Cover
Cover - shares shares in Thousands | 9 Months Ended | |
Mar. 31, 2022 | Apr. 15, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-04065 | |
Entity Registrant Name | Lancaster Colony Corporation | |
Entity Incorporation, State or Country Code | OH | |
Entity Tax Identification Number | 13-1955943 | |
Entity Address, Address Line One | 380 Polaris Parkway | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | Westerville | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 43082 | |
City Area Code | (614) | |
Local Phone Number | 224-7141 | |
Title of 12(b) Security | Common Stock, without par value | |
Trading Symbol | LANC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 27,522 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000057515 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --06-30 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Jun. 30, 2021 |
Current Assets: | ||
Cash and equivalents | $ 67,085 | $ 188,055 |
Receivables | 110,131 | 97,897 |
Inventories: | ||
Raw materials | 61,165 | 48,895 |
Finished goods | 104,857 | 72,980 |
Total inventories | 166,022 | 121,875 |
Other current assets | 18,341 | 15,654 |
Total current assets | 361,579 | 423,481 |
Property, Plant and Equipment: | ||
Land, buildings and improvements | 311,280 | 252,174 |
Machinery and equipment | 463,661 | 424,015 |
Total cost | 774,941 | 676,189 |
Less accumulated depreciation | 336,652 | 311,567 |
Property, plant and equipment-net | 438,289 | 364,622 |
Other Assets: | ||
Goodwill | 208,371 | 208,371 |
Other intangible assets-net | 41,969 | 58,766 |
Operating lease right-of-use assets | 29,879 | 22,455 |
Other noncurrent assets | 23,537 | 23,590 |
Total | 1,103,624 | 1,101,285 |
Current Liabilities: | ||
Accounts payable | 127,361 | 110,338 |
Accrued liabilities | 52,116 | 63,585 |
Total current liabilities | 179,477 | 173,923 |
Noncurrent Operating Lease Liabilities | 23,111 | 17,228 |
Other Noncurrent Liabilities | 22,564 | 28,285 |
Deferred Income Taxes | 39,850 | 38,702 |
Commitments and Contingencies | ||
Shareholders' Equity: | ||
Preferred stock-authorized 3,050,000 shares; outstanding-none | ||
Common stock-authorized 75,000,000 shares; outstanding-March-27,523,562 shares; June-27,531,040 shares | 135,645 | 128,617 |
Retained earnings | 1,478,026 | 1,482,220 |
Accumulated other comprehensive loss | (8,127) | (8,253) |
Common stock in treasury, at cost | (766,922) | (759,437) |
Total shareholders' equity | 838,622 | 843,147 |
Total | $ 1,103,624 | $ 1,101,285 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - shares | Mar. 31, 2022 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 3,050,000 | 3,050,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares outstanding | 27,523,562 | 27,531,040 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||||
Net Sales | $ 403,494 | $ 357,249 | $ 1,223,977 | $ 1,081,501 |
Cost of Sales | 335,162 | 266,699 | 966,676 | 791,452 |
Gross Profit | 68,332 | 90,550 | 257,301 | 290,049 |
Selling, General and Administrative Expenses | 54,526 | 53,162 | 157,920 | 149,607 |
Change in Contingent Consideration | (1,300) | 0 | (3,470) | (5,687) |
Restructuring and Impairment Charges | 22,723 | 0 | 24,651 | 1,195 |
Operating (Loss) Income | (7,617) | 37,388 | 78,200 | 144,934 |
Other, Net | 119 | (44) | 250 | (67) |
(Loss) Income Before Income Taxes | (7,498) | 37,344 | 78,450 | 144,867 |
Taxes Based on (Loss) Income | (3,015) | 8,447 | 17,908 | 34,261 |
Net (Loss) Income | $ (4,483) | $ 28,897 | $ 60,542 | $ 110,606 |
Net (Loss) Income Per Common Share: | ||||
Basic (in dollars per share) | $ (0.17) | $ 1.05 | $ 2.20 | $ 4.02 |
Diluted (in dollars per share) | $ (0.17) | $ 1.05 | $ 2.20 | $ 4.01 |
Weighted Average Common Shares Outstanding: | ||||
Basic (in shares) | 27,442 | 27,483 | 27,448 | 27,474 |
Diluted (in shares) | 27,442 | 27,526 | 27,478 | 27,513 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (Loss) Income | $ (4,483) | $ 28,897 | $ 60,542 | $ 110,606 |
Defined Benefit Pension and Postretirement Benefit Plans: | ||||
Amortization of loss, before tax | 101 | 167 | 301 | 503 |
Amortization of prior service credit, before tax | (45) | (45) | (136) | (136) |
Total Other Comprehensive Income, Before Tax | 56 | 122 | 165 | 367 |
Tax Attributes of Items in Other Comprehensive Income: | ||||
Amortization of loss, tax | (24) | (39) | (71) | (117) |
Amortization of prior service credit, tax | 11 | 11 | 32 | 32 |
Total Tax Expense | (13) | (28) | (39) | (85) |
Other Comprehensive Income, Net of Tax | 43 | 94 | 126 | 282 |
Comprehensive (Loss) Income | $ (4,440) | $ 28,991 | $ 60,668 | $ 110,888 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash Flows From Operating Activities: | ||
Net income | $ 60,542 | $ 110,606 |
Impacts of noncash items: | ||
Depreciation and amortization | 34,417 | 32,569 |
Change in contingent consideration | (3,470) | (5,687) |
Deferred income taxes and other changes | 1,587 | 4,305 |
Stock-based compensation expense | 7,384 | 5,234 |
Restructuring and impairment charges | 24,435 | 1,195 |
Pension plan activity | (411) | (118) |
Changes in operating assets and liabilities: | ||
Receivables | (12,234) | (11,273) |
Inventories | (44,147) | (17,998) |
Other current assets | (4,240) | (2,968) |
Accounts payable and accrued liabilities | (5,212) | 22,834 |
Net cash provided by operating activities | 58,651 | 138,699 |
Cash Flows From Investing Activities: | ||
Payments for property additions | (104,888) | (55,601) |
Other-net | (177) | (561) |
Net cash used in investing activities | (105,065) | (56,162) |
Cash Flows From Financing Activities: | ||
Payment of dividends | (64,736) | (60,576) |
Purchase of treasury stock | (7,485) | (4,623) |
Tax withholdings for stock-based compensation | (356) | (3,110) |
Other-net | (1,979) | (1,380) |
Net cash used in financing activities | (74,556) | (69,689) |
Net change in cash and equivalents | (120,970) | 12,848 |
Cash and equivalents at beginning of year | 188,055 | 198,273 |
Cash and equivalents at end of period | 67,085 | 211,121 |
Supplemental Disclosure of Operating Cash Flows: | ||
Net cash payments for income taxes | $ 18,775 | $ 29,855 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements Of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock Outstanding [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Treasury Stock [Member] |
Balance (in shares) at Jun. 30, 2020 | 27,524,000 | ||||
Balance at Jun. 30, 2020 | $ 783,300 | $ 125,153 | $ 1,421,121 | $ (12,070) | $ (750,904) |
Net income (loss) | 37,079 | 37,079 | |||
Net pension and postretirement benefit gains, net of tax effect | 94 | 94 | |||
Cash dividends - common stock | (19,270) | (19,270) | |||
Purchase of treasury stock (in shares) | 0 | ||||
Purchase of treasury stock | (15) | (15) | |||
Stock-based plans (in shares) | 16,000 | ||||
Stock-based plans | (1,854) | $ (1,854) | |||
Stock-based compensation expense | 1,772 | $ 1,772 | |||
Balance (in shares) at Sep. 30, 2020 | 27,540,000 | ||||
Balance at Sep. 30, 2020 | 801,106 | $ 125,071 | 1,438,930 | (11,976) | (750,919) |
Balance (in shares) at Jun. 30, 2020 | 27,524,000 | ||||
Balance at Jun. 30, 2020 | 783,300 | $ 125,153 | 1,421,121 | (12,070) | (750,904) |
Net income (loss) | 110,606 | ||||
Net pension and postretirement benefit gains, net of tax effect | 282 | ||||
Balance (in shares) at Mar. 31, 2021 | 27,545,000 | ||||
Balance at Mar. 31, 2021 | 831,113 | $ 127,277 | 1,471,151 | (11,788) | (755,527) |
Balance (in shares) at Sep. 30, 2020 | 27,540,000 | ||||
Balance at Sep. 30, 2020 | 801,106 | $ 125,071 | 1,438,930 | (11,976) | (750,919) |
Net income (loss) | 44,630 | 44,630 | |||
Net pension and postretirement benefit gains, net of tax effect | 94 | 94 | |||
Cash dividends - common stock | (20,655) | (20,655) | |||
Purchase of treasury stock (in shares) | 0 | ||||
Purchase of treasury stock | (4) | (4) | |||
Stock-based plans (in shares) | 7,000 | ||||
Stock-based plans | (581) | $ (581) | |||
Stock-based compensation expense | 1,770 | $ 1,770 | |||
Balance (in shares) at Dec. 31, 2020 | 27,547,000 | ||||
Balance at Dec. 31, 2020 | 826,360 | $ 126,260 | 1,462,905 | (11,882) | (750,923) |
Net income (loss) | 28,897 | 28,897 | |||
Net pension and postretirement benefit gains, net of tax effect | 94 | 94 | |||
Cash dividends - common stock | (20,651) | (20,651) | |||
Purchase of treasury stock (in shares) | (26,000) | ||||
Purchase of treasury stock | (4,604) | (4,604) | |||
Stock-based plans (in shares) | 24,000 | ||||
Stock-based plans | (675) | $ (675) | |||
Stock-based compensation expense | 1,692 | $ 1,692 | |||
Balance (in shares) at Mar. 31, 2021 | 27,545,000 | ||||
Balance at Mar. 31, 2021 | $ 831,113 | $ 127,277 | 1,471,151 | (11,788) | (755,527) |
Balance (in shares) at Jun. 30, 2021 | 27,531,040 | 27,531,000 | |||
Balance at Jun. 30, 2021 | $ 843,147 | $ 128,617 | 1,482,220 | (8,253) | (759,437) |
Net income (loss) | 30,655 | 30,655 | |||
Net pension and postretirement benefit gains, net of tax effect | 42 | 42 | |||
Cash dividends - common stock | (20,675) | (20,675) | |||
Purchase of treasury stock (in shares) | (30,000) | ||||
Purchase of treasury stock | (5,329) | (5,329) | |||
Stock-based plans (in shares) | 29,000 | ||||
Stock-based plans | (59) | $ (59) | |||
Stock-based compensation expense | 2,274 | $ 2,274 | |||
Balance (in shares) at Sep. 30, 2021 | 27,530,000 | ||||
Balance at Sep. 30, 2021 | $ 850,055 | $ 130,832 | 1,492,200 | (8,211) | (764,766) |
Balance (in shares) at Jun. 30, 2021 | 27,531,040 | 27,531,000 | |||
Balance at Jun. 30, 2021 | $ 843,147 | $ 128,617 | 1,482,220 | (8,253) | (759,437) |
Net income (loss) | 60,542 | ||||
Net pension and postretirement benefit gains, net of tax effect | $ 126 | ||||
Balance (in shares) at Mar. 31, 2022 | 27,523,562 | 27,524,000 | |||
Balance at Mar. 31, 2022 | $ 838,622 | $ 135,645 | 1,478,026 | (8,127) | (766,922) |
Balance (in shares) at Sep. 30, 2021 | 27,530,000 | ||||
Balance at Sep. 30, 2021 | 850,055 | $ 130,832 | 1,492,200 | (8,211) | (764,766) |
Net income (loss) | 34,370 | 34,370 | |||
Net pension and postretirement benefit gains, net of tax effect | 41 | 41 | |||
Cash dividends - common stock | (22,035) | (22,035) | |||
Purchase of treasury stock (in shares) | 0 | ||||
Purchase of treasury stock | (9) | (9) | |||
Stock-based plans (in shares) | 4,000 | ||||
Stock-based plans | (2) | $ (2) | |||
Stock-based compensation expense | 2,589 | $ 2,589 | |||
Balance (in shares) at Dec. 31, 2021 | 27,534,000 | ||||
Balance at Dec. 31, 2021 | 865,009 | $ 133,419 | 1,504,535 | (8,170) | (764,775) |
Net income (loss) | (4,483) | (4,483) | |||
Net pension and postretirement benefit gains, net of tax effect | 43 | 43 | |||
Cash dividends - common stock | (22,026) | (22,026) | |||
Purchase of treasury stock (in shares) | (14,000) | ||||
Purchase of treasury stock | (2,147) | (2,147) | |||
Stock-based plans (in shares) | 4,000 | ||||
Stock-based plans | (295) | $ (295) | |||
Stock-based compensation expense | $ 2,521 | $ 2,521 | |||
Balance (in shares) at Mar. 31, 2022 | 27,523,562 | 27,524,000 | |||
Balance at Mar. 31, 2022 | $ 838,622 | $ 135,645 | $ 1,478,026 | $ (8,127) | $ (766,922) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements Of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||||||
Tax effect included in net pension and postretirement benefit gains | $ 13 | $ 13 | $ 13 | $ 28 | $ 28 | $ 29 |
Common stock, dividends per share (in dollars per share) | $ 0.80 | $ 0.80 | $ 0.75 | $ 0.75 | $ 0.75 | $ 0.70 |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Lancaster Colony Corporation and our wholly-owned subsidiaries, collectively referred to as “we,” “us,” “our,” “registrant” or the “Company” and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and SEC Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, the interim condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the results of operations and financial position for such periods. All such adjustments reflected in the interim condensed consolidated financial statements are considered to be of a normal recurring nature. Intercompany transactions and accounts have been eliminated in consolidation. The results of operations for any interim period are not necessarily indicative of results for the full year. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in our 2021 Annual Report on Form 10-K. Unless otherwise noted, the term “year” and references to a particular year pertain to our fiscal year, which begins on July 1 and ends on June 30; for example, 2022 refers to fiscal 2022, which is the period from July 1, 2021 to June 30, 2022. Deferred Software Costs We capitalize certain costs related to hosting arrangements that are service contracts (cloud computing arrangements). Capitalized costs are included in Other Current Assets or Other Noncurrent Assets and are amortized on a straight-line basis over the estimated useful life. For the nine months ended March 31, 2022 and 2021, we capitalized $1.6 million and $3.2 million, respectively, of deferred software costs related to cloud computing arrangements. Property, Plant and Equipment Property, plant and equipment are recorded at cost, except for those acquired as part of a business combination, which are recorded at fair value at the time of purchase. We use the straight-line method of computing depreciation for financial reporting purposes based on the estimated useful lives of the corresponding assets. Purchases of property, plant and equipment included in Accounts Payable and excluded from the property additions and the change in accounts payable in the Condensed Consolidated Statements of Cash Flows were as follows: March 31, 2022 2021 Construction in progress in Accounts Payable $ 21,256 $ 3,791 In the three months ended March 31, 2022, we recorded an impairment charge of $6.8 million for certain property, plant and equipment related to the Bantam Bagels, LLC (“Bantam”) business. This charge resulted from our decision to explore strategic alternatives for this business, which triggered impairment testing, and represents the excess of the carrying value over the fair value. The fair value was based on estimated selling prices for these assets, which represents a Level 3 measurement within the fair value hierarchy. The impairment charge is reflected in Restructuring and Impairment Charges and was not allocated to our two reportable segments due to its unusual nature. Accrued Compensation and Employee Benefits Accrued compensation and employee benefits included in Accrued Liabilities was $18.6 million and $32.5 million at March 31, 2022 and June 30, 2021, respectively. Current Operating Lease Liabilities Current operating lease liabilities included in Accrued Liabilities were $9.4 million and $6.9 million at March 31, 2022 and June 30, 2021, respectively. Earnings Per Share Earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock and common stock equivalents (restricted stock, stock-settled stock appreciation rights and performance units) outstanding during each period. Unvested shares of restricted stock granted to employees are considered participating securities since employees receive nonforfeitable dividends prior to vesting and, therefore, are included in the earnings allocation in computing EPS under the two-class method. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing income available to common shareholders by the diluted weighted average number of common shares outstanding during the period, which includes the dilutive potential common shares associated with nonparticipating restricted stock, stock-settled stock appreciation rights and performance units. Basic and diluted net income per common share were calculated as follows: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Net (loss) income $ (4,483) $ 28,897 $ 60,542 $ 110,606 Net income available to participating securities (52) (56) (168) (223) Net (loss) income available to common shareholders $ (4,535) $ 28,841 $ 60,374 $ 110,383 Weighted average common shares outstanding – basic 27,442 27,483 27,448 27,474 Incremental share effect from: Nonparticipating restricted stock — 2 3 2 Stock-settled stock appreciation rights — 41 26 37 Performance units — — 1 — Weighted average common shares outstanding – diluted 27,442 27,526 27,478 27,513 Net (loss) income per common share – basic $ (0.17) $ 1.05 $ 2.20 $ 4.02 Net (loss) income per common share – diluted $ (0.17) $ 1.05 $ 2.20 $ 4.01 Accumulated Other Comprehensive Loss The following table presents the amounts reclassified out of accumulated other comprehensive loss by component: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Accumulated other comprehensive loss at beginning of period $ (8,170) $ (11,882) $ (8,253) $ (12,070) Defined Benefit Pension Plan Items: Amortization of unrecognized net loss 107 172 321 518 Postretirement Benefit Plan Items: Amortization of unrecognized net gain (6) (5) (20) (15) Amortization of prior service credit (45) (45) (136) (136) Total other comprehensive income, before tax 56 122 165 367 Total tax expense (13) (28) (39) (85) Other comprehensive income, net of tax 43 94 126 282 Accumulated other comprehensive loss at end of period $ (8,127) $ (11,788) $ (8,127) $ (11,788) Significant Accounting Policies There were no changes to our Significant Accounting Policies from those disclosed in our 2021 Annual Report on Form 10-K. Recent Accounting Standards There are no recently issued or adopted accounting standards that will impact our consolidated financial statements. |
Fair Value
Fair Value | 9 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. GAAP sets forth a three-level fair value hierarchy, which prioritizes the inputs used in measuring fair value. The three levels are as follows: Level 1 – defined as observable inputs, such as quoted market prices in active markets. Level 2 – defined as inputs other than quoted prices in active markets that are either directly or indirectly observable. Level 3 – defined as unobservable inputs in which little or no market data exists, therefore, requiring an entity to develop its own assumptions. Our financial assets and liabilities subject to the three-level fair value hierarchy consist principally of cash and equivalents, accounts receivable, accounts payable, contingent consideration payable and defined benefit pension plan assets. The estimated fair value of cash and equivalents, accounts receivable and accounts payable approximates their carrying value. Impairment charges for property, plant and equipment and intangible assets resulted from nonrecurring fair value measurements. See further discussion in Note 1 and Note 5. Our contingent consideration, which resulted from the earn-out associated with our acquisition of Bantam, is measured at fair value on a recurring basis and is included in Other Noncurrent Liabilities. The following table summarizes our contingent consideration: Fair Value Measurements at March 31, 2022 Level 1 Level 2 Level 3 Total Contingent consideration - Bantam $ — $ — $ — $ — Fair Value Measurements at June 30, 2021 Level 1 Level 2 Level 3 Total Contingent consideration - Bantam $ — $ — $ 3,470 $ 3,470 Bantam Contingent Consideration This contingent consideration resulted from the earn-out associated with our October 19, 2018 acquisition of Bantam. In general, the terms of the acquisition specify the sellers will receive an earn-out based upon a pre-determined multiple of the defined adjusted EBITDA of Bantam for the twelve months ending December 31, 2023. The initial fair value of the contingent consideration was determined to be $8.0 million. The fair value is measured on a recurring basis using a Monte Carlo simulation that randomly changes revenue growth, forecasted adjusted EBITDA and other uncertain variables to estimate an expected value. We record the present value of this amount by applying a discount rate. As this fair value measurement is based on significant inputs not observable in the market, it represents a Level 3 measurement within the fair value hierarchy. Our fair value measurement at March 31, 2022 resulted in a $1.3 million reduction in the fair value of Bantam’s contingent consideration based on changes in Bantam’s forecasted adjusted EBITDA for the twelve months ending December 31, 2023. The changes in forecasted adjusted EBITDA primarily reflected lower projected sales levels for Bantam’s Foodservice business. This adjustment was recorded in our Foodservice segment. Our fair value measurement at December 31, 2021 resulted in a $2.2 million reduction in the fair value of Bantam’s contingent consideration based on changes in Bantam’s forecasted adjusted EBITDA for the twelve months ending December 31, 2023, as well as a refinement to the estimated probabilities applied to our forecast scenarios. The changes in forecasted adjusted EBITDA primarily reflected lower projected sales levels for Bantam’s Retail business while the changes in estimated probabilities reflected a lower likelihood of attaining certain Foodservice business. We recorded $1.3 million of this adjustment in our Foodservice segment and $0.9 million in our Retail segment. Our fair value measurement at September 30, 2020 resulted in a $5.7 million reduction in the fair value of Bantam’s contingent consideration based on changes in Bantam’s forecasted adjusted EBITDA for the twelve months ending December 31, 2023. The changes in forecasted adjusted EBITDA primarily reflected the impact of a SKU rationalization by a Foodservice customer resulting in the loss of sales to that customer after November 30, 2020. This adjustment was recorded in our Foodservice segment. The following table represents our Level 3 fair value measurements using significant other unobservable inputs for Bantam’s contingent consideration: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Contingent consideration at beginning of period $ 1,300 $ 3,470 $ 3,470 $ 9,157 Change in contingent consideration included in operating income (1,300) — (3,470) (5,687) Contingent consideration at end of period $ — $ 3,470 $ — $ 3,470 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt At March 31, 2022 and June 30, 2021, we had an unsecured credit facility (“Facility”) under which we could borrow, on a revolving credit basis, up to a maximum of $150 million at any one time, with potential to expand the total credit availability to $225 million based on consent of the issuing banks and certain other conditions. The Facility expires on March 19, 2025, and all outstanding amounts are then due and payable. Interest is variable based upon formulas tied to LIBOR or an alternate base rate defined in the Facility. In the event that LIBOR becomes unavailable or is no longer deemed an appropriate reference rate, the Facility allows for the use of a benchmark replacement rate. We must also pay facility fees that are tied to our then-applicable consolidated leverage ratio. Loans may be used for general corporate purposes. Due to the nature of its terms, when we have outstanding borrowings under the Facility, they will be classified as long-term debt. The Facility contains certain restrictive covenants, including limitations on indebtedness, asset sales and acquisitions. There are two principal financial covenants: an interest expense test that requires us to maintain an interest coverage ratio not less than 2.5 to 1 at the end of each fiscal quarter; and an indebtedness test that requires us to maintain a consolidated leverage ratio not greater than 3.5 to 1, subject to certain exceptions. The interest coverage ratio is calculated by dividing Consolidated EBIT by Consolidated Interest Expense, and the leverage ratio is calculated by dividing Consolidated Net Debt by Consolidated EBITDA. All financial terms used in the covenant calculations are defined more specifically in the Facility. At March 31, 2022 and June 30, 2021, we had no borrowings outstanding under the Facility. At March 31, 2022 and June 30, 2021, we had $2.8 million of standby letters of credit outstanding, which reduced the amount available for borrowing under the Facility. We paid no interest for the three and nine months ended March 31, 2022 and 2021. |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Commitments and Contingencies At March 31, 2022, we were a party to various claims and litigation matters arising in the ordinary course of business. Such matters did not have a material effect on the current-year results of operations and, in our opinion, their ultimate disposition will not have a material effect on our consolidated financial statements. We have a significant remaining commitment of approximately $46 million related to a capacity expansion project at our dressing and sauce facility in Horse Cave, Kentucky. Our acquisition of Bantam included a provision for contingent consideration for the earn-out associated with this transaction. See further discussion in Note 2. |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 9 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill attributable to the Retail and Foodservice segments was $157.4 million and $51.0 million, respectively, at March 31, 2022 and June 30, 2021. The following table summarizes our identifiable other intangible assets: March 31, June 30, Tradenames (20 to 30-year life) Gross carrying value $ 50,321 $ 62,531 Accumulated amortization (12,350) (12,421) Net carrying value $ 37,971 $ 50,110 Customer Relationships (2 to 15-year life) Gross carrying value $ 14,207 $ 17,507 Accumulated amortization (12,496) (12,912) Net carrying value $ 1,711 $ 4,595 Technology / Know-how (10-year life) Gross carrying value $ 6,350 $ 8,020 Accumulated amortization (4,063) (3,973) Net carrying value $ 2,287 $ 4,047 Non-compete Agreements (5-year life) Gross carrying value $ 191 $ 191 Accumulated amortization (191) (177) Net carrying value $ — $ 14 Total net carrying value $ 41,969 $ 58,766 In the three months ended March 31, 2022, we recorded an impairment charge of $12.3 million to write off the net carrying value of Bantam’s tradename, customer relationships and technology / know-how intangible assets based on our decision to explore strategic alternatives for this business. The impairment charge represents the excess of the carrying value over the fair value of estimated discounted cash flows for the remaining useful life of the intangible assets. The impairment charge is reflected in Restructuring and Impairment Charges and was not allocated to our two reportable segments due to its unusual nature. In the three months ended December 31, 2021, we recorded an impairment charge of $0.9 million related to Bantam’s Retail customer relationships intangible asset, which reflects lower projected cash flows for Bantam’s Retail business. The impairment charge represents the excess of the carrying value over the fair value of estimated discounted cash flows for the remaining useful life of the intangible asset. The impairment charge is reflected in Restructuring and Impairment Charges and was recorded in our Retail segment. In the three months ended September 30, 2020, we recorded impairment charges of $1.2 million related to certain tradename and technology / know-how intangible assets for Bantam, which reflected the impact of a SKU rationalization by a Foodservice customer resulting in the loss of sales to that customer after November 30, 2020. The impairment charges represent the excess of the carrying value over the fair value of estimated discounted cash flows for the remaining useful lives of the intangible assets. The impairment charges are reflected in Restructuring and Impairment Charges and were recorded in our Foodservice segment. We also reduced the remaining useful life for Bantam’s Foodservice customer relationship and have recorded accelerated amortization expense. As the fair value measurements used above were based on significant inputs not observable in the market, they represent Level 3 measurements within the fair value hierarchy. Amortization expense for our other intangible assets, which is reflected in Selling, General and Administrative Expenses, was as follows: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Amortization expense $ 1,161 $ 1,203 $ 3,562 $ 4,052 Total annual amortization expense for each of the next five years is estimated to be as follows: 2023 $ 3,105 2024 $ 3,105 2025 $ 2,845 2026 $ 2,215 2027 $ 2,044 |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesPrepaid federal income taxes of $6.5 million and $5.1 million were included in Other Current Assets at March 31, 2022 and June 30, 2021, respectively. Prepaid state and local income taxes of $1.7 million and $1.1 million were included in Other Current Assets at March 31, 2022 and June 30, 2021, respectively. |
Business Segment Information
Business Segment Information | 9 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information Our financial results are presented as two reportable segments: Retail and Foodservice. Costs that are directly attributable to either Retail or Foodservice are charged directly to the appropriate segment. Costs that are deemed to be indirect, excluding corporate expenses and other unusual significant transactions, are allocated to the two reportable segments using a reasonable methodology that is consistently applied. Retail - The vast majority of the products we sell in the Retail segment are sold through sales personnel, food brokers and distributors in the United States. We have placement of products in grocery produce departments through our refrigerated salad dressings, vegetable dips and fruit dips. Our flatbread products and sprouted grain bakery products are generally placed in the specialty bakery/deli section of the grocery store. We also have products typically marketed in the shelf-stable section of the grocery store, which include salad dressings, slaw dressing, sauces and croutons. Within the frozen food section of the grocery store, we sell yeast rolls, garlic breads and mini stuffed bagels. Foodservice - The vast majority of the products we sell in the Foodservice segment are sold through sales personnel, food brokers and distributors in the United States. Most of the products we sell in the Foodservice segment are custom-formulated and include salad dressings, sandwich and dipping sauces, frozen breads and yeast rolls. The majority of our Foodservice sales are products sold under private label to restaurants. We also manufacture and sell various branded Foodservice products to distributors. Finally, within this segment, we sold other roll products under a temporary supply agreement resulting from the acquisition of Omni Baking Company LLC. The temporary supply agreement was terminated effective October 31, 2020. As many of our products are similar between our two segments, our procurement, manufacturing, warehousing and distribution activities are substantially integrated across our operations in order to maximize efficiency and productivity. Consequently, we do not prepare, and our Chief Operating Decision Maker does not review, separate balance sheets for the reportable segments. As such, our external reporting does not include the presentation of identifiable assets by reportable segment. The composition of our identifiable assets at March 31, 2022 is generally consistent with that of June 30, 2021. However, due to the decrease in cash and equivalents, the amount of Corporate assets has decreased as compared to June 30, 2021. We evaluate our Retail and Foodservice segments based on net sales and operating income which follow: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Net Sales Retail $ 213,128 $ 198,358 $ 682,102 $ 614,653 Foodservice 190,366 158,891 541,875 466,848 Total $ 403,494 $ 357,249 $ 1,223,977 $ 1,081,501 Operating Income Retail $ 22,213 $ 41,179 $ 119,997 $ 144,557 Foodservice 18,556 21,088 52,690 66,845 Nonallocated Restructuring and Impairment Charges (1) (22,723) — (23,749) — Corporate Expenses (25,663) (24,879) (70,738) (66,468) Total $ (7,617) $ 37,388 $ 78,200 $ 144,934 (1) Reflects restructuring and impairment charges related to the Bantam business and a facility closure, which were not allocated to our two reportable segments due to their unusual nature. The following table sets forth net sales disaggregated by class of similar products for the Retail and Foodservice segments: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Retail Shelf-stable dressings, sauces and croutons $ 94,578 $ 75,773 $ 272,439 $ 199,292 Frozen breads 73,328 73,628 258,426 250,157 Refrigerated dressings, dips and other 45,222 48,957 151,237 165,204 Total Retail net sales $ 213,128 $ 198,358 $ 682,102 $ 614,653 Foodservice Dressings and sauces $ 143,156 $ 120,925 $ 403,953 $ 347,101 Frozen breads and other 47,210 37,966 137,922 116,040 Other roll products — — — 3,707 Total Foodservice net sales $ 190,366 $ 158,891 $ 541,875 $ 466,848 Total net sales $ 403,494 $ 357,249 $ 1,223,977 $ 1,081,501 The following table provides an additional disaggregation of Foodservice net sales by type of customer: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Foodservice National accounts $ 146,959 $ 124,323 $ 414,840 $ 359,228 Branded and other 43,407 34,568 127,035 103,913 Other roll products — — — 3,707 Total Foodservice net sales $ 190,366 $ 158,891 $ 541,875 $ 466,848 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation There have been no changes to our stock-based compensation plan as disclosed in our 2021 Annual Report on Form 10-K. However, as permitted under this plan, we made an initial grant of performance units in August 2021. These performance units have either a market condition or a performance condition and will vest 3 years after the grant date. Dividend equivalents earned during the vesting period will be paid at the time the awards vest. Our stock-settled stock appreciation rights (“SSSARs”) compensation expense was $0.9 million for the three months ended March 31, 2022 and 2021. Year-to-date SSSARs compensation expense was $2.9 million for the current-year period compared to $2.6 million for the prior-year period. At March 31, 2022, there was $3.9 million of unrecognized compensation expense related to SSSARs that we will recognize over a weighted-average period of 2 years. Our restricted stock compensation expense was $1.3 million and $0.8 million for the three months ended March 31, 2022 and 2021, respectively. Year-to-date restricted stock compensation expense was $3.7 million for the current-year period compared to $2.6 million for the prior-year period. At March 31, 2022, there was $7.3 million of unrecognized compensation expense related to restricted stock that we will recognize over a weighted-average period of 2 years. Our performance units compensation expense was $0.3 million for the three months ended March 31, 2022. Year-to-date performance units compensation expense was $0.8 million for the current-year period. At March 31, 2022, there was $2.9 million of unrecognized compensation expense related to performance units that we will recognize over a weighted-average period of 2 years. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis Of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Lancaster Colony Corporation and our wholly-owned subsidiaries, collectively referred to as “we,” “us,” “our,” “registrant” or the “Company” and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and SEC Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, the interim condensed consolidated financial statements reflect all adjustments necessary for a fair presentation of the results of operations and financial position for such periods. All such adjustments reflected in the interim condensed consolidated financial statements are considered to be of a normal recurring nature. Intercompany transactions and accounts have been eliminated in consolidation. The results of operations for any interim period are not necessarily indicative of results for the full year. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in our 2021 Annual Report on Form 10-K. Unless otherwise noted, the term “year” and references to a particular year pertain to our fiscal year, which begins on July 1 and ends on June 30; for example, 2022 refers to fiscal 2022, which is the period from July 1, 2021 to June 30, 2022. |
Deferred Software Costs | Deferred Software CostsWe capitalize certain costs related to hosting arrangements that are service contracts (cloud computing arrangements). Capitalized costs are included in Other Current Assets or Other Noncurrent Assets and are amortized on a straight-line basis over the estimated useful life. |
Property, Plant And Equipment | Property, Plant and EquipmentProperty, plant and equipment are recorded at cost, except for those acquired as part of a business combination, which are recorded at fair value at the time of purchase. We use the straight-line method of computing depreciation for financial reporting purposes based on the estimated useful lives of the corresponding assets. |
Earnings Per Share | Earnings Per Share Earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock and common stock equivalents (restricted stock, stock-settled stock appreciation rights and performance units) outstanding during each period. Unvested shares of restricted stock granted to employees are considered participating securities since employees receive nonforfeitable dividends prior to vesting and, therefore, are included in the earnings allocation in computing EPS under the two-class method. Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing income available to common shareholders by the diluted weighted average number of common shares outstanding during the period, which includes the dilutive potential common shares associated with nonparticipating restricted stock, stock-settled stock appreciation rights and performance units. |
Recent Accounting Standards | Recent Accounting Standards There are no recently issued or adopted accounting standards that will impact our consolidated financial statements. |
Summary Of Significant Accoun_3
Summary Of Significant Accounting Policies (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule Of Construction In Progress In Accounts Payable | Purchases of property, plant and equipment included in Accounts Payable and excluded from the property additions and the change in accounts payable in the Condensed Consolidated Statements of Cash Flows were as follows: March 31, 2022 2021 Construction in progress in Accounts Payable $ 21,256 $ 3,791 |
Schedule Of Basic And Diluted Net Income Per Common Share Calculations | Basic and diluted net income per common share were calculated as follows: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Net (loss) income $ (4,483) $ 28,897 $ 60,542 $ 110,606 Net income available to participating securities (52) (56) (168) (223) Net (loss) income available to common shareholders $ (4,535) $ 28,841 $ 60,374 $ 110,383 Weighted average common shares outstanding – basic 27,442 27,483 27,448 27,474 Incremental share effect from: Nonparticipating restricted stock — 2 3 2 Stock-settled stock appreciation rights — 41 26 37 Performance units — — 1 — Weighted average common shares outstanding – diluted 27,442 27,526 27,478 27,513 Net (loss) income per common share – basic $ (0.17) $ 1.05 $ 2.20 $ 4.02 Net (loss) income per common share – diluted $ (0.17) $ 1.05 $ 2.20 $ 4.01 |
Schedule Of Amounts Reclassified Out Of Accumulated Other Comprehensive Loss | The following table presents the amounts reclassified out of accumulated other comprehensive loss by component: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Accumulated other comprehensive loss at beginning of period $ (8,170) $ (11,882) $ (8,253) $ (12,070) Defined Benefit Pension Plan Items: Amortization of unrecognized net loss 107 172 321 518 Postretirement Benefit Plan Items: Amortization of unrecognized net gain (6) (5) (20) (15) Amortization of prior service credit (45) (45) (136) (136) Total other comprehensive income, before tax 56 122 165 367 Total tax expense (13) (28) (39) (85) Other comprehensive income, net of tax 43 94 126 282 Accumulated other comprehensive loss at end of period $ (8,127) $ (11,788) $ (8,127) $ (11,788) |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Business Acquisition [Line Items] | |
Schedule Of Contingent Consideration Measured At Fair Value On A Recurring Basis | Our contingent consideration, which resulted from the earn-out associated with our acquisition of Bantam, is measured at fair value on a recurring basis and is included in Other Noncurrent Liabilities. The following table summarizes our contingent consideration: Fair Value Measurements at March 31, 2022 Level 1 Level 2 Level 3 Total Contingent consideration - Bantam $ — $ — $ — $ — Fair Value Measurements at June 30, 2021 Level 1 Level 2 Level 3 Total Contingent consideration - Bantam $ — $ — $ 3,470 $ 3,470 |
Bantam Bagels [Member] | |
Business Acquisition [Line Items] | |
Schedule Of Level 3 Fair Value Measurements Using Significant Other Unobservable Inputs For Contingent Consideration | The following table represents our Level 3 fair value measurements using significant other unobservable inputs for Bantam’s contingent consideration: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Contingent consideration at beginning of period $ 1,300 $ 3,470 $ 3,470 $ 9,157 Change in contingent consideration included in operating income (1,300) — (3,470) (5,687) Contingent consideration at end of period $ — $ 3,470 $ — $ 3,470 |
Goodwill And Other Intangible_2
Goodwill And Other Intangible Assets (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary Of Other Intangible Assets | The following table summarizes our identifiable other intangible assets: March 31, June 30, Tradenames (20 to 30-year life) Gross carrying value $ 50,321 $ 62,531 Accumulated amortization (12,350) (12,421) Net carrying value $ 37,971 $ 50,110 Customer Relationships (2 to 15-year life) Gross carrying value $ 14,207 $ 17,507 Accumulated amortization (12,496) (12,912) Net carrying value $ 1,711 $ 4,595 Technology / Know-how (10-year life) Gross carrying value $ 6,350 $ 8,020 Accumulated amortization (4,063) (3,973) Net carrying value $ 2,287 $ 4,047 Non-compete Agreements (5-year life) Gross carrying value $ 191 $ 191 Accumulated amortization (191) (177) Net carrying value $ — $ 14 Total net carrying value $ 41,969 $ 58,766 |
Schedule Of Amortization Expense | Amortization expense for our other intangible assets, which is reflected in Selling, General and Administrative Expenses, was as follows: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Amortization expense $ 1,161 $ 1,203 $ 3,562 $ 4,052 |
Estimated Annual Amortization Expense | Total annual amortization expense for each of the next five years is estimated to be as follows: 2023 $ 3,105 2024 $ 3,105 2025 $ 2,845 2026 $ 2,215 2027 $ 2,044 |
Business Segment Information (T
Business Segment Information (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary Of Financial Information Attributable To Reportable Segments | We evaluate our Retail and Foodservice segments based on net sales and operating income which follow: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Net Sales Retail $ 213,128 $ 198,358 $ 682,102 $ 614,653 Foodservice 190,366 158,891 541,875 466,848 Total $ 403,494 $ 357,249 $ 1,223,977 $ 1,081,501 Operating Income Retail $ 22,213 $ 41,179 $ 119,997 $ 144,557 Foodservice 18,556 21,088 52,690 66,845 Nonallocated Restructuring and Impairment Charges (1) (22,723) — (23,749) — Corporate Expenses (25,663) (24,879) (70,738) (66,468) Total $ (7,617) $ 37,388 $ 78,200 $ 144,934 (1) Reflects restructuring and impairment charges related to the Bantam business and a facility closure, which were not allocated to our two reportable segments due to their unusual nature. |
Disaggregation Of Net Sales By Class Of Similar Products | The following table sets forth net sales disaggregated by class of similar products for the Retail and Foodservice segments: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Retail Shelf-stable dressings, sauces and croutons $ 94,578 $ 75,773 $ 272,439 $ 199,292 Frozen breads 73,328 73,628 258,426 250,157 Refrigerated dressings, dips and other 45,222 48,957 151,237 165,204 Total Retail net sales $ 213,128 $ 198,358 $ 682,102 $ 614,653 Foodservice Dressings and sauces $ 143,156 $ 120,925 $ 403,953 $ 347,101 Frozen breads and other 47,210 37,966 137,922 116,040 Other roll products — — — 3,707 Total Foodservice net sales $ 190,366 $ 158,891 $ 541,875 $ 466,848 Total net sales $ 403,494 $ 357,249 $ 1,223,977 $ 1,081,501 |
Disaggregation Of Foodservice Net Sales By Type Of Customer | The following table provides an additional disaggregation of Foodservice net sales by type of customer: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Foodservice National accounts $ 146,959 $ 124,323 $ 414,840 $ 359,228 Branded and other 43,407 34,568 127,035 103,913 Other roll products — — — 3,707 Total Foodservice net sales $ 190,366 $ 158,891 $ 541,875 $ 466,848 |
Summary Of Significant Accoun_4
Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2021 | |
Accounting Policies [Abstract] | ||||
Amount capitalized for deferred software costs related to cloud computing arrangements | $ 1.6 | $ 3.2 | ||
Impairment of property, plant and equipment | $ 6.8 | |||
Accrued compensation and employee benefits | 18.6 | 18.6 | $ 32.5 | |
Current operating lease liabilities | $ 9.4 | $ 9.4 | $ 6.9 |
Summary Of Significant Accoun_5
Summary Of Significant Accounting Policies (Schedule Of Construction In Progress In Accounts Payable) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accounting Policies [Abstract] | ||
Construction in progress in Accounts Payable | $ 21,256 | $ 3,791 |
Summary Of Significant Accoun_6
Summary Of Significant Accounting Policies (Schedule Of Basic And Diluted Net Income Per Common Share Calculations) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | |
Accounting Policies [Abstract] | ||||||||
Net income (loss) | $ (4,483) | $ 34,370 | $ 30,655 | $ 28,897 | $ 44,630 | $ 37,079 | $ 60,542 | $ 110,606 |
Net income available to participating securities | (52) | (56) | (168) | (223) | ||||
Net (loss) income available to common shareholders | $ (4,535) | $ 28,841 | $ 60,374 | $ 110,383 | ||||
Weighted average common shares outstanding - basic (in shares) | 27,442 | 27,483 | 27,448 | 27,474 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental share effect from stock-settled stock appreciation rights (in shares) | 0 | 41 | 26 | 37 | ||||
Weighted average common shares outstanding - diluted (in shares) | 27,442 | 27,526 | 27,478 | 27,513 | ||||
Net (loss) income per common share – basic | $ (0.17) | $ 1.05 | $ 2.20 | $ 4.02 | ||||
Net (loss) income per common share – diluted | $ (0.17) | $ 1.05 | $ 2.20 | $ 4.01 | ||||
Nonparticipating restricted stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental share effect from awards with forfeitable dividends (in shares) | 0 | 2 | 3 | 2 | ||||
Performance units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental share effect from awards with forfeitable dividends (in shares) | 0 | 0 | 1 | 0 |
Summary Of Significant Accoun_7
Summary Of Significant Accounting Policies (Schedule Of Amounts Reclassified Out Of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Accumulated other comprehensive loss at beginning of period | $ (8,170) | $ (8,253) | $ (11,882) | $ (12,070) | $ (8,253) | $ (12,070) | ||
Total other comprehensive income, before tax | 56 | 122 | 165 | 367 | ||||
Total tax expense | (13) | $ (13) | (13) | (28) | $ (28) | (29) | (39) | (85) |
Other comprehensive income, net of tax | 43 | 41 | $ 42 | 94 | 94 | $ 94 | 126 | 282 |
Accumulated other comprehensive loss at end of period | (8,127) | $ (8,170) | (11,788) | $ (11,882) | (8,127) | (11,788) | ||
Defined Benefit Pension Plan [Member] | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Amortization of unrecognized net (gain) loss | 107 | 172 | 321 | 518 | ||||
Postretirement Benefit Plan [Member] | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Amortization of unrecognized net (gain) loss | (6) | (5) | (20) | (15) | ||||
Amortization of prior service credit | $ (45) | $ (45) | $ (136) | $ (136) |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2021 | Oct. 19, 2018 | |
Business Acquisition [Line Items] | ||||||||
Decrease in the fair value of contingent consideration | $ 1,300 | $ 0 | $ 3,470 | $ 5,687 | ||||
Bantam Bagels [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Fair value of contingent consideration | 0 | 0 | $ 3,470 | $ 8,000 | ||||
Decrease in the fair value of contingent consideration | 1,300 | $ 2,200 | $ 0 | $ 3,470 | $ 5,687 | |||
Bantam Bagels [Member] | Foodservice [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Decrease in the fair value of contingent consideration | $ 1,300 | 1,300 | $ 5,700 | |||||
Bantam Bagels [Member] | Retail [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Decrease in the fair value of contingent consideration | $ 900 |
Fair Value (Schedule Of Conting
Fair Value (Schedule Of Contingent Consideration Measured At Fair Value On A Recurring Basis) (Details) - Bantam Bagels [Member] - USD ($) $ in Thousands | Mar. 31, 2022 | Jun. 30, 2021 | Oct. 19, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | $ 0 | $ 3,470 | $ 8,000 |
Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | 0 | 0 | |
Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | 0 | 0 | |
Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | $ 0 | $ 3,470 |
Fair Value (Schedule Of Level 3
Fair Value (Schedule Of Level 3 Fair Value Measurements Using Significant Other Unobservable Inputs For Contingent Consideration) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Business Acquisition [Line Items] | |||||
Change in contingent consideration included in operating income | $ (1,300) | $ 0 | $ (3,470) | $ (5,687) | |
Bantam Bagels [Member] | |||||
Business Acquisition [Line Items] | |||||
Contingent consideration at beginning of period | 1,300 | 3,470 | 3,470 | 9,157 | |
Change in contingent consideration included in operating income | (1,300) | $ (2,200) | 0 | (3,470) | (5,687) |
Contingent consideration at end of period | $ 0 | $ 1,300 | $ 3,470 | $ 0 | $ 3,470 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |||||
Maximum borrowing capacity | $ 150,000,000 | $ 150,000,000 | $ 150,000,000 | ||
Maximum borrowing capacity on obtaining consent of the issuing bank | 225,000,000 | $ 225,000,000 | 225,000,000 | ||
Line of credit facility, expiration date | Mar. 19, 2025 | ||||
Minimum interest coverage ratio | 250.00% | ||||
Maximum leverage ratio | 350.00% | ||||
Line of credit facility, amount outstanding | 0 | $ 0 | 0 | ||
Standby letters of credit, amount outstanding | 2,800,000 | 2,800,000 | $ 2,800,000 | ||
Interest paid | $ 0 | $ 0 | $ 0 | $ 0 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) $ in Millions | Mar. 31, 2022USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment related to a capacity expansion project | $ 46 |
Goodwill And Other Intangible_3
Goodwill And Other Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | |
Goodwill [Line Items] | ||||
Goodwill | $ 208,371 | $ 208,371 | ||
Impairment of intangible assets | 12,300 | $ 900 | $ 1,200 | |
Retail [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 157,400 | 157,400 | ||
Foodservice [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 51,000 | $ 51,000 |
Goodwill And Other Intangible_4
Goodwill And Other Intangible Assets (Summary Of Other Intangible Assets) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2022 | Jun. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Net carrying value | $ 41,969 | $ 58,766 |
Tradenames (20 to 30-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | 50,321 | 62,531 |
Accumulated amortization | (12,350) | (12,421) |
Net carrying value | 37,971 | 50,110 |
Customer Relationships (2 to 15-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | 14,207 | 17,507 |
Accumulated amortization | (12,496) | (12,912) |
Net carrying value | 1,711 | 4,595 |
Technology / Know-how (10-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | 6,350 | 8,020 |
Accumulated amortization | (4,063) | (3,973) |
Net carrying value | $ 2,287 | 4,047 |
Finite-lived other intangible assets useful life (in years) | 10 years | |
Non-compete Agreements (5-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 191 | 191 |
Accumulated amortization | (191) | (177) |
Net carrying value | $ 0 | $ 14 |
Finite-lived other intangible assets useful life (in years) | 5 years | |
Minimum [Member] | Tradenames (20 to 30-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived other intangible assets useful life (in years) | 20 years | |
Minimum [Member] | Customer Relationships (2 to 15-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived other intangible assets useful life (in years) | 2 years | |
Maximum [Member] | Tradenames (20 to 30-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived other intangible assets useful life (in years) | 30 years | |
Maximum [Member] | Customer Relationships (2 to 15-year life) [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived other intangible assets useful life (in years) | 15 years |
Goodwill And Other Intangible_5
Goodwill And Other Intangible Assets (Schedule Of Amortization Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 1,161 | $ 1,203 | $ 3,562 | $ 4,052 |
Goodwill And Other Intangible_6
Goodwill And Other Intangible Assets (Estimated Annual Amortization Expense) (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 3,105 |
2024 | 3,105 |
2025 | 2,845 |
2026 | 2,215 |
2027 | $ 2,044 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Jun. 30, 2021 |
Federal [Member] | ||
Income Tax Authority [Line Items] | ||
Prepaid income taxes | $ 6.5 | $ 5.1 |
State and Local [Member] | ||
Income Tax Authority [Line Items] | ||
Prepaid income taxes | $ 1.7 | $ 1.1 |
Business Segment Information (S
Business Segment Information (Summary Of Financial Information Attributable To Reportable Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||||
Net Sales | $ 403,494 | $ 357,249 | $ 1,223,977 | $ 1,081,501 |
Operating Income | (7,617) | 37,388 | 78,200 | 144,934 |
Retail [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 213,128 | 198,358 | 682,102 | 614,653 |
Operating Income | 22,213 | 41,179 | 119,997 | 144,557 |
Foodservice [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 190,366 | 158,891 | 541,875 | 466,848 |
Operating Income | 18,556 | 21,088 | 52,690 | 66,845 |
Nonallocated Restructuring and Impairment Charges [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | (22,723) | 0 | (23,749) | 0 |
Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | $ (25,663) | $ (24,879) | $ (70,738) | $ (66,468) |
Business Segment Information (D
Business Segment Information (Disaggregation Of Net Sales By Class Of Similar Products) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 403,494 | $ 357,249 | $ 1,223,977 | $ 1,081,501 |
Retail [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 213,128 | 198,358 | 682,102 | 614,653 |
Foodservice [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 190,366 | 158,891 | 541,875 | 466,848 |
Shelf-stable dressings, sauces and croutons [Member] | Retail [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 94,578 | 75,773 | 272,439 | 199,292 |
Frozen breads [Member] | Retail [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 73,328 | 73,628 | 258,426 | 250,157 |
Refrigerated dressings, dips and other [Member] | Retail [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 45,222 | 48,957 | 151,237 | 165,204 |
Dressings and sauces [Member] | Foodservice [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 143,156 | 120,925 | 403,953 | 347,101 |
Frozen breads and other [Member] | Foodservice [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 47,210 | 37,966 | 137,922 | 116,040 |
Other roll products [Member] | Foodservice [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 0 | $ 0 | $ 0 | $ 3,707 |
Business Segment Information _2
Business Segment Information (Disaggregation Of Foodservice Net Sales By Type Of Customer) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 403,494 | $ 357,249 | $ 1,223,977 | $ 1,081,501 |
Foodservice [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 190,366 | 158,891 | 541,875 | 466,848 |
Foodservice [Member] | National accounts [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 146,959 | 124,323 | 414,840 | 359,228 |
Foodservice [Member] | Branded and other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 43,407 | 34,568 | 127,035 | 103,913 |
Foodservice [Member] | Other roll products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 0 | $ 0 | $ 0 | $ 3,707 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Performance Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 3 years | |||
Compensation expense | $ 0.3 | $ 0.8 | ||
Unrecognized compensation expense | 2.9 | $ 2.9 | ||
Weighted-average period over which remaining compensation expense will be recognized (in years) | 2 years | |||
Stock Settled Stock Appreciation Rights SARS [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | 0.9 | $ 0.9 | $ 2.9 | $ 2.6 |
Unrecognized compensation expense | 3.9 | $ 3.9 | ||
Weighted-average period over which remaining compensation expense will be recognized (in years) | 2 years | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | 1.3 | $ 0.8 | $ 3.7 | $ 2.6 |
Unrecognized compensation expense | $ 7.3 | $ 7.3 | ||
Weighted-average period over which remaining compensation expense will be recognized (in years) | 2 years |