 | 4,427 | 4,026 |
Consulting fees and temporary labor costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance payable (receivable), beginning of year | 0 | 0 | 1,657 | |
Costs incurred and charged to expense | 1,353 | 410 | 16,528 | 22,332 |
Cash receipts (payments), net | (1,353) | (410) | (18,185) | (22,332) |
Non-cash adjustments | 0 | 0 | 0 | 0 |
Balance payable (receivable), end of year | $ 0 | $ 0 | $ 0 | $ 0 |
Value Creation Plan (Disclosu_2
Value Creation Plan (Disclosure of costs incurred since the inception of the Value Creation Plan) (Details) - Value Creation Plan [Member] - USD ($) $ in Thousands | 12 Months Ended | 39 Months Ended | |||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 28, 2019 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||||
Costs incurred and charged to expense | $ 9,649 | $ 2,374 | $ 49,912 | $ 80,261 | |
Cash payments, net | (10,466) | (3,933) | (38,614) | (56,091) | |
Non-cash adjustments | 4,131 | 1,255 | (11,031) | (19,943) | |
Balance payable, December 28, 2019 | 4,227 | 913 | 3,727 | 4,227 | $ 3,460 |
Asset impairments and facility closure costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Costs incurred and charged to expense | 308 | 1,364 | 21,766 | 34,960 | |
Cash payments, net | (584) | 1,068 | (10,746) | (10,262) | |
Non-cash adjustments | 0 | (1,255) | (11,720) | 24,497 | |
Balance payable, December 28, 2019 | 201 | 477 | (700) | 201 | 0 |
Employee recruitment, retention and termination costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Costs incurred and charged to expense | 7,988 | 600 | 11,618 | 22,969 | |
Cash payments, net | (8,529) | (4,591) | (9,683) | (23,497) | |
Non-cash adjustments | 4,131 | 0 | 689 | 4,554 | |
Balance payable, December 28, 2019 | 4,026 | 436 | 4,427 | 4,026 | 1,803 |
Consulting fees and temporary labor costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Costs incurred and charged to expense | 1,353 | 410 | 16,528 | 22,332 | |
Cash payments, net | (1,353) | (410) | (18,185) | (22,332) | |
Non-cash adjustments | 0 | 0 | 0 | 0 | |
Balance payable, December 28, 2019 | $ 0 | $ 0 | $ 0 | $ 0 | $ 1,657 |
Value Creation Plan (Disclosu_3
Value Creation Plan (Disclosure of costs incurred and charged to expense in Value Creation Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | 39 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 28, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Cost of Goods and Services Sold | $ 1,074,769 | $ 1,137,382 | $ 1,134,506 | |
Selling, general and administrative expenses | 108,340 | 108,248 | 127,507 | |
Value Creation Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cost of Goods and Services Sold | 0 | 100 | 3,189 | |
Selling, general and administrative expenses | 3,556 | 613 | 22,894 | |
Other Expenses | 6,093 | 1,661 | 23,829 | |
Restructuring Charges | $ 9,649 | $ 2,374 | $ 49,912 | $ 80,261 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Fair Value Measurement (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Derivative [Line Items] | ||
Unrealized short-term derivative liability | $ (802) | $ (862) |
Contingent Consideration | (4,300) | (4,300) |
Recurring basis [Member] | ||
Derivative [Line Items] | ||
Inventories carried at market | 3,239 | |
Recurring basis [Member] | Commodity futures and forward contracts [Member] | ||
Derivative [Line Items] | ||
Unrealized short-term derivative asset | 284 | 620 |
Unrealized long-term derivative asset | 7 | |
Unrealized short-term derivative liability | (581) | |
Unrealized short-term derivative liability | (17) | |
Recurring basis [Member] | Level 1 [Member] | ||
Derivative [Line Items] | ||
Inventories carried at market | 0 | |
Recurring basis [Member] | Level 1 [Member] | Commodity futures and forward contracts [Member] | ||
Derivative [Line Items] | ||
Unrealized short-term derivative asset | 284 | 0 |
Unrealized long-term derivative asset | 0 | |
Unrealized short-term derivative liability | (94) | |
Unrealized short-term derivative liability | 0 | |
Recurring basis [Member] | Level 2 [Member] | ||
Derivative [Line Items] | ||
Inventories carried at market | 3,239 | |
Recurring basis [Member] | Level 2 [Member] | Commodity futures and forward contracts [Member] | ||
Derivative [Line Items] | ||
Unrealized short-term derivative asset | 0 | 620 |
Unrealized long-term derivative asset | 7 | |
Unrealized short-term derivative liability | (487) | |
Unrealized short-term derivative liability | (17) | |
Recurring basis [Member] | Level 3 [Member] | ||
Derivative [Line Items] | ||
Inventories carried at market | 0 | |
Recurring basis [Member] | Level 3 [Member] | Commodity futures and forward contracts [Member] | ||
Derivative [Line Items] | ||
Unrealized short-term derivative asset | 0 | 0 |
Unrealized long-term derivative asset | 0 | |
Unrealized short-term derivative liability | 0 | |
Unrealized short-term derivative liability | 0 | |
Recurring basis [Member] | Not designated as hedging instruments [Member] | Forward foreign currency contracts [Member] | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | 583 | |
Derivative liability, notional amount | (73) | |
Recurring basis [Member] | Not designated as hedging instruments [Member] | Level 1 [Member] | Forward foreign currency contracts [Member] | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | 0 | |
Derivative liability, notional amount | 0 | |
Recurring basis [Member] | Not designated as hedging instruments [Member] | Level 2 [Member] | Forward foreign currency contracts [Member] | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | 583 | |
Derivative liability, notional amount | (73) | |
Recurring basis [Member] | Not designated as hedging instruments [Member] | Level 3 [Member] | Forward foreign currency contracts [Member] | ||
Derivative [Line Items] | ||
Derivative asset, notional amount | $ 0 | |
Derivative liability, notional amount | $ 0 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Receivables [Abstract] | ||
Trade receivables | $ 122,144 | $ 132,301 |
Product recall-related insurance recoveries | 2,421 | 2,421 |
Allowance for doubtful accounts | (3,120) | (2,591) |
Total | $ 121,445 | $ 132,131 |
Accounts receivable (Allowance
Accounts receivable (Allowance for doubtful accounts rollforward) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Receivables [Abstract] | ||
Balance, beginning of year | $ 2,591 | $ 2,912 |
Net additions to provision | 1,097 | 416 |
Accounts receivable written off, net of recoveries | (552) | (717) |
Effects of foreign exchange rate differences | (16) | (20) |
Balance, end of year | $ 3,120 | $ 2,591 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Inventory Disclosure [Abstract] | |||
Raw materials and work-in-process | $ 259,658 | $ 278,038 | |
Finished goods | 75,112 | 83,225 | |
Company-owned grain | 0 | 10,155 | |
Inventory reserves | (11,224) | (9,461) | $ (9,975) |
Total Inventory, Net | $ 323,546 | $ 361,957 |
Inventories (Change in the inve
Inventories (Change in the inventory reserve) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Inventories [Roll Forward] | ||
Balance, beginning of year | $ 9,461 | $ 9,975 |
Additions to reserve during the year | 12,487 | 12,169 |
Reserves applied and inventories written off during the year | (10,697) | (12,612) |
Effect of foreign exchange rate differences | (27) | (71) |
Balance, end of year | $ 11,224 | $ 9,461 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 329,204 | $ 309,541 |
Accumulated depreciation | 144,654 | 138,509 |
Net book value | 184,550 | 171,032 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 7,254 | 7,075 |
Accumulated depreciation | 0 | 0 |
Net book value | 7,254 | 7,075 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 69,770 | 73,792 |
Accumulated depreciation | 21,435 | 24,059 |
Net book value | 48,335 | 49,733 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 214,608 | 192,982 |
Accumulated depreciation | 99,633 | 94,920 |
Net book value | 114,975 | 98,062 |
Enterprise software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 23,578 | 20,996 |
Accumulated depreciation | 12,386 | 8,878 |
Net book value | 11,192 | 12,118 |
Office furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 11,560 | 11,505 |
Accumulated depreciation | 9,383 | 8,472 |
Net book value | 2,177 | 3,033 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 2,434 | 3,191 |
Accumulated depreciation | 1,817 | 2,180 |
Net book value | $ 617 | $ 1,011 |
Lease, Cost (Details)
Lease, Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 28, 2019USD ($) | |
Lease Costs | |
Operating lease cost | $ 19,321 |
Finance lease cost, Depreciation of right-of-use assets | 1,998 |
Finance lease cost, Interest on lease liabilities | 286 |
Sublease income | (476) |
Net lease cost | $ 21,129 |
Leases, Balance Sheet Classific
Leases, Balance Sheet Classification (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Operating leases | ||
Operating lease right-of-use assets | $ 68,433 | |
Current portion of operating lease liabilities | 17,215 | |
Operating lease liabilities | 52,020 | |
Total operating lease liabilities | 69,235 | |
Finance leases | ||
Property, plant and equipment, gross | 329,204 | $ 309,541 |
Accumulated depreciation | (144,654) | (138,509) |
Property, plant and equipment, net | 184,550 | 171,032 |
Current portion of long-term debt | 2,493 | |
Long-term debt | 13,730 | |
Total finance lease liabilities | 16,223 | $ 3,706 |
Finance Leases [Member] | ||
Finance leases | ||
Property, plant and equipment, gross | 24,445 | |
Accumulated depreciation | (6,528) | |
Property, plant and equipment, net | $ 17,917 |
Leases, Cash Flow Information (
Leases, Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 28, 2019USD ($) | |
Cash Flow Information | |
Operating cash flows from operating leases | $ 19,534 |
Operating cash flows from finance leases | 286 |
Financing cash flows from finance leases | 1,917 |
Right-of-use assets obtained in exchange for lease liabilities | |
Operating leases | 2,760 |
Finance Leases | $ 14,549 |
Leases, Other Information (Deta
Leases, Other Information (Details) | Dec. 28, 2019 |
Leases [Abstract] | |
Weighted-average remaining lease term (years), Operating leases | 5 years 10 months 24 days |
Weighted-average remaining lease term (years), Finance leases | 5 years 10 months 24 days |
Weighted-average discount rate, Operating leases | 9.20% |
Weighted-average discount rate, Finance leases | 4.50% |
Leases - Lessee, Operating Leas
Leases - Lessee, Operating Lease, Liability, Maturity (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Operating leases | ||
2020 | $ 17,695 | |
2021 | 15,100 | |
2022 | 13,376 | |
2023 | 8,842 | |
2024 | 7,122 | |
Thereafter | 43,877 | |
Total lease payments | 106,012 | |
Less: imputed interest | (36,777) | |
Total operating lease liabilities | 69,235 | |
Finance leases | ||
2020 | 3,168 | |
2021 | 3,168 | |
2022 | 3,168 | |
2023 | 2,572 | |
2024 | 2,452 | |
Thereafter | 4,087 | |
Total lease payments | 18,615 | |
Less: imputed interest | (2,392) | |
Total lease liabilities | $ 16,223 | $ 3,706 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Goodwill [Roll Forward] | |||
Goodwill Opening | $ 27,959 | $ 109,533 | |
Goodwill impairment (see note 11) | (81,222) | $ (115,000) | |
Acquisition of Sanmark (see note 3) | 2,174 | ||
Sale of soy and corn business (see note 4) | (1,526) | ||
Foreign exchange | (185) | (352) | |
Goodwill Ending | 28,422 | 27,959 | 109,533 |
Global Ingredients [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill Opening | 23,961 | 24,313 | |
Goodwill impairment (see note 11) | 0 | ||
Acquisition of Sanmark (see note 3) | 2,174 | ||
Sale of soy and corn business (see note 4) | (1,526) | ||
Foreign exchange | (185) | (352) | |
Goodwill Ending | 24,424 | 23,961 | 24,313 |
Plant-Based Foods and Beverages [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill Opening | 0 | 0 | |
Goodwill impairment (see note 11) | 0 | ||
Acquisition of Sanmark (see note 3) | 0 | ||
Sale of soy and corn business (see note 4) | 0 | ||
Foreign exchange | 0 | 0 | |
Goodwill Ending | 0 | 0 | 0 |
Fruit Based Foods and Beverages [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill Opening | 3,998 | 85,220 | |
Goodwill impairment (see note 11) | (81,222) | ||
Acquisition of Sanmark (see note 3) | 0 | ||
Sale of soy and corn business (see note 4) | 0 | ||
Foreign exchange | 0 | 0 | |
Goodwill Ending | $ 3,998 | $ 3,998 | $ 85,220 |
Intangible assets (Major Compon
Intangible assets (Major Components) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 212,076 | $ 212,764 |
Accumulated amortization | 62,067 | 51,789 |
Net book value | 150,009 | 160,975 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 210,157 | 210,845 |
Accumulated amortization | 60,173 | 49,937 |
Net book value | 149,984 | 160,908 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,919 | 1,919 |
Accumulated amortization | 1,894 | 1,852 |
Net book value | $ 25 | $ 67 |
Intangible assets (Future Amort
Intangible assets (Future Amortization) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 10,430 | |
2021 | 10,112 | |
2022 | 10,112 | |
2023 | 10,112 | |
2024 | 10,112 | |
Thereafter | 99,131 | |
Total | $ 150,009 | $ 160,975 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 102,896 | $ 115,297 |
Payroll and commissions | 15,577 | 8,817 |
Accrued product recall-related costs | 3,213 | 3,792 |
Accrued interest | 5,022 | 5,346 |
Dividends payable on Series A Preferred Stock | 1,700 | 1,700 |
Accrued grain liabilities | 0 | 15,322 |
Other accruals | 5,121 | 5,097 |
Accounts Payable and Accrued Liabilities | $ 133,529 | $ 155,371 |
Bank Indebtedness and Long-Te_4
Bank Indebtedness and Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | $ 245,536 | $ 280,334 |
Senior Secured Second Lien Notes, net of unamortized debt issuance costs | 218,404 | 217,026 |
Finance lease liabilities | 16,223 | 3,706 |
Asset-backed term loan | 4,386 | 3,103 |
Other | 6,178 | 5,028 |
Total Long-term and Current Term Debt | 245,191 | 228,863 |
Less: current portion | 2,987 | 1,840 |
Long-term Debt, Excluding Current Maturities, Total | 242,204 | 227,023 |
Unamortized Debt Issuance Expense | 5,094 | 6,472 |
Global Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | 241,666 | 276,776 |
Bulgarian Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | $ 3,870 | $ 3,558 |
Bank Indebtedness and Long-Te_5
Bank Indebtedness and Long-Term Debt (Principal repayments of long-term debt) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Debt Disclosure [Abstract] | ||
2019 | $ 3,796 | |
2020 | 9,939 | |
2021 | 227,337 | |
2022 | 3,200 | |
2023 | 3,080 | |
Thereafter | 5,918 | |
Total gross repayments | 253,270 | |
Less: imputed interest | (2,985) | |
Less: debt issuance costs | (5,094) | $ (6,472) |
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | $ 245,191 | $ 228,863 |
Bank Indebtedness and Long-Te_6
Bank Indebtedness and Long-Term Debt (Components of interest expense, net) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Debt Disclosure [Abstract] | |||
Interest expense | $ 32,862 | $ 32,155 | $ 29,771 |
Amortization of debt issuance costs | 2,721 | 2,536 | 2,825 |
Interest income | (906) | (285) | (92) |
Interest Expense, Total | $ 34,677 | $ 34,406 | $ 32,504 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of stock option activity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 28, 2019USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock options Outstanding, Exercisable, end of year | shares | 1,370,188 |
Stock options Exercisable, Weighted-average exercise price end of year | $ / shares | $ 6.88 |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock options, Outstanding, beginning of year | shares | 2,698,550 |
Stock options, Granted | shares | 12,400 |
Stock options, Exercised | shares | (49,824) |
Stock options, Forfeited | shares | (617,531) |
Stock options, Expired | shares | (93,707) |
Stock options Outstanding, Outstanding, end of year | shares | 1,949,888 |
Stock options Outstanding, Exercisable, end of year | shares | 1,370,188 |
Stock options Outstanding, Weighted- average exercise price beginning of year | $ / shares | $ 7.76 |
Stock options, Granted, Weighted- average exercise price | $ / shares | 3.57 |
Stock options, Exercised, Weighted- average exercise price | $ / shares | 3.27 |
Stock options, Forfeited, Weighted- average exercise price | $ / shares | 8.35 |
Stock options, Expired, Weighted- average exercise price | $ / shares | 9.51 |
Stock options Outstanding, Weighted-average exercise price end of year | $ / shares | 7.57 |
Stock options Exercisable, Weighted-average exercise price end of year | $ / shares | $ 6.88 |
Stock options, Outstanding, Weighted- average remaining contractual term (years) | 5 years 8 months 4 days |
Stock options, Exercisable, Weighted- average remaining contractual term (years) | 4 years 11 months 8 days |
Stock options, Outstanding, Aggregate intrinsic value | $ | $ 0 |
Stock options, Exercisable, Aggregate intrinsic value | $ | $ 0 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of non-vested stock option activity (Details) - Stock Options [Member] - $ / shares | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested, beginning of year | 1,433,648 | ||
Granted | 12,400 | ||
Vested | (441,034) | ||
Forfeited | (425,314) | ||
Non-vested, end of year | 579,700 | 1,433,648 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Non-vested, beginning of year | $ 3.74 | ||
Granted | 1.70 | $ 3.31 | $ 4.12 |
Vested | 3.08 | ||
Forfeited | 3.84 | ||
Non-vested, end of year | $ 4.14 | $ 3.74 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of weighted-average assumptions to determine fair value of stock options granted (Details) - Stock Options [Member] - $ / shares | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant-date stock price | $ 3.57 | $ 7.56 | $ 9.29 |
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 48.60% | 41.10% | 42.10% |
Risk-free interest rate | 2.30% | 2.90% | 2.00% |
Expected life (in years) | 5 years 9 months 18 days | 6 years | 6 years 4 months 24 days |
Stock-Based Compensation - Sc_4
Stock-Based Compensation - Schedule of stock options outstanding and exercisable (Details) | 12 Months Ended |
Dec. 28, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding options | shares | 1,949,888 |
Weighted- average remaining contractual life (years) | 5 years 8 months 4 days |
Weighted-average exercise price | $ 7.57 |
Exercisable options | shares | 1,370,188 |
Weighted- average exercise price | $ 6.88 |
Exercise Price Range 1 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price range Low | 3.27 |
Exercise price range High | $ 5.50 |
Outstanding options | shares | 325,115 |
Weighted- average remaining contractual life (years) | 5 years 9 months 3 days |
Weighted-average exercise price | $ 3.75 |
Exercisable options | shares | 307,715 |
Weighted- average exercise price | $ 3.73 |
Exercise Price Range 2 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price range Low | 5.51 |
Exercise price range High | $ 6.73 |
Outstanding options | shares | 469,455 |
Weighted- average remaining contractual life (years) | 4 years 7 months 20 days |
Weighted-average exercise price | $ 6.19 |
Exercisable options | shares | 469,455 |
Weighted- average exercise price | $ 6.19 |
Exercise Price Range 3 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price range Low | 6.74 |
Exercise price range High | $ 8.98 |
Outstanding options | shares | 331,610 |
Weighted- average remaining contractual life (years) | 4 years 7 months 17 days |
Weighted-average exercise price | $ 7.56 |
Exercisable options | shares | 265,498 |
Weighted- average exercise price | $ 7.41 |
Exercise Price Range 4 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price range Low | 8.99 |
Exercise price range High | $ 9.79 |
Outstanding options | shares | 559,761 |
Weighted- average remaining contractual life (years) | 7 years 6 months |
Weighted-average exercise price | $ 9.44 |
Exercisable options | shares | 87,327 |
Weighted- average exercise price | $ 9.26 |
Exercise Price Range 5 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price range Low | 9.80 |
Exercise price range High | $ 13.86 |
Outstanding options | shares | 263,947 |
Weighted- average remaining contractual life (years) | 4 years 11 months 4 days |
Weighted-average exercise price | $ 10.73 |
Exercisable options | shares | 240,193 |
Weighted- average exercise price | $ 10.80 |
Stock-Based Compensation - Sc_5
Stock-Based Compensation - Schedule of non-vested RSU activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | Sep. 03, 2019 | Apr. 01, 2019 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||||
Non-vested, beginning of year | 597,837 | ||||
Granted | 274,086 | ||||
Vested | (331,848) | ||||
Forfeited | (127,062) | ||||
Non-vested, end of year | 413,013 | 597,837 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Non-vested, beginning of year | $ 8.46 | ||||
Granted | $ 1.18 | $ 1.68 | 3.33 | $ 7.65 | $ 9.18 |
Vested | 7.79 | ||||
Forfeited | 8.41 | ||||
Non-vested, end of year | $ 5.64 | $ 8.46 |
Stock-Based Compensation - Sc_6
Stock-Based Compensation - Schedule of valuation assumptions of PSUs (Details) - Performance Share Units [Member] - $ / shares | 12 Months Ended | |||
Dec. 29, 2018 | Dec. 30, 2017 | Sep. 03, 2019 | Apr. 01, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant-date stock price | $ 9.33 | $ 2.38 | $ 3.36 | |
Dividend yield | 0.00% | |||
Expected volatility | 42.20% | |||
Risk-free interest rate | 1.50% | |||
Expected life (in years) | 6 years 6 months | 3 years |
Stock-Based Compensation - Sc_7
Stock-Based Compensation - Schedule of non-vested PSU activity (Details) - Performance stock units ("PSUs") [Member] - $ / shares | Sep. 03, 2019 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Non-vested, beginning of year | 1,361,896 | |||
Granted | 2,846,962 | 1,560,535 | ||
Forfeited | (1,272,743) | |||
Non-vested, end of year | 2,936,115 | 1,361,896 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Non-vested, beginning of year | $ 5.60 | |||
Granted | $ 0.79 | 3.42 | $ 3.42 | $ 5.64 |
Forfeited | 4.23 | |||
Non-vested, end of year | $ 4.08 | $ 5.60 |
Stock-Based Compensation - Sc_8
Stock-Based Compensation - Schedule of valuation assumptions of RSUs and PSUs of Chief Executive Officer (Details) - $ / shares | 12 Months Ended | ||||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Sep. 03, 2019 | Apr. 01, 2019 | |
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 3.57 | $ 7.56 | $ 9.29 | ||
Dividend yield | 0.00% | 0.00% | 0.00% | ||
Expected volatility | 48.60% | 41.10% | 42.10% | ||
Risk-free interest rate | 2.30% | 2.90% | 2.00% | ||
Expected life (in years) | 5 years 9 months 18 days | 6 years | 6 years 4 months 24 days | ||
Performance Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 9.33 | $ 2.38 | $ 3.36 | ||
Dividend yield | 0.00% | ||||
Expected volatility | 42.20% | ||||
Risk-free interest rate | 1.50% | ||||
Expected life (in years) | 6 years 6 months | 3 years | |||
Mr. Ennen [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 3.36 | ||||
Exercise price | $ 3.36 | ||||
Dividend yield | 0.00% | ||||
Expected volatility | 47.90% | ||||
Risk-free interest rate | 2.40% | ||||
Expected life (in years) | 6 years 6 months | ||||
Mr. Ennen [Member] | Performance Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 3.36 | $ 3.36 | |||
Dividend yield | 0.00% | ||||
Expected volatility | 55.70% | ||||
Risk-free interest rate | 2.30% | ||||
Expected life (in years) | 1 year 9 months 18 days |
Stock-Based Compensation - Sc_9
Stock-Based Compensation - Schedule of valuation assumption for PSUs of Chief Financial Officer (Details) - $ / shares | 12 Months Ended | ||||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Sep. 03, 2019 | Apr. 01, 2019 | |
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 3.57 | $ 7.56 | $ 9.29 | ||
Dividend yield | 0.00% | 0.00% | 0.00% | ||
Expected volatility | 48.60% | 41.10% | 42.10% | ||
Risk-free interest rate | 2.30% | 2.90% | 2.00% | ||
Expected life (in years) | 5 years 9 months 18 days | 6 years | 6 years 4 months 24 days | ||
Performance Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 9.33 | $ 2.38 | $ 3.36 | ||
Dividend yield | 0.00% | ||||
Expected volatility | 42.20% | ||||
Risk-free interest rate | 1.50% | ||||
Expected life (in years) | 6 years 6 months | 3 years | |||
Mr. Huckins [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 2.38 | ||||
Exercise price | $ 2.38 | ||||
Dividend yield | 0.00% | ||||
Expected volatility | 49.70% | ||||
Risk-free interest rate | 1.40% | ||||
Expected life (in years) | 6 years 6 months | ||||
Mr. Huckins [Member] | Performance Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant-date stock price | $ 2.38 | ||||
Dividend yield | 0.00% | ||||
Expected volatility | 55.90% | ||||
Risk-free interest rate | 1.40% | ||||
Expected life (in years) | 2 years 1 month 6 days |
Other Expense (Income), Net (De
Other Expense (Income), Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Other Income and Expenses [Abstract] | |||
Gain on sale of soy and corn business | $ (44,027) | $ 0 | $ 0 |
Employee termination and recruitment costs | 5,785 | 397 | 5,636 |
Impairment of long-lived assets and facility closure costs | 308 | 1,264 | 18,193 |
Product withdrawal and recall costs | 260 | 1,504 | 413 |
Settlement gains | (3,065) | 0 | (1,024) |
Reserve for notes receivable | 0 | 2,232 | 0 |
Increase (decrease) in fair value of contingent consideration | 0 | (2,635) | 371 |
Other | 691 | 63 | 71 |
Total Other Expense, net | $ (40,048) | $ 2,825 | $ 23,660 |
Income Taxes (Components of inc
Income Taxes (Components of income tax expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Income Tax Disclosure [Abstract] | |||
Earnings (Loss) before income taxes | $ 2,617 | $ (114,521) | $ (170,397) |
Canadian statutory rate | 26.50% | 26.50% | 26.50% |
Income tax provision (recovery) at statutory rate | $ 694 | $ (30,348) | $ (45,155) |
Impact of changes in enacted tax rates | (441) | 1,976 | (8,437) |
Foreign tax rate differential | 126 | 2,562 | (9,324) |
Impact of stock-based compensation and other non- deductible expenses | 1,975 | 2,019 | 1,590 |
Change in valuation allowance | 774 | (3,717) | 72 |
Goodwill impairment loss | 0 | 22,239 | 30,475 |
Change in unrecognized tax benefits | 0 | 0 | (452) |
Other | 93 | (109) | (4,598) |
Provision for (recovery of) income taxes | $ 3,221 | $ (5,378) | $ (35,829) |
Income Taxes (Components of ear
Income Taxes (Components of earnings (loss) before income taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Income Tax Disclosure [Line Items] | |||
Earnings (loss) before income taxes | $ 2,617 | $ (114,521) | $ (170,397) |
Canada [Member] | |||
Income Tax Disclosure [Line Items] | |||
Earnings (loss) before income taxes | (11,295) | (13,408) | (3,286) |
U.S. [Member] | |||
Income Tax Disclosure [Line Items] | |||
Earnings (loss) before income taxes | 9,167 | (107,068) | (178,033) |
Other [Member] | |||
Income Tax Disclosure [Line Items] | |||
Earnings (loss) before income taxes | $ 4,745 | $ 5,955 | $ 10,922 |
Income Taxes (Components of pro
Income Taxes (Components of provision for (recovery of) income taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Income Tax Disclosure [Line Items] | |||
Current income tax provision (recovery) | $ 2,408 | $ (1,595) | $ (7,930) |
Deferred income tax provision (recovery) | 813 | (3,783) | (27,899) |
Provision for (recovery of) income taxes | 3,221 | (5,378) | (35,829) |
Canada [Member] | |||
Income Tax Disclosure [Line Items] | |||
Current income tax provision (recovery) | (1,023) | (1,334) | (658) |
Deferred income tax provision (recovery) | 33 | 547 | 642 |
U.S. [Member] | |||
Income Tax Disclosure [Line Items] | |||
Current income tax provision (recovery) | 588 | (3,655) | (10,346) |
Deferred income tax provision (recovery) | 731 | (4,226) | (28,606) |
Other [Member] | |||
Income Tax Disclosure [Line Items] | |||
Current income tax provision (recovery) | 2,843 | 3,394 | 3,074 |
Deferred income tax provision (recovery) | $ 49 | $ (104) | $ 65 |
Income Taxes (Deferred income t
Income Taxes (Deferred income taxes) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Income Tax Disclosure [Abstract] | |||
Differences in property, plant and equipment and intangible assets | $ (54,541) | $ (54,841) | |
Capital and non-capital losses | 26,540 | 25,169 | |
Tax benefit of scientific research expenditures | 1,506 | 2,004 | |
Inventory basis differences | 2,248 | 3,755 | |
Interest expense limitation | 19,118 | 20,025 | |
Other accrued reserves | 2,321 | 1,366 | |
Gross deferred income tax liability | (2,808) | (2,522) | |
Less: valuation allowance | (6,219) | (5,445) | $ (9,162) |
Net deferred income tax liability | $ (9,027) | $ (7,967) |
Income Taxes (Components of net
Income Taxes (Components of net deferred income tax liability) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Income Tax Disclosure [Line Items] | ||
Net deferred income tax liability | $ (9,027) | $ (7,967) |
Canada [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net deferred income tax liability | (223) | (148) |
U.S. [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net deferred income tax liability | (8,446) | (7,147) |
Other [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net deferred income tax liability | $ (358) | $ (672) |
Income Taxes (Components of def
Income Taxes (Components of deferred income tax valuation allowance) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2019 | Dec. 29, 2018 | |
Income Tax Disclosure [Abstract] | ||
Balance, beginning of year | $ 5,445 | $ 9,162 |
Increase (decrease) in valuation allowance | 774 | (3,717) |
Balance, end of year | $ 6,219 | $ 5,445 |
Loss Per Share (Basic and dilut
Loss Per Share (Basic and diluted loss per share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Numerator for basic loss per share | |||
Loss attributable to SunOpta Inc. | $ (758) | $ (109,205) | $ (135,320) |
Less: dividends and accretion on Series A Preferred Stock | (8,022) | (7,909) | (7,809) |
Loss attributable to common shareholders | $ (8,780) | $ (117,114) | $ (143,129) |
Denominator for basic loss per share | |||
Basic weighted-average number of shares outstanding | 87,787 | 87,082 | 86,355 |
Basic loss per share | $ (0.10) | $ (1.34) | $ (1.66) |
Numerator for diluted loss per share | |||
Loss attributable to SunOpta Inc. | $ (758) | $ (109,205) | $ (135,320) |
Less: dividends and accretion on Series A Preferred Stock | (8,022) | (7,909) | (7,809) |
Loss attributable to common shareholders | $ (8,780) | $ (117,114) | $ (143,129) |
Denominator for diluted loss per share | |||
Basic weighted-average number of shares outstanding | 87,787 | 87,082 | 86,355 |
Dilutive effect of the following: | |||
Diluted weighted-average number of shares outstanding | 87,787 | 87,082 | 86,355 |
Diluted loss per share | $ (0.10) | $ (1.34) | $ (1.66) |
Series A Preferred Stock [Member] | |||
Dilutive effect of the following: | |||
Dilutive Securities, Effect on Basic Earnings Per Share | 0 | 0 | 0 |
Stock Options And Restricted Stock Units [Member] | |||
Dilutive effect of the following: | |||
Dilutive Securities, Effect on Basic Earnings Per Share | 0 | 0 | 0 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Changes in Non-Cash Working Capital, Net of Businesses Acquired or Sold | |||
Accounts receivable | $ 5,065 | $ (3,059) | $ 35,773 |
Inventories | 21,965 | (16,032) | 27,475 |
Income tax recoverable/payable | (1,387) | 5,744 | (13,515) |
Prepaid expenses and other current assets | (8,423) | 3,662 | (11,994) |
Accounts payable and accrued liabilities | (5,917) | (6,225) | (20,437) |
Customer and other deposits | (1,408) | (3,457) | 2,328 |
Changes in Non-Cash Working Capital, Net of Businesses Acquired or Sold, Total | 9,895 | (19,367) | 19,630 |
Non-Cash Investing and Financing Activities | |||
Accrued cash dividends on Series A Preferred Stock | (1,700) | (1,700) | (1,700) |
Cash Paid | |||
Interest | 32,278 | 32,020 | 29,683 |
Income taxes | $ 4,554 | $ 2,936 | $ 4,150 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Related Party Transaction [Line Items] | |||
Related Party Transaction, Purchases from Related Party | $ 29,609 | $ 19,975 | $ 18,487 |
Rent and other | 156 | 59 | 220 |
Sales of agronomy products [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from Related Parties | 115 | 1,136 | 1,141 |
Grower loans [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Due from (to) Related Party | 3,100 | 1,500 | 0 |
Minority Partner [Member] | Trabocca [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from Related Parties | $ 1,726 | $ 1,626 | $ 1,954 |
Segmented Information (Segment
Segmented Information (Segment Revenues and Operating Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | $ 1,190,022 | $ 1,260,852 | $ 1,279,593 |
Segment operating income (loss) | 18,568 | 18,003 | 32,065 |
Other income/expense, net (see note 17) | 40,048 | (2,825) | (23,660) |
Goodwill impairment (see note 11) | (81,222) | (115,000) | |
Interest expense, net | (34,677) | (34,406) | (32,504) |
Earnings (Loss) before income taxes | 2,617 | (114,521) | (170,397) |
Global Ingredients [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 478,772 | 581,307 | 556,166 |
Segment operating income (loss) | 15,965 | 23,266 | 25,589 |
Goodwill impairment (see note 11) | 0 | ||
Plant-Based Foods and Beverages [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 361,398 | 314,076 | 342,714 |
Segment operating income (loss) | 29,476 | 10,766 | (7,094) |
Goodwill impairment (see note 11) | 0 | ||
Fruit Based Foods and Beverages [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment revenues from external customers | 349,852 | 365,469 | 380,713 |
Segment operating income (loss) | (26,873) | (16,029) | 13,570 |
Goodwill impairment (see note 11) | (81,222) | ||
Corporate Segment [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment operating income (loss) | $ (21,322) | $ 14,071 | $ (31,298) |
Segmented Information (Segmen_2
Segmented Information (Segment Assets) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Segment Reporting Information [Line Items] | ||
Assets | $ 923,359 | $ 896,738 |
Global Ingredients [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 293,453 | 354,986 |
Plant-Based Foods and Beverages [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 189,013 | 103,386 |
Fruit Based Foods and Beverages [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 342,099 | 364,306 |
Total Segment Assets [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 824,565 | 822,678 |
Corporate Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 98,794 | $ 74,060 |
Segmented Information (Segmen_3
Segmented Information (Segment Capital Expenditures, Depreciation and Amortization) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Segment Reporting Information [Line Items] | |||
Capital expenditures | $ 32,764 | $ 31,603 | $ 41,139 |
Total depreciation and amortization | 33,952 | 32,788 | 32,824 |
Global Ingredients [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 4,469 | 5,391 | 9,531 |
Total depreciation and amortization | 5,480 | 6,117 | 5,828 |
Plant-Based Foods and Beverages [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 15,289 | 12,241 | 17,401 |
Total depreciation and amortization | 7,134 | 5,827 | 6,792 |
Fruit Based Foods and Beverages [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 9,689 | 5,586 | 9,182 |
Total depreciation and amortization | 16,702 | 16,871 | 17,510 |
Total Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 29,447 | 23,218 | 36,114 |
Total depreciation and amortization | 29,316 | 28,815 | 30,130 |
Corporate Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 3,317 | 8,385 | 5,025 |
Total depreciation and amortization | $ 4,636 | $ 3,973 | $ 2,694 |
Segmented Information (Revenues
Segmented Information (Revenues from External Customers) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 1,190,022 | $ 1,260,852 | $ 1,279,593 |
U.S. [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 929,320 | 984,122 | 1,001,417 |
Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 22,807 | 29,055 | 27,929 |
Europe and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 237,895 | $ 247,675 | $ 250,247 |
Segmented Information (Long-Liv
Segmented Information (Long-Lived Assets) (Details) - USD ($) $ in Thousands | Dec. 28, 2019 | Dec. 29, 2018 |
Segment Reporting Information [Line Items] | ||
Total long-lived assets | $ 184,550 | $ 171,032 |
U.S. [Member] | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | 147,465 | 134,598 |
Canada [Member] | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | 2,401 | 2,787 |
Europe and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | $ 34,684 | $ 33,647 |