Document And Entity Information
Document And Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 16, 2017 | Dec. 31, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jun. 30, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | HAIN | ||
Entity Registrant Name | HAIN CELESTIAL GROUP INC. | ||
Entity Central Index Key | 910,406 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | No | ||
Entity Common Stock, Shares Outstanding | 103,697,237 | ||
Entity Public Float | $ 4,107,285 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 127,926 | $ 166,922 |
Accounts receivable, less allowance for doubtful accounts of $936 and $896, respectively | 278,933 | 263,108 |
Inventories | 408,564 | 397,319 |
Deferred income taxes | 0 | 38,506 |
Prepaid expenses and other current assets | 84,811 | 62,940 |
Total current assets | 900,234 | 928,795 |
Property, plant and equipment, net | 389,841 | 353,664 |
Goodwill | 1,060,336 | 1,135,678 |
Trademarks and other intangible assets, net | 604,787 | 646,392 |
Investments and joint ventures | 20,244 | 2,305 |
Other assets | 32,638 | 32,574 |
Total assets | 3,008,080 | 3,099,408 |
Current liabilities: | ||
Accounts payable | 251,712 | 274,447 |
Accrued expenses and other current liabilities | 78,803 | 85,633 |
Current portion of long-term debt | 26,513 | 31,275 |
Total current liabilities | 357,028 | 391,355 |
Long-term debt, less current portion | 836,171 | 812,608 |
Deferred income taxes | 131,507 | 151,141 |
Other noncurrent liabilities | 18,860 | 16,637 |
Total liabilities | 1,343,566 | 1,371,741 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none | 0 | 0 |
Common stock - $.01 par value, authorized 150,000 shares; issued: 107,479 and 105,841 shares, respectively; outstanding: 103,461 and 102,612 shares, respectively | 1,075 | 1,058 |
Additional paid-in capital | 1,123,206 | 1,072,427 |
Retained earnings | 801,392 | 753,963 |
Accumulated other comprehensive loss | (172,111) | (41,631) |
Total stockholders' equity including treasury stock | 1,753,562 | 1,785,817 |
Less: Treasury stock, at cost, 4,018 and 3,229 shares, respectively | (89,048) | (58,150) |
Total stockholders’ equity | 1,664,514 | 1,727,667 |
Total liabilities and stockholders’ equity | $ 3,008,080 | $ 3,099,408 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Statement of Financial Position [Abstract] | ||||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 936 | $ 896 | ||
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 | ||
Common stock, shares issued | 107,479,000 | 105,841,000 | ||
Common stock, shares, outstanding | 103,461,000 | 102,612,000 | ||
Treasury stock, shares | 4,018,000 | 3,229,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands | Dec. 29, 2014 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Income Statement [Abstract] | ||||||||||||
Net sales | $ 737,547,000 | $ 736,663,000 | $ 743,437,000 | $ 667,727,000 | $ 680,565,000 | $ 652,351,000 | $ 679,759,000 | $ 596,938,000 | $ 2,885,374,000 | $ 2,609,613,000 | $ 2,107,822,000 | |
Cost of sales | 576,755,000 | 577,176,000 | 529,846,000 | 524,840,000 | 502,742,000 | 529,400,000 | 489,776,000 | 2,271,243,000 | 2,046,758,000 | 1,579,540,000 | ||
Gross profit | 150,081,000 | 159,908,000 | 166,261,000 | 137,881,000 | 155,725,000 | 149,609,000 | 150,359,000 | 107,162,000 | 614,131,000 | 562,855,000 | 528,282,000 | |
Selling, general and administrative expenses | 78,890,000 | 68,981,000 | 75,550,000 | 71,337,000 | 72,510,000 | 78,244,000 | 80,735,000 | 303,763,000 | 302,827,000 | 279,510,000 | ||
Amortization of acquired intangibles | 4,553,000 | 4,704,000 | 4,639,000 | 4,462,000 | 4,647,000 | 4,267,000 | 4,471,000 | 18,869,000 | 17,846,000 | 15,440,000 | ||
Acquisition related expenses, restructuring and integration charges | 5,317,000 | 2,498,000 | 3,420,000 | 2,587,000 | 4,298,000 | (149,000) | 1,584,000 | 16,867,000 | 8,320,000 | 10,187,000 | ||
Goodwill impairment | 84,548,000 | 0 | 0 | |||||||||
Intangibles impairment | 39,724,000 | 39,724,000 | 0 | 6,399,000 | ||||||||
Operating income | (65,138,000) | 71,148,000 | 90,078,000 | 54,272,000 | 77,339,000 | 68,154,000 | 67,997,000 | 20,372,000 | 150,360,000 | 233,862,000 | 216,746,000 | |
Interest and other financing expense, net | 6,920,000 | 6,131,000 | 6,467,000 | 6,420,000 | 6,298,000 | 6,542,000 | 6,713,000 | 25,161,000 | 25,973,000 | 24,366,000 | ||
Other (income)/expense, net | 378,000 | 3,234,000 | 5,401,000 | (3,968,000) | 3,886,000 | 2,272,000 | 2,499,000 | 16,543,000 | 4,689,000 | (4,780,000) | ||
Gain on sale of business | (1,378,000) | (1,544,000) | 0 | (6,747,000) | 0 | (9,669,000) | 0 | |||||
Gain on fire insurance recovery | (9,013,000) | 0 | 0 | (9,752,000) | 0 | 0 | ||||||
Income before income taxes and equity in earnings of equity-method investees | (77,572,000) | 72,863,000 | 80,713,000 | 42,404,000 | 76,265,000 | 59,514,000 | 59,183,000 | 17,907,000 | 118,408,000 | 212,869,000 | 197,160,000 | |
Provision for income taxes | 23,914,000 | 22,602,000 | 13,330,000 | 4,287,000 | 21,500,000 | 19,838,000 | 2,911,000 | 70,932,000 | 48,535,000 | 69,608,000 | ||
Equity in net loss (income) of equity-method investees | 161,000 | 31,000 | (84,000) | (174,000) | 13,000 | (308,000) | (159,000) | 47,000 | (628,000) | (3,999,000) | ||
Income from continuing operations | 47,429,000 | 164,962,000 | 131,551,000 | |||||||||
Loss from discontinued operations, net of tax | 0 | 0 | (1,629,000) | |||||||||
Net income | $ (88,597,000) | $ 48,788,000 | $ 58,080,000 | $ 29,158,000 | $ 72,152,000 | $ 38,001,000 | $ 39,653,000 | $ 15,155,000 | $ 47,429,000 | $ 164,962,000 | $ 129,922,000 | |
Basic net income (loss) per common share: | ||||||||||||
Basic net income (loss) per common share, from continuing operations (USD per share) | $ 0.46 | $ 1.62 | $ 1.35 | |||||||||
Basic net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | (0.02) | |||||||||
Basic net income (loss) per common share (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.70 | $ 0.37 | $ 0.39 | $ 0.15 | 0.46 | 1.62 | 1.33 | |
Diluted net income (loss) per common share: | ||||||||||||
Diluted net income (loss) per common share, from continuing operations (USD per share) | 0.46 | 1.60 | 1.32 | |||||||||
Diluted net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | (0.02) | |||||||||
Diluted net income (loss) per common share (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.69 | $ 0.37 | $ 0.38 | $ 0.15 | $ 0.46 | $ 1.60 | $ 1.30 | |
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 103,135 | 101,703 | 97,750 | ||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 104,183 | 103,421 | 100,006 | ||
Stock split ratio | 2 | 2 | ||||||||||
Stock dividend, percent | 100.00% | 100.00% |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) Statement - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 47,429 | $ 164,962 | $ 129,922 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments, before tax | (129,874) | (106,790) | 90,704 |
Foreign currency translation adjustments, tax | 0 | 4,416 | 69 |
Foreign currency translation adjustments, net of tax | (129,874) | (102,374) | 90,773 |
Change in deferred gains (losses) on cash flow hedging instruments, before tax | (788) | 2,093 | (1,734) |
Change in deferred gains (losses) on cash flow hedging instruments tax | 261 | (512) | 330 |
Change in deferred gains (losses) on cash flow hedging instruments, net of tax | (527) | 1,581 | (1,404) |
Change in unrealized gain (loss) on available for sale investment, before tax | (129) | (1,575) | (3,058) |
Change in unrealized gain (loss) on available for sale investment, tax | 50 | 669 | 1,216 |
Change in unrealized gain (loss) on available for sale investment, net of tax | (79) | (906) | (1,842) |
Total other comprehensive (loss) income, before tax | (130,791) | (106,272) | 85,912 |
Total other comprehensive (loss) income, tax | 311 | 4,573 | 1,615 |
Total other comprehensive income (loss), net of tax | (130,480) | (101,699) | 87,527 |
Total comprehensive (loss) income | $ (83,051) | $ 63,263 | $ 217,449 |
Consolidated Statement Of Stock
Consolidated Statement Of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Jun. 30, 2013 | $ 1,170,659 | $ 980 | $ 768,284 | $ 459,079 | $ (30,225) | $ (27,459) |
Beginning balance, shares at Jun. 30, 2013 | 98,044 | 2,672 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 129,922 | 129,922 | ||||
Other comprehensive income (loss) | 87,527 | 87,527 | ||||
Issuance of common stock pursuant to compensation plans | 15,090 | $ 15 | 14,919 | $ 156 | ||
Issuance of common stock pursuant to compensation plans, shares | 1,539 | (13) | ||||
Issuance of common stock in connection with acquisitions | 159,521 | $ 36 | 159,485 | |||
Issuance of common stock in connection with acquisitions, shares | 3,560 | |||||
Stock based compensation income tax effects | 15,681 | 15,681 | ||||
Shares withheld for payment of employee payroll taxes due on shares issued under stock based compensation plans, shares | 247 | |||||
Shares withheld for payment of employee payroll taxes due on shares issued under stock based compensation plans | (10,023) | $ (10,023) | ||||
Stock based compensation expense | 12,448 | 12,448 | ||||
Ending balance at Jun. 30, 2014 | $ 1,580,825 | $ 1,031 | 970,817 | 589,001 | $ (40,092) | 60,068 |
Ending balance, shares at Jun. 30, 2014 | 103,143 | 2,906 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock split ratio | 2 | |||||
Stock dividend, percent | 100.00% | |||||
Net income | $ 164,962 | 164,962 | ||||
Other comprehensive income (loss) | (101,699) | (101,699) | ||||
Issuance of common stock pursuant to compensation plans | 26,085 | $ 20 | 26,065 | |||
Issuance of common stock pursuant to compensation plans, shares | 1,968 | |||||
Issuance of common stock in connection with acquisitions | 34,136 | $ 7 | 34,129 | |||
Issuance of common stock in connection with acquisitions, shares | 730 | |||||
Stock based compensation income tax effects | 29,219 | 29,219 | ||||
Shares withheld for payment of employee payroll taxes due on shares issued under stock based compensation plans, shares | 323 | |||||
Shares withheld for payment of employee payroll taxes due on shares issued under stock based compensation plans | (18,058) | $ (18,058) | ||||
Stock based compensation expense | 12,197 | 12,197 | ||||
Ending balance at Jun. 30, 2015 | $ 1,727,667 | $ 1,058 | 1,072,427 | 753,963 | $ (58,150) | (41,631) |
Ending balance, shares at Jun. 30, 2015 | 105,841 | 105,841 | 3,229 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | $ 47,429 | 47,429 | ||||
Other comprehensive income (loss) | (130,480) | (130,480) | ||||
Issuance of common stock pursuant to compensation plans | 4,400 | $ 14 | 9,749 | $ (5,363) | ||
Issuance of common stock pursuant to compensation plans, shares | 1,398 | 151 | ||||
Issuance of common stock in connection with acquisitions | 16,308 | $ 3 | 16,305 | |||
Issuance of common stock in connection with acquisitions, shares | 240 | |||||
Stock based compensation income tax effects | 12,037 | 12,037 | ||||
Shares withheld for payment of employee payroll taxes due on shares issued under stock based compensation plans, shares | 638 | |||||
Shares withheld for payment of employee payroll taxes due on shares issued under stock based compensation plans | (25,535) | $ (25,535) | ||||
Stock based compensation expense | 12,688 | 12,688 | ||||
Ending balance at Jun. 30, 2016 | $ 1,664,514 | $ 1,075 | $ 1,123,206 | $ 801,392 | $ (89,048) | $ (172,111) |
Ending balance, shares at Jun. 30, 2016 | 107,479 | 107,479 | 4,018 |
Consolidated Statement of Stoc7
Consolidated Statement of Stockholders' Equity (Parenthetical) - $ / shares | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Statement of Stockholders' Equity [Abstract] | ||||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $ 47,429 | $ 164,962 | $ 129,922 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 65,622 | 57,380 | 48,222 |
Deferred income taxes | 33,093 | (2,667) | (2,612) |
Equity in net loss (income) of equity-method investees | 47 | (628) | (3,999) |
Stock based compensation | 12,688 | 12,197 | 12,448 |
Contingent consideration expense | 1,511 | (253) | (983) |
Gains on fire insurance recovery and other, net | (8,058) | 0 | 0 |
Loss on sale of business | 0 | 0 | 1,629 |
Gains on pre-existing ownership interests in HPPC and Empire | 0 | (9,669) | 0 |
Impairment charges | 127,748 | 0 | 7,504 |
Other non-cash items, net | 15,038 | (1,434) | 1,175 |
Increase (decrease) in cash attributable to changes in operating assets and liabilities, net of amounts applicable to acquisitions: | |||
Accounts receivable | (12,886) | (19,582) | 12,595 |
Inventories | (15,739) | (30,465) | (24,819) |
Other current assets | (22,534) | (15,308) | (16,003) |
Other assets and liabilities | 3,281 | (3,964) | (543) |
Accounts payable and accrued expenses | (40,665) | 34,913 | 20,232 |
Net cash provided by operating activities | 206,575 | 185,482 | 184,768 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Acquisitions of businesses, net of cash acquired and working capital settlements | (157,061) | (104,633) | (177,290) |
Purchases of property and equipment | (77,284) | (51,217) | (41,611) |
Repayments from equity-method investees, net | 0 | 0 | 8,288 |
Proceeds from sale of investment | 0 | 2,851 | 4,377 |
Proceeds from disposals of property and equipment | 0 | 1,699 | 0 |
Net cash used in investing activities | (234,345) | (151,300) | (206,236) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from exercises of stock options | 0 | 18,643 | 7,320 |
Borrowings under bank revolving credit facility | 323,904 | 92,000 | 158,713 |
Repayments under bank revolving credit facility | (145,053) | (43,049) | (50,387) |
Repayments of senior notes | (150,000) | 0 | 0 |
Repayments of other debt, net | (13,017) | (54,853) | (7,228) |
Excess tax benefits from stock based compensation | 11,317 | 25,701 | 14,226 |
Acquisition related contingent consideration | (1,547) | (3,217) | (11,800) |
Shares withheld for payment of employee payroll taxes | (25,535) | (18,058) | (10,023) |
Net cash provided by financing activities | 69 | 17,167 | 100,821 |
Effect of exchange rate changes on cash | (11,295) | (8,178) | 3,135 |
Net (decrease)/increase in cash and cash equivalents | (38,996) | 43,171 | 82,488 |
Cash and cash equivalents at beginning of year | 166,922 | 123,751 | 41,263 |
Cash and cash equivalents at end of year | $ 127,926 | $ 166,922 | $ 123,751 |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business The Hain Celestial Group, Inc., a Delaware corporation, and its subsidiaries (collectively, the “Company,” and herein referred to as “Hain Celestial,” “we,” “us,” and “our”) was founded in 1993 and is headquartered in Lake Success, New York. The Company’s mission has continued to evolve since its founding, with health and wellness being the core tenet — to be the leading marketer, manufacturer and seller of organic and natural, “better-for-you” products by anticipating and exceeding consumer expectations in providing quality, innovation, value and convenience. The Company is committed to growing sustainably while continuing to implement environmentally sound business practices and manufacturing processes. Hain Celestial sells its products through specialty and natural food distributors, supermarkets, natural food stores, mass-market and e-commerce retailers, food service channels and club, drug and convenience stores in over 80 countries worldwide. With a proven track record of strategic growth and profitability, the Company manufactures, markets, distributes and sells organic and natural products under brand names that are sold as “better-for-you” products, providing consumers with the opportunity to lead A Healthier Way of Life TM . Hain Celestial is a leader in many organic and natural products categories, with many recognized brands in the various market categories it serves, including Almond Dream ® , Arrowhead Mills ® , Bearitos ® , BluePrint ® , Celestial Seasonings ® , Coconut Dream ® , Cully & Sully ® , Danival ® , DeBoles ® , Earth’s Best ® , Ella’s Kitchen ® , Empire ® , Europe’s Best ® , Farmhouse Fare ® , Frank Cooper’s ® , FreeBird ® , Gale’s ® , Garden of Eatin’ ® , GG UniqueFiber TM , Hain Pure Foods ® , Hartley’s ® , Health Valley ® , Imagine ® , Johnson’s Juice Co. ® , Joya ® , Kosher Valley ® , Lima ® , Linda McCartney’s ® (under license), MaraNatha ® , Natumi ® , New Covent Garden Soup Co. ® , Plainville Farms ® , Rice Dream ® , Robertson’s ® , Rudi’s Gluten-Free Bakery ® , Rudi’s Organic Bakery ® , Sensible Portions ® , Spectrum Organics ® , Soy Dream ® , Sun-Pat ® , SunSpire ® , Terra ® , The Greek Gods ® , Tilda ® , Walnut Acres ® , WestSoy ® and Yves Veggie Cuisine ® . The Company’s personal care products are marketed under the Alba Botanica ® , Avalon Organics ® , Earth’s Best ® , JASON ® , Live Clean ® and Queen Helene ® brands. The Company’s reportable segments are the United States, United Kingdom, Hain Pure Protein and Rest of World. See Note 18, Segment Information . Basis of Presentation The Company’s consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. Investments in affiliated companies in which the Company exercises significant influence, but which it does not control, are accounted for under the equity method of accounting. As such, consolidated net income includes the Company’s equity in the current earnings or losses of such companies. On December 29, 2014, the Company effected a two -for-one stock split of its common stock in the form of a 100% stock dividend to shareholders of record as of December 12, 2014. All share and earnings per share information have been retroactively adjusted to reflect the stock split and the incremental par value of the newly issued shares was recorded with the offset to additional paid-in capital. Unless otherwise indicated, references in these consolidated financial statements to 2016, 2015 and 2014 or “fiscal” 2016, 2015 and 2014 or other years refer to our fiscal year ended June 30 of that respective year and references to 2017 or “fiscal” 2017 refer to our fiscal year ending June 30, 2017. Use of Estimates The financial statements are prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The accounting principles we use require us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and amounts of income and expenses during the reporting periods presented. These estimates include, among others, revenue recognition, trade promotions and sales incentives, valuation of accounts and chargeback receivables, accounting for acquisitions, valuation of long-lived assets, goodwill and intangible assets, stock-based compensation, and valuation allowances for deferred tax assets. We believe in the quality and reasonableness of our critical accounting estimates; however, materially different amounts may be reported under different conditions or using assumptions different from those that we have consistently applied. Accounting Review During the fourth quarter of fiscal 2016, the Company identified the practice of granting additional concessions to certain distributors in the United States and commenced an internal accounting review in order to (i) determine whether the revenue associated with those concessions was accounted for in the correct period and (ii) evaluate its internal control over financial reporting. The Audit Committee of the Company’s Board of Directors separately conducted an independent review of these matters and retained independent counsel to assist in their review. On November 16, 2016, the Company announced that the independent review of the Audit Committee was completed and that the review found no evidence of intentional wrongdoing in connection with the preparation of the Company’s financial statements. The aforementioned reviews identified material weaknesses in our internal control over financial reporting. We refer the reader to “Part II, Item 9A. Controls and Procedures,” for a description of these material weaknesses and management’s plan and implementation of remediation efforts to address these material weaknesses. Management’s accounting review included consideration of certain side agreements and concessions provided to distributors in the United States, including payment terms beyond the customer’s standard terms, rights of return of product and post-sale concessions, most of which were associated with sales that occurred at the end of the quarter. It had been the Company’s policy to record revenue related to these distributors when title of the product transfers to the distributor. The Company concluded that its historical accounting policy for these distributors is appropriate as the sales price is fixed or determinable at the time ownership transfers to these distributors, based on the Company’s ability to make a reasonable estimate of future returns and certain concessions at the time of shipment. Although the initial focus of the Company’s internal accounting review discussed above pertained to the evaluation of the timing of the recognition of the revenue associated with the practice of granting additional concessions to certain distributors, the Company subsequently expanded its internal accounting review and performed an analysis of previously-issued financial statements in order to identify and assess other potential errors. Based upon this review, the Company identified certain immaterial errors relating to its previously-issued financial statements which resulted in revisions to our previously-issued financial statements and are discussed in further detail under Note 2, Correction of Immaterial Errors to Prior Period Financial Statements . Revisions As discussed above, the Audit Committee’s independent review and the internal accounting review conducted by the Company identified immaterial errors that impacted our previously issued consolidated financial statements. Accordingly, prior period amounts presented in the consolidated financial statements and the related notes have been revised (referred to as the “Revision”). See Note 2, Correction of Immaterial Errors to Prior Period Financial Statements , for a more detailed description of the Revision and for comparisons of amounts previously reported to the revised amounts. |
Correction of Immaterial Errors
Correction of Immaterial Errors To Prior Period Financial Statements | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Correction of Immaterial Errors To Prior Period Financial Statements | CORRECTION OF IMMATERIAL ERRORS TO PRIOR PERIOD FINANCIAL STATEMENTS During the year ended June 30, 2016, the Company identified and corrected immaterial errors that affected previously issued consolidated financial statements. Based on an analysis of Accounting Standards Codification (“ASC”) 250 - Accounting Changes and Error Corrections (“ASC 250”), Staff Accounting Bulletin 99 - Materiality (“SAB 99”) and Staff Accounting Bulletin 108 - Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements (“SAB 108”), the Company determined that these errors were immaterial to the previously-issued financial statements; however, a cumulative correction of these errors would have had a material effect on the financial results for the three and twelve months ended June 30, 2016. Accordingly, we have revised our presentation of certain amounts in the consolidated financial statements which are described further below. Revenue Corrections The Company recognizes revenue from the sale of products to its customers when ownership of the product transfers to the customer. Ownership transfers to the customer either upon shipment of the product to the customer or when the product is delivered to the customer. The Company has corrected errors in the timing of revenue recognition for customers whose ownership transferred when the product is delivered to the customer by reducing revenue by $26,144 and $630 for the years ended June 30, 2015 and 2014, respectively. The Company also offers trade promotions and sales incentives to its customers and consumers to increase demand for its products. The accounting principles of ASC 605-50, Customer Payments and Incentives , requires that the cost of an incentive be recorded at the later of the date on which the related revenue is recognized or the date on which the sales incentive is offered. Revenue was reduced by $5,796 and $6,854 for the years ended June 30, 2015 and 2014, respectively, to correct for errors related to the appropriate timing of customer payments and incentives associated with trade promotions. The two previously described errors reduced income before income taxes and equity in earnings of equity-method investees by $6,214 and $5,982 for the years ended June 30, 2015 and 2014, respectively. The errors also were corrected in the related cost of sales, accounts receivable and inventory accounts. In addition, the Company reclassified certain customer payments and incentives related to trade promotions from selling, general and administrative expense and cost of goods sold, to be presented as a reduction in revenue in accordance with the provisions of ASC 605-50. This correction reduced revenue by $46,962 and $38,305 for the years ended June 30, 2015 and 2014, respectively, but did not affect operating income in any period. In total, these three revenue corrections reduced revenue $78,902 and $45,789 for the years ended June 30, 2015 and 2014, respectively. Other Corrections The Company corrected other immaterial errors which primarily relate to the timing of inventory impairment charges, certain accruals including freight, bonuses, severance and related personnel costs, and a change to the timing of a previously recorded United Kingdom tradename impairment. In addition, the Company recorded certain adjustments to income taxes, including reflecting the tax effect of the aforementioned adjustments. The following table summarizes the effect of the corrections on income before income taxes and equity in earnings of equity method investees on the consolidated statement of income for the years ended June 30, 2015 and 2014: Fiscal Year Ended June 30, 2015 2014 Effect of Revenue Corrections $ (6,214 ) $ (5,982 ) Timing of Tradename Impairment 5,510 (6,399 ) Other Corrections (1,717 ) 1,947 Effect of all corrections on income before income taxes and equity in earnings of equity-method investees $ (2,421 ) $ (10,434 ) Certain of the revenue and other corrections discussed above affected periods prior to fiscal 2014, and this effect has been reflected as a cumulative, net of tax adjustment to reduce retained earnings as of July 1, 2013 by $30,688 . The effect of the Revision to the Company’s previously-issued fiscal 2014 and 2015 financial statements is illustrated in the tables below. Amounts throughout the consolidated financial statements and notes thereto have been adjusted to incorporate the revised amounts, where applicable. REVISED CONSOLIDATED BALANCE SHEET The following table reconciles the Company’s consolidated balance sheet at June 30, 2015 from the previously reported amounts to the revised amounts: June 30, 2015 As Reported Adjustment As Revised ASSETS Current assets: Cash and cash equivalents $ 166,922 $ — $ 166,922 Accounts receivable, less allowance for doubtful accounts of $896 320,197 (57,089 ) 263,108 Inventories 382,211 15,108 397,319 Deferred income taxes 20,758 17,748 38,506 Prepaid expenses and other current assets 42,931 20,009 62,940 Total current assets 933,019 (4,224 ) 928,795 Property, plant and equipment, net 344,262 9,402 353,664 Goodwill 1,136,079 (401 ) 1,135,678 Trademarks and other intangible assets, net 647,754 (1,362 ) 646,392 Investments and joint ventures 2,305 — 2,305 Other assets 33,851 (1,277 ) 32,574 Total assets $ 3,097,270 $ 2,138 $ 3,099,408 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 251,999 $ 22,448 $ 274,447 Accrued expenses and other current liabilities 79,167 6,466 85,633 Current portion of long-term debt 31,275 — 31,275 Total current liabilities 362,441 28,914 391,355 Long-term debt, less current portion 812,608 — 812,608 Deferred income taxes 145,297 5,844 151,141 Other noncurrent liabilities 5,237 11,400 16,637 Total liabilities 1,325,583 46,158 1,371,741 Stockholders’ equity: Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none — — — Common stock - $.01 par value, authorized 150,000 shares; issued: 105,841 shares; outstanding: 102,612 shares 1,058 — 1,058 Additional paid-in-capital 1,073,671 (1,244 ) 1,072,427 Retained earnings 797,514 (43,551 ) 753,963 Accumulated other comprehensive loss (42,406 ) 775 (41,631 ) 1,829,837 (44,020 ) 1,785,817 Less: Treasury stock, at cost, 3,229 shares (58,150 ) — (58,150 ) Total stockholders’ equity 1,771,687 (44,020 ) 1,727,667 Total liabilities and stockholders’ equity $ 3,097,270 $ 2,138 $ 3,099,408 REVISED ANNUAL CONSOLIDATED STATEMENTS OF INCOME The following tables reconcile the Company’s fiscal 2015 and 2014 annual consolidated statements of income from the previously reported amounts to the revised amounts: Year Ended June 30, 2015 Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 2,688,515 $ (78,902 ) $ 2,609,613 $ 2,153,611 $ (45,789 ) $ 2,107,822 Cost of sales 2,069,898 (23,140 ) 2,046,758 1,586,418 (6,878 ) 1,579,540 Gross profit 618,617 (55,762 ) 562,855 567,193 (38,911 ) 528,282 Selling, general and administrative expenses 348,517 (45,690 ) 302,827 311,288 (31,778 ) 279,510 Amortization of acquired intangibles 17,985 (139 ) 17,846 15,600 (160 ) 15,440 Tradename impairment 5,510 (5,510 ) — — 6,399 6,399 Acquisition related expenses, restructuring and integration charges 8,860 (540 ) 8,320 12,568 (2,381 ) 10,187 Operating income 237,745 (3,883 ) 233,862 227,737 (10,991 ) 216,746 Interest and other financing expense, net 26,022 (49 ) 25,973 24,691 (325 ) 24,366 Other (income)/expense, net 4,689 — 4,689 (4,548 ) (232 ) (4,780 ) Gain on sale of business (8,256 ) (1,413 ) (9,669 ) — — — Income before income taxes and equity in earnings of equity-method investees 215,290 (2,421 ) 212,869 207,594 (10,434 ) 197,160 Provision for income taxes 47,883 652 48,535 70,099 (491 ) 69,608 Equity in net loss of equity-method investees (489 ) (139 ) (628 ) (3,985 ) (14 ) (3,999 ) Income from continuing operations 167,896 (2,934 ) 164,962 141,480 (9,929 ) 131,551 Loss from discontinued operations, net of tax — — — (1,629 ) — (1,629 ) Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Basic net income (loss) per common share: From continuing operations $ 1.65 $ (0.03 ) $ 1.62 $ 1.45 $ (0.10 ) $ 1.35 From discontinued operations — — — (0.02 ) — (0.02 ) Net income per common share - basic $ 1.65 $ (0.03 ) $ 1.62 $ 1.43 $ (0.10 ) $ 1.33 Diluted net income (loss) per common share: From continuing operations $ 1.62 $ (0.03 ) $ 1.60 $ 1.42 $ (0.10 ) $ 1.32 From discontinued operations — — — (0.02 ) — (0.02 ) Net income per common share - diluted $ 1.62 $ (0.03 ) $ 1.60 $ 1.40 $ (0.10 ) $ 1.30 Shares used in the calculation of net income per common share: Basic 101,703 101,703 101,703 97,750 97,750 97,750 Diluted 103,421 103,421 103,421 100,006 100,006 100,006 Net income/(loss) per common share may not add in certain periods due to rounding REVISED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) The following table reconciles the Company’s fiscal 2015 and 2014 annual consolidated statements of comprehensive income (loss) from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Other comprehensive income (loss): Foreign currency translation adjustments (103,209 ) 835 (102,374 ) 90,625 148 90,773 Change in deferred gains (losses) on cash flow hedging instruments 1,581 — 1,581 (1,404 ) — (1,404 ) Change in unrealized loss on available for sale investment (906 ) — (906 ) (1,842 ) — (1,842 ) Total other comprehensive (loss) income (102,534 ) 835 (101,699 ) 87,379 148 87,527 Total comprehensive income $ 65,362 $ (2,099 ) $ 63,263 $ 227,230 $ (9,781 ) $ 217,449 REVISED CONSOLIDATED CASH FLOWS FROM OPERATIONS The following table reconciles the Company’s fiscal 2015 and 2014 annual cash flows from operating activities from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 56,587 793 57,380 48,040 182 48,222 Deferred income taxes (11,603 ) 8,936 (2,667 ) (1,350 ) (1,262 ) (2,612 ) Equity in net income of equity-method investees (489 ) (139 ) (628 ) (3,985 ) (14 ) (3,999 ) Stock based compensation 12,197 — 12,197 12,448 — 12,448 Contingent consideration expense 280 (533 ) (253 ) (3,026 ) 2,043 (983 ) Loss on sale of business — — — 1,629 — 1,629 Gains on pre-existing ownership interests in HPPC and Empire (8,256 ) (1,413 ) (9,669 ) — — — Impairment charges 5,510 (5,510 ) — — 7,504 7,504 Other non-cash items, net (1,428 ) (6 ) (1,434 ) 1,175 — 1,175 Increase (decrease) in cash attributable to changes in operating assets and liabilities, net Accounts receivable (31,846 ) 12,264 (19,582 ) 967 11,628 12,595 Inventories (21,097 ) (9,368 ) (30,465 ) (22,775 ) (2,044 ) (24,819 ) Other current assets 7,699 (23,007 ) (15,308 ) (7,948 ) (8,055 ) (16,003 ) Other assets and liabilities (3,964 ) — (3,964 ) (5,540 ) 4,997 (543 ) Accounts payable and accrued expenses 13,996 20,917 34,913 25,282 (5,050 ) 20,232 Net cash provided by operating activities $ 185,482 $ — $ 185,482 $ 184,768 $ — $ 184,768 There were no adjustments to cash balances and to cash flows from investing and financing activities for the fiscal years ended June 30, 2015 and 2014. REVISED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY The following table reconciles the Company’s fiscal 2013, 2014 and 2015 annual consolidated statements of stockholders’ equity from the previously reported amounts to the revised amounts: Common Stock Additional Accumulated Other Amount Paid-in Retained Treasury Stock Comprehensive Shares at $.01 Capital Earnings Shares Amount Income (Loss) Total Balance at June 30, 2013, as reported 98,044 $ 980 $ 768,284 $ 489,767 2,672 $ (30,225 ) $ (27,251 ) $ 1,201,555 Adjustment — — — (30,688 ) — — (208 ) (30,896 ) Balance at June 30, 2013, as revised 98,044 $ 980 $ 768,284 $ 459,079 2,672 $ (30,225 ) $ (27,459 ) $ 1,170,659 Balance at June 30, 2014, as reported 103,143 $ 1,031 $ 969,182 $ 629,618 2,906 $ (40,092 ) $ 60,128 $ 1,619,867 Adjustment — — 1,635 (40,617 ) — — (60 ) (39,042 ) Balance at June 30, 2014, as revised 103,143 $ 1,031 $ 970,817 $ 589,001 2,906 $ (40,092 ) $ 60,068 $ 1,580,825 Balance at June 30, 2015, as reported 105,841 $ 1,058 $ 1,073,671 $ 797,514 3,229 $ (58,150 ) $ (42,406 ) $ 1,771,687 Adjustment — — (1,244 ) (43,551 ) — — 775 (44,020 ) Balance at June 30, 2015, as revised 105,841 $ 1,058 $ 1,072,427 $ 753,963 3,229 $ (58,150 ) $ (41,631 ) $ 1,727,667 Note: The common stock and additional paid-in capital amounts and the treasury shares for the fiscal year ended June 30, 2014 have been retroactively adjusted to reflect a two -for-one stock split of the Company’s common stock in the form of a 100% stock dividend. REVISED SEGMENT NET SALES AND OPERATING INCOME The following table reconciles the Company’s fiscal 2015 and 2014 annual segment net sales and operating income data from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net Sales: United States $ 1,367,388 $ (41,392 ) $ 1,325,996 $ 1,282,175 $ (35,062 ) $ 1,247,113 United Kingdom 735,996 (13,166 ) 722,830 637,454 (8,626 ) 628,828 Hain Pure Protein 358,582 (21,385 ) 337,197 — — — Rest of World 226,549 (2,959 ) 223,590 233,982 (2,101 ) 231,881 $ 2,688,515 $ (78,902 ) $ 2,609,613 $ 2,153,611 $ (45,789 ) $ 2,107,822 Operating Income: United States $ 199,901 $ (11,847 ) $ 188,054 $ 205,864 $ (4,801 ) $ 201,063 United Kingdom 46,222 (1,237 ) 44,985 52,661 (3,152 ) 49,509 Hain Pure Protein 26,479 2,206 28,685 — — — Rest of World 16,438 (1,228 ) 15,210 16,931 (182 ) 16,749 $ 289,040 $ (12,106 ) $ 276,934 $ 275,456 $ (8,135 ) $ 267,321 Corporate and Other (51,295 ) 8,223 (43,072 ) (47,719 ) (2,856 ) (50,575 ) $ 237,745 $ (3,883 ) $ 233,862 $ 227,737 $ (10,991 ) $ 216,746 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES Cash and Cash Equivalents The Company considers cash and cash equivalents to include cash in banks, commercial paper and deposits with financial institutions that can be liquidated without prior notice or penalty. The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Revenue Recognition Sales are recognized when the earnings process is complete, which occurs when the product is shipped in accordance with the terms of agreements, title and risk of loss transfers to the customer, collection is probable and pricing is fixed or determinable. Net sales includes shipping and handling charges billed to the customer and are reported net of discounts, trade promotions and sales incentives, consumer coupon programs and other costs, including estimated allowances for returns, allowances and discounts associated with aged or potentially unsalable product, and prompt pay discounts. Trade Promotions and Sales Incentives Trade promotions and sales incentives include price discounts, slotting fees, in-store display incentives, cooperative advertising programs, new product introduction fees and coupons and are used to support sales of the Company’s products. These incentives are deducted from our net sales to determine reported net sales. The recognition of expense for these programs involves the use of judgment related to performance and redemption estimates. Differences between estimated expense and actual redemptions are normally insignificant and recognized as a change in estimate in the period such change occurs. Trade Promotions . Accruals for trade promotions are recorded primarily at the time a product is sold to the customer based on expected levels of performance. Settlement of these liabilities typically occurs in subsequent periods primarily through an authorization process for deductions taken by a customer from amounts otherwise due to the Company. Coupon Redemption . Coupon redemption costs are accrued in the period in which the coupons are offered, based on estimates of redemption rates that are developed by management. Management estimates are based on recommendations from independent coupon redemption clearing-houses as well as on historical information. Should actual redemption rates vary from amounts estimated, adjustments to accruals may be required. Valuation of Accounts and Chargebacks Receivable and Concentration of Credit Risk The Company routinely performs credit evaluations on existing and new customers. The Company applies reserves for delinquent or uncollectible trade receivables based on a specific identification methodology and also applies an additional reserve based on the experience the Company has with its trade receivables aging categories. Credit losses have been within the Company’s expectations in recent years. While one of the Company’s customers represented approximately 10% and 8% of trade receivables balances as of June 30, 2016 and 2015, respectively, and a second customer represented approximately 9% and 7% of trade receivable balances as of June 30, 2016 and 2015, respectively, the Company believes there is no significant or unusual credit exposure at this time. Based on cash collection history and other statistical analysis, the Company estimates the amount of unauthorized deductions customers have taken that we expect will be collected and repaid in the near future and records a chargeback receivable. Differences between estimated collectible receivables and actual collections are recognized in earnings in the period such differences are determined. During the fiscal years ended June 30, 2016, 2015 and 2014, sales to one customer and its affiliates approximated 10% , 11% and 13% of consolidated net sales, respectively. Sales to a second customer and its affiliates approximated 10% , 10% and 11% during the fiscal years ended June 30, 2016, 2015, and 2014, respectively. In addition, cash and cash equivalents are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. Generally these deposits may be redeemed upon demand. Inventory Inventory is valued at the lower of cost or market, utilizing the first-in, first-out method. The Company provides write-downs for finished goods expected to become non-saleable due to age and specifically identifies and provides for slow moving or obsolete raw ingredients and packaging. Property, Plant and Equipment Property, plant and equipment is carried at cost and depreciated or amortized on a straight-line basis over the estimated useful lives or lease term (for leasehold improvements), whichever is shorter. The Company believes the useful lives assigned to our property, plant and equipment are within ranges generally used in consumer products manufacturing and distribution businesses. The Company’s manufacturing plants and distribution centers, and their related assets, are reviewed when impairment indicators are present by analyzing underlying cash flow projections. At this time, the Company believes no impairment of the carrying value of such assets exists. Ordinary repairs and maintenance costs are expensed as incurred. The Company utilizes the following ranges of asset lives: Buildings and improvements 10 - 40 years Machinery and equipment 3 - 20 years Furniture and fixtures 3 - 15 years Leasehold improvements are amortized over the shorter of the respective initial lease term or the estimated useful life of the assets, and generally range from 3 to 15 years. Goodwill and Other Indefinite-Lived Intangible Assets Goodwill and other intangible assets with indefinite useful lives are not amortized but rather are tested at least annually for impairment, or when circumstances indicate that the carrying amount of the asset may not be recoverable. The Company performs its annual test for impairment at the beginning of the fourth quarter of its fiscal year. Goodwill is tested for impairment at the reporting unit level. A reporting unit is an operating segment or a component of an operating segment. Goodwill is tested for impairment by either performing a qualitative evaluation or a two-step quantitative test. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. We may elect not to perform the qualitative assessment for some or all reporting units and perform a two-step quantitative impairment test. The impairment test for goodwill requires the Company to compare the fair value of a reporting unit to its carrying value, including goodwill. The Company uses a blended analysis of a discounted cash flow model and a market valuation approach to determine the fair values of its reporting units. If the carrying value of a reporting unit exceeds its fair value, the Company would then compare the carrying value of the goodwill to its implied fair value in order to determine the amount of the impairment, if any. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Fair value is determined based on a relief from royalty method that include significant management assumptions such as revenue growth rates, weighted average cost of capital, and assumed royalty rates. If the fair value is less than the carrying value, the asset is reduced to fair value. See Note 8, Goodwill and Other Intangible Assets , for information on intangible assets and impairment charges Cost of Sales Included in cost of sales are the cost of products sold, including the costs of raw materials and labor and overhead required to produce the products, warehousing, distribution, supply chain costs, as well as costs associated with shipping and handling of our inventory. Foreign Currency Translation and Remeasurement The assets and liabilities of international operations are translated at the exchange rates in effect at the balance sheet date. Revenue and expense accounts are translated at the monthly average exchange rates. Adjustments arising from the translation of the foreign currency financial statements of the Company's international operations are reported as a component of "Accumulated other comprehensive loss" in the Company's consolidated balance sheets. Gains and losses arising from intercompany foreign currency transactions that are of a long-term nature are reported in the same manner as translation adjustments. Gains and losses arising from intercompany foreign currency transactions that are not of a long-term nature and certain transactions of the Company’s subsidiaries which are denominated in currencies other than the subsidiaries’ functional currency are recognized as incurred in Other (income)/expense, net in the Consolidated Statements of Income. Gain on Recovery of Insurance Proceeds On October 25, 2014, a fire occurred at our Tilda rice milling facility in the United Kingdom. As a result, the Company recognized a gain of $9,752 , representing the excess of the insurance proceeds over the net book value of fixed assets destroyed in the fire. As of June 30, 2016, the Company recorded a receivable of $4,234 , representing the final settlement of the claim. The receivable is included in “Prepaid Expenses and Other Current Assets” on the Company’s Consolidated Balance Sheet; and the amount was collected in the first quarter of fiscal 2017. The milling facility was fully functional at the end of the third quarter of fiscal 2016. Selling, General and Administrative Expenses Included in selling, general and administrative expenses are advertising costs, promotion costs not paid directly to the Company’s customers, salary and related benefit costs of the Company’s employees in the finance, human resources, information technology, legal, sales and marketing functions, facility related costs of the Company’s administrative functions, research and development costs, and costs paid to consultants and third party providers for related services. Research and Development Costs Research and development costs are expensed as incurred and are included in selling, general and administrative expenses in the accompanying consolidated financial statements. Research and development costs amounted to $11,354 in fiscal 2016 , $10,271 in fiscal 2015 and $10,049 in fiscal 2014 ; consisting primarily of personnel related costs. The Company’s research and development expenditures do not include the expenditures on such activities undertaken by co-packers and suppliers who develop numerous products on behalf of the Company and on their own initiative with the expectation that the Company will accept their new product ideas and market them under the Company’s brands. Advertising Costs Advertising costs, which are included in selling, general and administrative expenses, amounted to $26,968 in fiscal 2016 , $26,061 in fiscal 2015 and $20,509 in fiscal 2014 . Such costs are expensed as incurred. Income Taxes The Company follows the liability method of accounting for income taxes. Under the liability method, deferred taxes are determined based on the differences between the financial statement and tax bases of assets and liabilities at enacted rates in effect in the years in which the differences are expected to reverse. Valuation allowances are provided for deferred tax assets to the extent it is more likely than not that deferred tax assets will not be recoverable against future taxable income. The Company recognizes liabilities for uncertain tax positions based on a two-step process prescribed by the authoritative guidance. The first step requires the Company to determine if the weight of available evidence indicates that the tax position has met the threshold for recognition; therefore, the Company must evaluate whether it is more likely than not that the position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step requires the Company to measure the tax benefit of the tax position taken, or expected to be taken, in an income tax return as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company reevaluates the uncertain tax positions each period based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Depending on the jurisdiction, such a change in recognition or measurement may result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company records interest and penalties in the provision for income taxes. Fair Value of Financial Instruments The fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. At June 30, 2016 and 2015 , the Company had $20,706 and $45,101 invested in money market funds, which are classified as cash equivalents. At June 30, 2016 and 2015 , the carrying values of financial instruments such as accounts receivable, accounts payable, accrued expenses and other current liabilities, as well as borrowings under our credit facility and other borrowings, approximate fair value based upon either the short-term maturities or market interest rates of these instruments. Derivative Instruments The Company utilizes derivative instruments, principally foreign exchange forward contracts, to manage certain exposures to changes in foreign exchange rates. The Company’s contracts are hedges for transactions with notional balances and periods consistent with the related exposures and do not constitute investments independent of these exposures. These contracts, which are designated and documented as cash flow hedges, qualify for hedge accounting treatment in accordance with ASC 815, Derivatives and Hedging . Exposure to counterparty credit risk is considered low because these agreements have been entered into with high quality financial institutions. All derivative instruments are recognized on the balance sheet at fair value. The effective portion of changes in the fair value of derivative instruments that qualify for hedge accounting treatment are recognized in stockholders’ equity as a component of Accumulated other comprehensive income (loss) until the hedged item is recognized in earnings. Changes in the fair value of derivatives that do not qualify for hedge accounting treatment, as well as the ineffective portion of any hedges, are recognized currently in earnings as a component of Other (Income)/Expense, net. Stock-Based Compensation The Company has employee and director stock-based compensation plans. The fair value of employee stock options is determined on the date of grant using the Black-Scholes option pricing model. The Company has used historical volatility in its estimate of expected volatility. The expected life represents the period of time (in years) for which the options granted are expected to be outstanding. The risk-free interest rate is based on the United States Treasury yield curve. The fair value of restricted stock awards is equal to the market value of the Company’s common stock on the date of grant, or is estimated using a Monte Carlo simulation if the award contains a market condition. The fair value of stock-based compensation awards is recognized as an expense over the vesting period using the straight-line method. For awards that contain a market condition, expense is recognized over the derived service period using a Monte Carlo simulation model. For restricted stock awards which include performance criteria, compensation expense is recorded when the achievement of the performance criteria is probable and is recognized over the performance and vesting service periods. Compensation expense is recognized for only that portion of stock based awards that are expected to vest. Therefore, estimated forfeiture rates that are derived from historical employee termination activity are applied to reduce the amount of compensation expense recognized. If the actual forfeitures differ from the estimate, additional adjustments to compensation expense may be required in future periods. The Company receives an income tax deduction in certain tax jurisdictions for restricted stock grants when they vest and for stock options exercised by employees equal to the excess of the market value of our common stock on the date of exercise over the option price. Excess tax benefits (tax benefits resulting from tax deductions in excess of compensation cost recognized) are classified as a cash flow provided by financing activities in the accompanying Consolidated Statements of Cash Flows. Valuation of Long-Lived Assets The Company periodically evaluates the carrying value of long-lived assets, other than goodwill and intangible assets with indefinite lives, held and used in the business when events and circumstances occur indicating that the carrying amount of the asset may not be recoverable. An impairment test is performed when the estimated undiscounted cash flows associated with the asset or group of assets is less than their carrying value. Once such impairment test is performed, a loss is recognized based on the amount, if any, by which the carrying value exceeds the estimated fair value for assets to be held and used. Net Income Per Share Basic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock. Newly Adopted Accounting Pronouncements In November 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes . ASU No. 2015-17 requires that deferred tax assets and liabilities be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted. The Company elected to early adopt the provisions of ASU 2015-17 in the fourth quarter of fiscal 2016 and reclassified its deferred income tax assets and liabilities from current to noncurrent. The adoption of the new standard was applied prospectively for fiscal 2016. Current deferred income tax assets of $38,506 as of June 30, 2015 have not been retroactively adjusted. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . ASU 2015-16 requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. ASU 2015-16 is effective for annual reporting periods beginning after December 15, 2015 and for interim periods within such annual period. Early application is permitted for any interim and annual financial statements that have not yet been made available for issuance. The Company elected to early adopt the provisions of ASU 2015-16 at the beginning of fiscal 2016. The adoption of the new guidance did not materially impact the Company’s consolidated financial position or results of operations. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the amendments. ASU 2015-03 must be applied retrospectively and is effective for interim and annual periods beginning after December 15, 2015, with early adoption permitted. In August 2015, the FASB issued ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . ASU 2015-15 states that for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting such costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company has elected to early adopt the provisions of ASU 2015-03 and ASU 2015-15 at the beginning of fiscal 2016. The adoption of the new guidance did not materially impact the Company’s consolidated financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40) , which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 and for annual periods and interim periods thereafter. Early adoption is permitted. The Company has elected to early adopt the provisions of ASU 2014-15 in the fourth quarter of fiscal 2016. The adoption of the new guidance did not impact the Company’s consolidated financial position or results of operations. In June 2014, the FASB issued ASU 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period . ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 is effective for annual periods beginning after December 15, 2015 and for interim periods within such annual period, with early adoption permitted. The Company has elected to early adopt the provisions of ASU 2014-12 in the fourth quarter of fiscal 2016. The adoption of the new guidance did not impact the Company’s consolidated financial position or results of operations. Recently Issued Accounting Pronouncements Not Yet Effective In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting , which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The guidance is effective for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-09. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets . The ASU was issued to clarify the scope of the previous standard and to add guidance for partial sales of nonfinancial assets. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2017. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-05. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) . The amendments in this update simplify the test for goodwill impairment by eliminating Step 2 from the impairment test, which required the entity to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining fair value of assets acquired and liabilities assumed in a business combination. The amendments in this update are effective for public companies for annual or any interim goodwill impairments tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-04. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The amendments in this update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill and consolidation. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those periods, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-01. In October 2016, the FASB issued ASU 2016-17 , Consolidation (Topic 810): Interests Held through Related Parties that are Under Common Control . ASU 2016-17 changes how a reporting entity considers indirect interests held by related parties under common control when evaluating whether it is the primary beneficiary of a variable interest entity (“VIE”). ASU 2016-17 is effective on a retrospective basis for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-17. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . Currently, U.S. GAAP prohibits recognizing current and deferred income tax consequences for an intra-entity asset transfer until the asset has been sold to an outside party. ASU 2016-16 states that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The new standard is effective for public companies in fiscal years beginning after December 15, 2017. Early adoption is permitted. The amendments should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-16. In August 2016, the FASB issued ASU 2016-15 , Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (A Consensus of the Emerging Issues Task Force). ASU 2016-15 provides guidance on the classification of certain cash receipts and payments in the statement of cash flows. The guidance must be applied retrospectively to all periods presented but may be applied prospectively if retrospective application would be impracticable. The new standard is effective for public companies in fiscal years beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-15. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses , which changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, companies will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, companies will measure credit losses in a manner similar to what they do today, except that the losses will be recognized as allowances rather than as reductions in the amortized cost of the securities. Companies will have to disclose significantly more information, including information they use to track credit quality by year of origination for most financing receivables. Companies will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. This standard is effective for years beginning after December 15, 2019, and interim periods therein. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-13. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the accounting for share-based payments, including immediate recognition of all excess tax benefits and deficiencies in the income statement, changing the threshold to qualify for equity classification up to the employees’ maximum statutory tax rates, allowing an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures as they occur and clarifying the classification on the statement of cash flows for the excess tax benefit and employee taxes paid when an employer withholds shares for tax-withholding purposes. The standard will be effective for the first interim period within annual periods beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-09. In March 2016, the FASB issued ASU 2016-07, Investments - Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting . ASU 2016-07 eliminates the requirement that an entity retroactively adopt the equity method of accounting if an investment qualifies for use of the equity method as a result of an increase in the level of ownership or degree of influence. The equity method investor is required to add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. ASU 2016-07 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-07. In March 2016, the FASB issued ASU 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships . Under ASU 2016-05, the novation of a derivative contract (i.e., a change in the counterparty) in a hedge accounting relationship does not, in and of itself, require dedesignation of that hedge accounting relationship. The hedge accounting relationship could continue uninterrupted if all of the other hedge accounting criteria are met, including the expectation that the hedge will be highly effective when the creditworthiness of the new counterparty to the derivative contract is considered. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. Entities may apply the guidance prospectively or on a modified retrospective basis. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-05. In February 2016, the FASB issued ASU 2016-02, Leases . ASU 2016-02 revises accounting for operating leases by a lessee, among other changes, and requires a lessee to recognize a liability to make lease payments and an asset representing its right to use the underlying asset for the lease term in the balance sheet. The standard is effective for the first interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-02. In January 2016, the FASB issued ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 requires that most eq |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Numerator: Income from continuing operations $ 47,429 $ 164,962 $ 131,551 Loss from discontinued operations, net of tax — — (1,629 ) Net income $ 47,429 $ 164,962 $ 129,922 Denominator: Basic weighted average shares outstanding 103,135 101,703 97,750 Effect of dilutive stock options, unvested restricted stock and unvested restricted share units 1,048 1,718 2,256 Diluted weighted average shares outstanding 104,183 103,421 100,006 *Basic net income/(loss) per common share: From continuing operations $ 0.46 $ 1.62 $ 1.35 From discontinued operations — — (0.02 ) Net income per common share - basic $ 0.46 $ 1.62 $ 1.33 *Diluted net income/(loss) per common share: From continuing operations $ 0.46 $ 1.60 $ 1.32 From discontinued operations — — (0.02 ) Net income per common share - diluted $ 0.46 $ 1.60 $ 1.30 * Net income per common share may not add in certain periods due to rounding Note: On December 29, 2014, the Company effected a two -for-one stock split of its common stock in the form of a 100% stock dividend to shareholders of record as of December 12, 2014. All share and per share information has been retroactively adjusted to reflect the stock split. Basic earnings per share excludes the dilutive effects of stock options, unvested restricted stock and unvested restricted share units. Diluted earnings per share includes the dilutive effects of common stock equivalents such as stock options and unvested restricted stock awards. The Company used income from continuing operations as the control number in determining whether potential common shares were dilutive or anti-dilutive. The same number of potential common shares used in computing the diluted per share amount from continuing operations was also used in computing the diluted per share amounts from discontinued operations even if those amounts were anti-dilutive. There were 282 , 107 and 136 stock based awards excluded from our diluted earnings per share calculations for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively, as such awards were contingently issuable based on market or performance conditions, and such conditions had not been achieved during the respective periods. |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS The Company accounts for acquisitions in accordance with ASC 805, Business Combinations . The results of operations of the acquisitions have been included in the consolidated results from their respective dates of acquisition. The purchase price of each acquisition is allocated to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. Acquisitions may include contingent consideration, the fair value of which is estimated on the acquisition date as the present value of the expected contingent payments, determined using weighted probabilities of possible payments. The fair values assigned to identifiable intangible assets acquired were determined primarily by using an income approach which was based on assumptions and estimates made by management. Significant assumptions utilized in the income approach were based on company specific information and projections which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance. The excess of the purchase price over the fair value of the identified assets and liabilities has been recorded as goodwill. The costs related to all acquisitions have been expensed as incurred and are included in “Acquisition related expenses, restructuring and integration charges” in the Consolidated Statements of Income. Acquisition-related costs of $3,724 , $5,731 and $7,238 were expensed in the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively. The expenses incurred during fiscal 2016 and 2015 primarily related to professional fees and other transaction related costs associated with our recent acquisitions and during fiscal 2014 primarily related to professional fees and stamp duty associated with the acquisition of Tilda (as defined below). Fiscal 2016 On December 21, 2015, the Company acquired Orchard House Foods Limited (“Orchard House”), a leader in pre-cut fresh fruit, juices, fruit desserts and ingredients with facilities in Corby and Gateshead in the United Kingdom. Orchard House supplies leading retailers, on-the-go food outlets, food service providers and manufacturers in the United Kingdom. Consideration for the transaction consisted of cash, net of cash acquired, totaling £76,923 (approximately $114,113 at the transaction date exchange rate). The acquisition was funded with borrowings under the Credit Agreement (as defined in Note 10, Debt and Borrowings ). Additionally, contingent consideration of up to £3,000 was potentially payable to the sellers based on the outcome of a review by the Competition and Markets Authority (“CMA”) in the United Kingdom. As a result of this review, the Company agreed to divest certain portions of its own-label juice business in the fourth quarter of fiscal 2016. On September 15, 2016 , the contingent consideration obligation referenced above was settled in the amount of £1,500 ( $2,225 at the transaction date exchange rate). Orchard House is included in the United Kingdom operating and reportable segment. Net sales and income before income taxes attributable to the Orchard House acquisition and included in our consolidated results were $88,580 and $4,622 , respectively, for the fiscal year ended June 30, 2016 . On July 24, 2015, the Company acquired Formatio Beratungs- und Beteiligungs GmbH and its subsidiaries (“Mona”), a leader in plant-based foods and beverages with facilities in Germany and Austria. Mona offers a wide range of organic and natural products under the Joya ® and Happy ® brands, including soy, oat, rice and nut based drinks as well as plant-based yogurts, desserts, creamers, tofu and private label products, sold to leading retailers in Europe, primarily in Austria and Germany and eastern European countries. Consideration for the transaction consisted of cash, net of cash acquired, totaling €22,753 (approximately $24,948 at the transaction date exchange rate) and 240 shares of the Company’s common stock valued at $16,308 . Also included in the acquisition was the assumption of net debt totaling €16,252 . The cash portion of the purchase price was funded with borrowings under our Credit Agreement. Mona is included in the Europe operating segment which is part of the Rest of World reportable segment. Net sales and income before income taxes attributable to the Mona acquisition and included in our consolidated results were $58,767 and $3,464 , respectively, for the fiscal year ended June 30, 2016 . The following table summarizes the components of the purchase price allocations for the fiscal 2016 acquisitions: Mona Orchard House Total Purchase Price: Cash paid, net of cash acquired $ 24,948 $ 114,113 $ 139,061 Equity issued 16,308 — 16,308 Fair value of contingent consideration — 2,225 2,225 $ 41,256 $ 116,338 $ 157,594 Allocation: Current assets, excluding cash acquired $ 17,526 $ 18,960 $ 36,486 Property, plant and equipment 16,583 18,594 35,177 Other long term assets 226 — 226 Identifiable intangible assets 14,803 54,888 69,691 Deferred taxes (1,012 ) (9,463 ) (10,475 ) Assumed liabilities (27,651 ) (23,660 ) (51,311 ) Goodwill 20,781 57,019 77,800 $ 41,256 $ 116,338 $ 157,594 The fair values assigned to identifiable intangible assets acquired were based on assumptions and estimates made by management. Identifiable intangible assets acquired consisted of customer relationships valued at $58,726 with a weighted average estimated useful life of 15 years and trade names valued at $10,965 with indefinite lives. The goodwill represents the future economic benefits expected to arise that could not be individually identified and separately recognized, including use of the Company’s existing infrastructure to expand sales of the acquired business’ products and to expand sales of the Company’s existing products into new regions. The goodwill recorded as a result of these acquisitions is not expected to be deductible for tax purposes. The following table provides unaudited pro forma results of continuing operations for the fiscal years ended June 30, 2016 and 2015, as if the acquisitions of Orchard House and Mona had been completed at the beginning of fiscal 2015. The information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the Company for the periods presented or that will be achieved by the combined company in the future. The pro forma information has been adjusted to give effect to items that are directly attributable to the transactions and are expected to have a continuing impact on the combined results. Fiscal Year Ended June 30, 2016 2015 Net sales from continuing operations $ 2,973,872 $ 2,947,536 Net income from continuing operations $ 51,270 $ 177,435 Net income per common share from continuing operations - diluted $ 0.49 $ 1.71 Fiscal 2015 On July 17, 2014, the Company acquired the remaining 51.3% of Hain Pure Protein Corporation (“HPPC”) that it did not already own, at which point HPPC became a wholly-owned subsidiary. HPPC processes, markets and distributes antibiotic-free, organic and other poultry products. HPPC held a 19% interest in EK Holdings, Inc. (“Empire”), which grows, processes and sells kosher poultry and other products. Consideration in the transaction consisted of cash totaling $20,310 , net of cash acquired, and 462,856 shares of the Company’s common stock valued at $19,690 . The cash consideration paid was funded with then-existing cash balances. Additionally, HPPC’s existing bank borrowings were repaid on September 30, 2014 with proceeds from borrowings under the Credit Agreement . The carrying amount of the pre-existing 48.7% investment in HPPC as of June 30, 2014 was $29,327 . Due to the acquisition of the remaining 51.3% of HPPC, the Company adjusted the carrying amount of its pre-existing investment to its fair value. This resulted in a gain of $6,747 recorded in “Gain on sale of business” in the Consolidated Statements of Income. HPPC is its own operating segment which is part of the Hain Pure Protein reportable segment. Net sales and income before income taxes attributable to the HPPC acquisition and included in our consolidated results were $290,593 and $26,649 respectively, for the fiscal year ended June 30, 2015. On February 20, 2015, the Company acquired Belvedere International, Inc. (“Belvedere”), a leader in health and beauty care products including the Live Clean ® brand with approximately 200 baby, body and hair care products as well as several mass market brands sold primarily in Canada and manufactured in a company facility in Mississauga, Ontario, Canada. Consideration in the transaction consisted of cash totaling C$17,454 ( $13,988 at the transaction date exchange rate), net of cash acquired, which included debt that was repaid at closing, and was funded with then-existing cash balances. Additionally, contingent consideration of up to a maximum of C$4,000 was payable based on the achievement of specified operating results during the two consecutive one -year periods following the closing date. In both the fourth quarter of fiscal 2016 and 2017, the Company paid C$2,000 in settlement of the Belvedere contingent consideration obligation. Belvedere is included in our Canada operating segment, which is part of the Rest of World reportable segment. Net sales and income before income taxes attributable to the Belvedere acquisition and included in our consolidated results were not material in the fiscal year ended June 30, 2015. On March 4, 2015, the Company acquired the remaining 81% of Empire that it did not already own, at which point Empire became a wholly-owned subsidiary. Consideration in the transaction consisted of cash totaling $57,595 , net of cash acquired, which included debt that was repaid at closing. The acquisition was funded with borrowings under the Credit Agreement. The carrying amount of the pre-existing 19% investment in Empire as of March 4, 2015 was $6,864 . Due to the acquisition of the remaining 81% of Empire, the Company adjusted the carrying amount of its pre-existing investment to its fair value. This resulted in a gain of $2,922 recorded in “Gain on sale of business” in the Consolidated Statements of Income. Empire is its own operating segment which is part of the Hain Pure Protein reportable segment. Net sales and income before income taxes attributable to the Empire acquisition and included in our consolidated results were $46,604 and $4,752 respectively, for the fiscal year ended June 30, 2015. The following table summarizes the components of the purchase price allocations for the fiscal 2015 acquisitions (as revised): HPPC Belvedere Empire Total Carrying value of pre-existing interest, after fair value adjustments: $ 36,074 $ — $ 9,786 $ 45,860 Purchase Price: Cash paid, net of cash acquired 20,310 13,988 57,595 91,893 Equity issued 19,690 — — 19,690 Fair value of contingent consideration — 1,603 — 1,603 $ 76,074 $ 15,591 $ 67,381 $ 159,046 Allocation: Current assets, excluding cash acquired $ 50,464 $ 10,542 $ 19,774 $ 80,780 Property, plant and equipment 29,599 2,598 12,334 44,531 Other assets 7,288 — — 7,288 Identifiable intangible assets 20,700 5,850 34,800 61,350 Deferred taxes 490 (3,890 ) (14,764 ) (18,164 ) Assumed liabilities (42,332 ) (1,825 ) (15,987 ) (60,144 ) Goodwill 9,865 2,316 31,224 43,405 $ 76,074 $ 15,591 $ 67,381 $ 159,046 The fair values assigned to identifiable intangible assets acquired were based on assumptions and estimates made by management. Identifiable intangible assets acquired consisted of customer relationships valued at $15,903 with a weighted average estimated useful life of 11 years , a patent valued at $1,700 with an estimated life of 9 years , and trade names valued at $43,747 with indefinite lives. The goodwill represents the future economic benefits expected to arise that could not be individually identified and separately recognized, including use of the Company’s existing infrastructure to expand sales of the acquired business’ products. The goodwill recorded as a result of these acquisitions is not expected to be deductible for tax purposes. The following table provides unaudited pro forma results of continuing operations for the fiscal years ended June 30, 2015 and 2014 , as if the acquisitions completed in fiscal 2015 (HPPC, Belvedere and Empire) had been completed at the beginning of fiscal year 2014 . The information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the Company for the periods presented or that will be achieved by the combined company in the future. The pro forma information has been adjusted to give effect to items that are directly attributable to the transactions and are expected to have a continuing impact on the combined results, which include amortization expense associated with acquired identifiable intangible assets and the impact of reversing our previously recorded equity in HPPC’s net income as prior to the date of acquisition, HPPC was accounted for under the equity-method of accounting. Fiscal Year Ended June 30, 2015 (Revised) 2014 (Revised) Net sales from continuing operations $ 2,718,466 $ 2,512,384 Net income from continuing operations $ 168,196 $ 138,286 Net income per common share from continuing operations - diluted $ 1.63 $ 1.38 Fiscal 2014 On April 28, 2014, the Company acquired Charter Baking Company, Inc. and its subsidiary Rudi’s Organic Bakery, Inc. (“Rudi’s”), a leading organic and gluten-free company with facilities in Boulder, Colorado. Under the Rudi’s Organic Bakery ® and Rudi’s Gluten-Free Bakery brands, Rudi’s offers a range of approximately 60 products including USDA certified organic breads, buns, bagels, tortillas, wraps and soft pretzels and various gluten-free products including breads, buns, pizza crusts, tortillas, snack bars and stuffing in the United States and Canada. Consideration in the transaction consisted of cash totaling $50,807 , net of cash acquired, and 267,488 shares of the Company’s common stock valued at $11,168 . The cash consideration paid was funded with borrowings under the Credit Agreement. Rudi’s is included in the United States operating and reportable segment. Net sales and income before income taxes attributable to the Rudi’s acquisition and included in our consolidated results were not material in the fiscal year ended June 30, 2014. On January 13, 2014, the Company acquired Tilda Limited (“Tilda”), a leading premium 100% branded Basmati and specialty rice products company. Tilda offers a range of over 60 dry rice and ready-to-heat branded products under the Tilda ® brand and other names to consumers in over 40 countries, principally in the United Kingdom, the Middle East and North Africa, Continental Europe, North America and India. On June 18, 2014, the Company also completed the acquisition of certain assets of Tilda Riceland Limited in India. Consideration in these transactions consisted of cash totaling $123,822 , net of cash acquired and based on the exchange rates in effect at the respective transaction dates, 3,292,346 shares of the Company’s common stock valued at $148,353 and deferred consideration (the “Vendor Loan Note”) for £20,000 ( $32,958 at the transaction date exchange rate) issued by the Company and payable within one year following completion of the acquisition, with a portion being payable in Company shares at the Company’s option. On January 13, 2015, the Company paid £10,000 ( $15,114 at the transaction date exchange rate and which was funded with existing cash balances) and issued 266,984 shares of the Company’s common stock in full repayment of this obligation. As a result, the Company recorded a realized foreign currency gain of $3,397 which represents the change in foreign currency rates from the acquisition date through the repayment date. The gain is included as a component of “Other (income)/expense, net” on the Consolidated Statements of Income. The cash consideration paid for the initial purchase price was funded with borrowings under the Credit Agreement. Tilda is its own operating segment which is part of the United Kingdom reportable segment. Net sales and income before income taxes attributable to the Tilda acquisition and included in our consolidated results were $101,119 and $12,909 respectively, for the fiscal year ended June 30, 2014. The following table summarizes the components of the purchase price allocations for the fiscal 2014 acquisitions (as revised): Tilda Rudi’s Total Purchase price: Cash paid, net of cash acquired $ 123,822 $ 50,807 $ 174,629 Equity issued 148,353 11,168 159,521 Vendor Loan Note 32,958 — 32,958 $ 305,133 $ 61,975 $ 367,108 Allocation: Current assets, excluding cash acquired $ 88,470 $ 8,158 $ 96,628 Property, plant and equipment 39,806 3,774 43,580 Identifiable intangible assets 124,549 27,514 152,063 Assumed liabilities (93,743 ) (6,690 ) (100,433 ) Deferred income taxes (26,527 ) 1,932 (24,595 ) Goodwill 172,578 27,287 199,865 $ 305,133 $ 61,975 $ 367,108 The fair values assigned to identifiable intangible assets acquired were based on assumptions and estimates made by management. Identifiable intangible assets acquired consist principally of customer relationships valued at $41,976 with a weighted average estimated useful life of 13 years and trade names valued at $110,087 with indefinite lives. The goodwill represents the future economic benefits expected to arise that could not be individually identified and separately recognized, including use of the Company’s existing infrastructure to expand sales of the acquired business’ products. The goodwill recorded as a result of the acquisitions is not expected to be deductible for tax purposes. The following table provides unaudited pro forma results of continuing operations for the fiscal year ended June 30, 2014 , as if the acquisitions completed in fiscal 2014 (Rudi’s and Tilda) had been completed at the beginning of fiscal year 2014. The information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the Company for the periods presented or that will be achieved by the Company in the future. The pro forma information has been adjusted to give effect to items that are directly attributable to the transactions and are expected to have a continuing impact on the combined results, which include amortization expense associated with acquired identifiable intangible assets and interest expense associated with bank borrowings to fund the acquisitions. Fiscal Year Ended June 30, 2014 (Revised) Net sales from continuing operations $ 2,264,751 Net income from continuing operations $ 141,605 Net income per common share from continuing operations - diluted $ 1.40 |
Inventories
Inventories | 12 Months Ended |
Jun. 30, 2016 | |
Inventory, Net [Abstract] | |
Inventories | INVENTORIES Inventories consisted of the following: June 30, June 30, 2015 (Revised) Finished goods $ 238,184 $ 261,192 Raw materials, work-in-progress and packaging 170,380 136,127 $ 408,564 $ 397,319 |
Property, Plant And Equipment,
Property, Plant And Equipment, Net | 12 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant And Equipment, Net | PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net consisted of the following: June 30, June 30, 2015 (Revised) Land $ 35,825 $ 36,386 Buildings and improvements 102,086 88,507 Machinery and equipment 358,362 330,573 Computer hardware and software 48,829 36,346 Furniture and fixtures 14,165 10,272 Leasehold improvements 28,471 25,752 Construction in progress 14,495 10,340 602,233 538,176 Less: Accumulated depreciation and amortization 212,392 184,512 $ 389,841 $ 353,664 Depreciation and amortization expense for the fiscal years ended June 30, 2016 , 2015 , and 2014 was $38,124 , $32,293 and $26,245 , respectively. |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 12 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Other Intangible Assets | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The following table shows the changes in the carrying amount of goodwill by business segment: United States United Kingdom Hain Pure Protein Rest of World Total Balance as of June 30, 2014 (revised) (a): $ 610,228 $ 458,421 $ — $ 69,224 $ 1,137,873 Acquisitions 3,792 (1,395) 41,970 2,427 46,794 Translation and other adjustments, net (3,275 ) (36,305 ) — (9,409 ) (48,989 ) Balance as of June 30, 2015 (revised) (a): 610,745 420,721 41,970 62,242 1,135,678 Acquisitions — 57,019 (881 ) 20,674 76,812 Impairment charge — (84,548 ) — — (84,548 ) Translation and other adjustments, net (5,043 ) (60,631 ) — (1,932 ) (67,606 ) Balance as of June 30, 2016 (b): $ 605,702 $ 332,561 $ 41,089 $ 80,984 $ 1,060,336 (a) The total carrying value of goodwill is reflected net of $42,029 of accumulated impairment charges, of which $12,810 related to the Company’s United Kingdom operating segment and $29,219 related to the Company’s Europe operating segment. (b) The total carrying value of goodwill is reflected net of $126,577 of accumulated impairment charges, of which $97,358 related to the Company’s United Kingdom operating segment and $29,219 related to the Company’s Europe operating segment. The Company completed its annual goodwill impairment analysis in the fourth quarter of fiscal 2016, in conjunction with its budgeting and forecasting process for fiscal year 2017, and concluded that no indicators of impairment existed at any of its reporting units except for its Hain Daniels reporting unit, which is included in the United Kingdom segment. Based on the step one analysis performed, the Company concluded that the fair value of the Hain Daniels reporting unit was below its carrying value, indicating that the second step of the impairment test was necessary. The decline in the estimated fair value in the Hain Daniels reporting unit was primarily the result of lowered projected long-term revenue growth rates and profitability levels resulting from increased competition, changes in market trends and the mix of products sold. The goodwill value implied from this analysis resulted in a goodwill impairment charge of $82,614 recognized during the fiscal year ended June 30, 2016. To perform the second step of the impairment test, the Company, along with the help of a third party valuation firm, estimated the fair value of all of the Hain Daniels reporting unit’s individual assets and liabilities, including identifiable intangible assets. In conjunction with the Company’s review of goodwill impairment within its Hain Daniels reporting unit, for other long-lived assets, such as property, plant and equipment and finite-lived intangibles assets, namely customer relationships, the Company performed an assessment of the recoverability in accordance with the general valuation requirements set forth under ASC Topic 360 - Accounting for the Impairment of Long-Lived Assets . The result of this assessment indicated that no impairment existed for these assets. Additionally, a goodwill impairment charge of $1,934 was recognized during the fiscal year ended June 30, 2016, related to the divestiture of certain portions of the Company’s own-label juice business in connection with the Orchard House acquisition, which was sold in the first quarter of fiscal 2017. See Note 5, Acquisitions , for details. Additions during fiscal year ended June 30, 2016 were due to the acquisition of Orchard House and Mona on December 21, 2015 and July 24, 2015, respectively. The additions during fiscal year ended June 30, 2015, were due to the acquisitions of HPPC, Belvedere, and Empire on July 17, 2015, January 20, 2015 and March 4, 2015, respectively. Other Intangible Assets The following table sets forth balance sheet information for intangible assets, excluding goodwill, subject to amortization and intangible assets not subject to amortization: June 30, June 30, 2015 (Revised) Non-amortized intangible assets: Trademarks and tradenames (a) $ 441,140 $ 507,263 Amortized intangible assets: Other intangibles 245,040 207,609 Less: accumulated amortization (81,393 ) (68,480 ) Net carrying amount $ 604,787 $ 646,392 (a) The gross carrying value of trademarks and tradenames is reflected net of $46,123 and $6,399 of accumulated impairment charges for the fiscal years ended June 30, 2016 and 2015, respectively. Indefinite-lived intangible assets, which are not amortized, consist primarily of acquired trade names and trademarks. Indefinite-lived intangible assets are evaluated on an annual basis, in conjunction with the Company’s evaluation of goodwill. In assessing fair value, the Company utilizes a “relief from royalty” methodology. This approach involves two steps: (i) estimating the royalty rates for each trademark and (ii) applying these royalty rates to a projected net sales stream and discounting the resulting cash flows to determine fair value. If the carrying value of the indefinite-lived intangible assets exceeds the fair value of the asset, the carrying value is written down to fair value in the period identified. The result of this assessment for the year ended June 30, 2016 indicated that the fair value of certain of the Company’s tradenames was below their carrying value, and therefore an impairment charge of $39,724 ( $20,932 in the United Kingdom segment and $18,792 in the United States segment) was recognized during the fiscal year ended June 30, 2016. The result of this assessment performed during the year ended June 30, 2014 was the recognition of an impairment charge of $6,399 related to tradenames in the United Kingdom. There were no impairment charges recorded during fiscal 2015 related to indefinite-lived intangible assets. Amortizable intangible assets, which are deemed to have a finite life, primarily consist of customer relationships and are being amortized over their estimated useful lives of 3 to 25 years. Amortization expense included in continuing operations was as follows: Fiscal Year ended June 30, 2016 2015 2014 Amortization of intangible assets $ 18,869 $ 17,846 $ 15,440 Expected amortization expense over the next five fiscal years is as follows: Fiscal Year ending June 30, 2017 2018 2019 2020 2021 Estimated amortization expense $ 19,036 $ 18,852 $ 16,214 $ 14,988 $ 14,539 The weighted average remaining amortization period of amortized intangible assets is 11.0 years . |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jun. 30, 2016 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses and Other Current Liabilities | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following: June 30, June 30, 2015 (Revised) Payroll, employee benefits and other administrative accruals $ 43,774 $ 51,979 Freight and warehousing accruals 16,007 12,713 Selling and marketing related accruals 9,826 8,335 Litigation accrual 1,200 7,700 Contingent consideration 3,553 — Other accruals 4,443 4,906 $ 78,803 $ 85,633 |
Debt and Borrowings
Debt and Borrowings | 12 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Borrowings | DEBT AND BORROWINGS Debt and borrowings consisted of the following: June 30, June 30, Credit Agreement borrowings payable to banks $ 827,860 $ 660,216 Senior Notes — 150,000 Tilda short-term borrowing arrangements 19,121 29,600 Other borrowings 15,703 4,067 862,684 843,883 Short-term borrowings and current portion of long-term debt 26,513 31,275 Long-term debt, less current portion $ 836,171 $ 812,608 Credit Agreement On December 12, 2014, the Company entered into the Second Amended and Restated Credit Agreement (the “Credit Agreement”) which provides for a $1,000,000 unsecured revolving credit facility which may be increased by an additional uncommitted $350,000 , provided certain conditions are met. The Credit Agreement expires in December 2019 . Borrowings under the Credit Agreement may be used to provide working capital, finance capital expenditures and permitted acquisitions, refinance certain existing indebtedness and for other lawful corporate purposes. The Credit Agreement provides for multicurrency borrowings in Euros, Pounds Sterling and Canadian Dollars as well as other currencies which may be designated. In addition, certain wholly-owned foreign subsidiaries of the Company may be designated as co-borrowers. The Credit Agreement contains restrictive covenants usual and customary for facilities of its type, which include, with specified exceptions, limitations on the Company’s ability to engage in certain business activities, incur debt, have liens, make capital expenditures, pay dividends or make other distributions, enter into affiliate transactions, consolidate, merge or acquire or dispose of assets, and make certain investments, acquisitions and loans. The Credit Agreement also requires the Company to satisfy certain financial covenants, such as maintaining a consolidated interest coverage ratio (as defined in the Credit Agreement) of no less than 4.0 to 1.0 and a consolidated leverage ratio (as defined in the Credit Agreement) of no more than 3.5 to 1.0. The consolidated leverage ratio is subject to a step-up to 4.0 to 1.0 for the four full fiscal quarters following an acquisition. Obligations under the Credit Agreement are guaranteed by certain existing and future domestic subsidiaries of the Company. As of June 30, 2016 , there were $827,860 of borrowings and $3,868 letters of credit outstanding under the Credit Agreement and $168,272 available. The Company was deemed to be in compliance with all associated covenants due to certain limited waivers and extensions received by the Company in connection with its obligation to deliver financial information. The Credit Agreement provides that loans will bear interest at rates based on (a) the Eurocurrency Rate, as defined in the Credit Agreement, plus a rate ranging from 0.875% to 1.70% per annum; or (b) the Base Rate, as defined in the Credit Agreement, plus a rate ranging from 0.00% to 0.70% per annum, the relevant rate being the Applicable Rate. The Applicable Rate will be determined in accordance with a leverage-based pricing grid, as set forth in the Credit Agreement. Swing line loans and Global Swing Line loans denominated in United States dollars will bear interest at the Base Rate plus the Applicable Rate and Global Swing Line loans denominated in foreign currencies shall bear interest based on the overnight Eurocurrency Rate for loans denominated in such currency plus the Applicable Rate. The weighted average interest rate on outstanding borrowings under the Credit Agreement at June 30, 2016 was 1.81% . Additionally, the Credit Agreement contains a Commitment Fee, as defined in the Credit Agreement, on the amount unused under the Credit Agreement ranging from 0.20% to 0.30% per annum. Such Commitment Fee is determined in accordance with a leverage-based pricing grid, as set forth in the Credit Agreement. The Company had $150,000 in aggregate principal amount of 10 -year senior notes due May 2, 2016 issued in a private placement outstanding as of June 30, 2015. The notes bore interest at 5.98% , payable semi-annually on November 2 and May 2. On May 2, 2016 , the Company utilized capacity under its existing revolving credit facility to redeem these notes. As of June 30, 2016 , there were no senior notes outstanding. Tilda Short-Term Borrowing Arrangements Tilda maintains short-term borrowing arrangements primarily used to fund the purchase of rice from India and other countries. The maximum borrowings permitted under all such arrangements are £52,000 . Outstanding borrowings are collateralized by the current assets of Tilda, typically have six -month terms and bear interest at variable rates typically based on LIBOR plus a margin (weighted average interest rate of approximately 2.5% at June 30, 2016 ). Other Borrowings Other borrowings primarily relate to a cash pool facility in Europe. The cash pool facility provides our Europe operating segment with sufficient liquidity to support the Company’s growth objectives within this segment. The maximum borrowings permitted under the cash pool arrangement are €12,500 . Outstanding borrowings bear interest at variable rates typically based on EURIBOR plus a margin of 1.1% (weighted average interest rate of approximately 1.1% at June 30, 2016 ). Maturities of all debt instruments at June 30, 2016 , are as follows: Due in Fiscal Year Amount 2017 $ 26,513 2018 838 2019 484 2020 829,625 2021 1,676 Thereafter 3,548 $ 862,684 Interest paid during the fiscal years ended June 30, 2016 , 2015 and 2014 amounted to $24,288 , $22,865 and $20,560 , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The components of income (loss) before income taxes and equity in earnings of equity-method investees were as follows: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Domestic $ 158,025 $ 170,884 $ 154,773 Foreign (39,617 ) 41,985 42,387 Total $ 118,408 $ 212,869 $ 197,160 The provision (benefit) for income taxes consisted of the following: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Current: Federal $ 21,304 $ 32,910 $ 47,660 State and local 1,798 8,311 7,640 Foreign 14,737 9,981 16,920 37,839 51,202 72,220 Deferred: Federal 30,711 (912 ) 2,241 State and local 5,017 (1,069 ) (186 ) Foreign (2,635 ) (686 ) (4,667 ) 33,093 (2,667 ) (2,612 ) Total $ 70,932 $ 48,535 $ 69,608 Cash paid for income taxes, net of refunds, during the fiscal years ended June 30, 2016, 2015 and 2014 amounted to $44,225 , $47,317 and $47,339 , respectively. The reconciliation of the U.S. Federal statutory rate to our effective rate on income before provision for income taxes was as follows: Fiscal Year Ended June 30, 2016 % 2015 (Revised) % 2014 (Revised) % Expected United States federal income tax at statutory rate $ 41,443 35.0 % $ 74,504 35.0 % $ 69,006 35.0 % State income taxes, net of federal benefit 5,447 4.6 % 4,795 2.2 % 4,862 2.5 % Domestic manufacturing deduction (1,233 ) (1.0 )% (1,210 ) (0.6 )% (2,642 ) (1.3 )% Foreign income at different rates (2,861 ) (2.4 )% (9,515 ) (4.5 )% (295 ) (0.1 )% Goodwill impairment 23,172 19.6 % — — — — % — — % Change in Valuation Allowance 5,067 4.3 % 963 0.5 % — — % Corporate tax reorganization (4,173 ) (3.5 )% (20,670 ) (9.7 )% — — % Unrealized foreign exchange losses 7,056 6.0 % — — % — — % Non-taxable gains on acquisition of pre-existing ownership interests in HPPC and Empire — — % (2,793 ) (1.3 )% — — % Reduction of deferred tax liabilities resulting from change in United Kingdom tax rate (4,942 ) (4.2 )% — — % (3,739 ) (1.9 )% Other 1,956 1.5 % 2,461 1.2 % 2,416 1.1 % Provision for income taxes $ 70,932 59.9 % $ 48,535 22.8 % $ 69,608 35.3 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts for income tax purposes. Deferred tax assets and liabilities consisted of the following: June 30, 2016 June 30, 2015 (Revised) Current deferred tax assets (1) : Basis difference on inventory $ — $ 13,730 Reserves not currently deductible — 22,804 Other — 1,972 Current deferred tax assets (1) $ — $ 38,506 Noncurrent deferred tax assets/(liabilities): Basis difference on inventory $ 11,232 $ — Reserves not currently deductible 17,652 — Basis difference on intangible assets (145,673 ) (154,009 ) Basis difference on property and equipment (25,933 ) (23,415 ) Other comprehensive income (4,623 ) (1,217 ) Net operating loss and tax credit carryforwards 25,340 28,875 Stock based compensation 4,632 6,828 Other 1,176 2,723 Valuation allowances (15,310 ) (10,926 ) Noncurrent deferred tax liabilities, net $ (131,507 ) $ (151,141 ) Total net deferred tax liabilities $ (131,507 ) $ (112,635 ) (1) Due to the Company’s adoption of ASU 2015-17, all deferred tax assets and liabilities are classified as noncurrent as of June 30, 2016. See Note 3, Summary of Significant Accounting Policies and Practices, for details. At June 30, 2016 and 2015 , the Company had U.S. federal net operating loss (“NOL”) carryforwards of approximately $38,433 and $42,880 , respectively, the majority of which will not expire until 2033. Certain of these federal loss carryforwards are subject to Internal Revenue Code Section 382 which imposes limitations on utilization following certain changes in ownership of the entity generating the loss carryforward. We had foreign NOL carryforwards of approximately $42,573 and $45,027 in the same respective years. At June 30, 2016 and 2015 , the Company had U.S. federal foreign tax credit carryforwards of approximately $877 . These credit carryforwards have various expiration dates through 2020. As of June 30, 2016 , the Company has not provided for deferred taxes on the excess of financial reporting over the tax basis of investments in certain foreign subsidiaries in the amount of $411,000 as the Company plans to reinvest such earnings indefinitely outside the United States. If these earnings were repatriated in the future, additional income and withholding tax expense would be incurred. Due to complexities in the laws of the U.S. and foreign jurisdictions and the assumptions that would have to be made, it is not practicable to estimate the total amount of income taxes that would have to be provided on such earnings. As required by the authoritative guidance on accounting for income taxes, the Company evaluates the realizability of deferred tax assets on a jurisdictional basis at each reporting date. Accounting for income taxes requires that a valuation allowance be established when it is more likely than not that all or a portion of the deferred tax assets will not be realized. In circumstances where there is sufficient negative evidence indicating that the deferred tax assets are not more likely than not realizable, we establish a valuation allowance. We have recorded valuation allowances in the amounts of $15,310 and $10,926 at June 30, 2016 and 2015 , respectively. The changes in valuation allowances against deferred income tax assets were as follows: Fiscal Year Ended June 30, 2016 2015 (Revised) Balance at beginning of year $ 10,926 $ 10,952 Additions charged to income tax expense 7,484 963 Reductions credited to income tax expense (2,417 ) — Currency translation adjustments (683 ) (989 ) Balance at end of year $ 15,310 $ 10,926 Unrecognized tax benefits activity, including interest and penalties, is summarized below: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Balance at beginning of year $ 10,759 $ 11,058 $ 2,507 Additions based on tax positions related to the current year 4,276 1,089 5,946 Additions based on tax positions related to prior years 1,404 202 3,511 Reductions due to lapse in statute of limitations and settlements (420 ) (1,590 ) (906 ) Balance at end of year $ 16,019 $ 10,759 $ 11,058 As of June 30, 2016 , the Company had $16,019 of unrecognized tax benefits, of which $10,826 represents the amount that, if recognized, would impact the effective tax rate in future periods. As of June 30, 2015 and 2014, the Company had $10,759 and $11,058 , respectively, of unrecognized tax benefits of which $9,375 and $10,041 , respectively, would impact the effective income tax rate in future periods. Accrued liabilities for interest and penalties were $650 and $353 at June 30, 2016 and 2015 , respectively. Interest and penalties (expense and/or benefit) are recorded as a component of the provision (benefit) for income taxes in the consolidated financial statements. The Company believes that it is reasonably possible that its unrecognized tax benefits could decrease by $4,200 by June 30, 2017 due to settlements and expirations of statutes of limitations; all of which would reduce the income tax provision for continuing operations. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various U.S. state jurisdictions and several foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years prior to 2013. However, to the extent we generated NOLs or tax credits in closed tax years, future use of the NOL or tax credit carry forward balance would be subject to examination within the relevant statute of limitations for the year in which utilized. The Company is no longer subject to tax examinations in the United Kingdom for years prior to 2013. Given the uncertainty regarding when tax authorities will complete their examinations and the possible outcomes of their examinations, a current estimate of the range of reasonably possible significant increases or decreases of income tax that may occur within the next twelve months cannot be made. Although there are various tax audits currently ongoing, the Company does not believe the ultimate outcome of such audits will have a material impact on the Company’s consolidated financial statements. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue “blank check” preferred stock of up to 5,000 shares with such designations, rights and preferences as may be determined from time to time by the Board of Directors. Accordingly, the Board of Directors is empowered to issue, without stockholder approval, preferred stock with dividends, liquidation, conversion, voting or other rights which could decrease the amount of earnings and assets available for distribution to holders of the Company’s Common Stock. At June 30, 2016 and 2015 , no preferred stock was issued or outstanding. Common Stock Issued See Note 5, Acquisitions , for details surrounding issuance of the Company’s common stock in connection with recent acquisitions. Accumulated Other Comprehensive Loss The following tables present the changes in accumulated other comprehensive loss: Fiscal Year Ended June 30, 2016 2015 (Revised) Foreign currency translation adjustments: Other comprehensive loss before reclassifications (1) $ (129,874 ) $ (102,374 ) Deferred gains/(losses) on cash flow hedging instruments: Other comprehensive income before reclassifications 4,666 5,449 Amounts reclassified into income (2) (5,193 ) (3,868 ) Unrealized gain on available for sale investment: Other comprehensive loss before reclassifications (79 ) (595 ) Amounts reclassified into income (3) — (311 ) Net change in accumulated other comprehensive loss $ (130,480 ) $ (101,699 ) (1) Foreign currency translation adjustments included intra-entity foreign currency transactions that were of a long-term investment nature of $107,221 and $65,185 for fiscal years ended June 30, 2016 and 2015 , respectively. (2) Amounts reclassified into income for deferred gains on cash flow hedging instruments are recorded in “Cost of sales” in the Consolidated Statements of Income and, before taxes, were $6,788 and $5,087 for the fiscal years ended June 30, 2016 and 2015 , respectively. (3) Amounts reclassified into income for gains on sale of available for sale investments were based on the average cost of the shares held (See Note 14, Investments and Joint Ventures). Such amounts are recorded in “Other (income)/expense, net” in the Consolidated Statements of Income. There was no tax expense associated with these gains reclassified into income in fiscal 2015 as the Company utilized capital losses to offset these gains. |
Stock Based Compensation And In
Stock Based Compensation And Incentive Performance Plans | 12 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation And Incentive Performance Plans | STOCK BASED COMPENSATION AND INCENTIVE PERFORMANCE PLANS The Company has two shareholder-approved plans, the Amended and Restated 2002 Long-Term Incentive and Stock Award Plan and the 2000 Directors Stock Plan, under which the Company’s officers, senior management, other key employees, consultants and directors may be granted options to purchase the Company’s common stock or other forms of equity-based awards. 2002 Long-Term Incentive and Stock Award Plan, as amended In November 2002, our stockholders approved the 2002 Long-Term Incentive and Stock Award Plan. An aggregate of 3,200 shares of common stock were originally reserved for issuance under this plan. At various Annual Meetings of Stockholders, including the 2014 Annual Meeting, the plan was amended to increase the number of shares issuable to 31,500 shares. The plan provides for the granting of stock options, stock appreciation rights, restricted stock, restricted share units, performance shares, performance share units and other equity awards to employees, directors and consultants. Awards denominated in shares of common stock other than options and stock appreciation rights will be counted against the available share limit as two and seven hundredths shares for every one share covered by such award. All of the options granted to date under the plan have been incentive or non-qualified stock options providing for the exercise price equal to the fair market price at the date of grant. Stock option awards granted under the plan expire seven years after the date of grant. Options and other stock-based awards vest in accordance with provisions set forth in the applicable award agreements. No awards shall be granted under this plan after November 20, 2024. There were no options granted under this plan in fiscal years 2016 , 2015 or 2014 . There were 498 , 440 and 388 shares of restricted stock and restricted share units granted under this plan during fiscal years 2016 , 2015 and 2014 , respectively. Included in these grants during fiscal years 2016 , 2015 and 2014 were 366 , 365 and 353 , respectively, of restricted stock and restricted share units granted under the Company’s long-term incentive programs, of which 284 , 109 and 75 , respectively, are subject to the achievement of minimum performance goals established under those programs (see “Long-term Incentive Plan,” in this Note 13) or market conditions. At June 30, 2016 , 220 options and 1,104 unvested restricted stock and restricted share units were outstanding under this plan, and there were 11,859 shares available for grant under this plan. 2000 Directors Stock Plan, as amended In May 2000, our stockholders approved the 2000 Directors Stock Plan. The plan originally provided for the granting of stock options to non-employee directors to purchase up to an aggregate of 1,500 shares of our common stock. In December 2003, the plan was amended to increase the number of shares issuable to 1,900 shares. In March 2009, the plan was amended to permit the granting of restricted stock, restricted share units and dividend equivalents and was renamed. All of the options granted to date under this plan have been non-qualified stock options providing for the exercise price equal to the fair market price at the date of grant. Stock option awards granted under the plan expire seven years after the date of grant. No awards shall be granted under this plan after December 1, 2015. There were no options granted under this plan in fiscal years 2016 , 2015 , or 2014 . There were no shares of restricted stock granted under this plan during fiscal year 2016 . During fiscal years 2015 and 2014 , 20 and 28 shares of restricted stock were granted under this plan, respectively. At June 30, 2016 , 18 unvested restricted shares were outstanding, and there will be no further restricted shares or options granted under this plan. Other Plans At June 30, 2016 , there were also 122 options outstanding that were granted under the prior Celestial Seasonings plan. Although no further awards can be granted under the 2000 Directors Stock Plan, as amended, or the prior Celestial Seasonings plan, the options and restricted stock outstanding continue in accordance with the terms of the respective plans and grants. There were 13,326 shares of common stock reserved for future issuance in connection with stock-based awards as of June 30, 2016 . Compensation cost and related income tax benefits recognized in the Consolidated Statements of Income for stock based compensation plans were as follows: Fiscal Year Ended June 30, 2016 2015 2014 Compensation cost (included in selling, general and administrative expense) $ 12,688 $ 12,197 $ 12,448 Related income tax benefit $ 4,758 $ 4,695 $ 4,787 Stock Options A summary of the stock option activity for the three fiscal years ended June 30 is as follows: 2016 Weighted Average Exercise Price 2015 Weighted Average Exercise Price 2014 Weighted Average Exercise Price Outstanding at beginning of year 1,249 $ 6.12 2,674 $ 9.83 3,558 $ 9.44 Exercised (907 ) $ 5.91 (1,425 ) $ 13.08 (883 ) $ 8.30 Canceled and expired — $ — — $ — (1 ) $ 8.01 Outstanding at end of year 342 $ 6.66 1,249 $ 6.12 2,674 $ 9.83 Options exercisable at end of year 342 $ 6.66 1,249 $ 6.12 2,674 $ 9.83 Fiscal Year Ended June 30, 2016 2015 2014 Intrinsic value of options exercised $ 27,147 $ 62,213 $ 29,778 Cash received from stock option exercises $ — $ 18,643 $ 7,320 Tax benefit recognized from stock option exercises $ 10,587 $ 24,213 $ 11,584 For options outstanding and exercisable at June 30, 2016 , the aggregate intrinsic value (the difference between the closing stock price on the last day of trading in the year and the exercise price) was $14,721 , and the weighted average remaining contractual life was 5.6 years . At June 30, 2016 , there was no unrecognized compensation expense related to stock option awards. Restricted Stock Awards of restricted stock may be either grants of restricted stock or restricted share units that are issued at no cost to the recipient. For restricted stock grants, at the date of grant the recipient has all rights of a stockholder, subject to certain restrictions on transferability and a risk of forfeiture. For restricted share units, legal ownership of the shares is not transferred to the employee until the unit vests. Restricted stock and restricted share unit grants vest in accordance with provisions set forth in the applicable award agreements, which may include performance criteria for certain grants. The compensation cost of these awards is determined using the fair market value of the Company’s common stock on the date of the grant. Compensation expense for restricted stock awards with a service condition is recognized on a straight-line basis over the vesting term. Compensation expense for restricted stock awards with a performance condition is recorded when the achievement of the performance criteria is probable and is recognized over the performance and vesting service periods. A summary of the restricted stock and restricted share units activity for the three fiscal years ended June 30 is as follows: 2016 Weighted Average Grant Date Fair Value (per share) 2015 Weighted Average Grant Date Fair Value (per share) 2014 Weighted Average Grant Date Fair Value (per share) Non-vested restricted stock and restricted share units - beginning of year 1,145 $32.30 1,259 $25.44 1,547 $21.22 Granted 416 $24.54 311 $54.11 225 $41.39 Vested (408 ) $35.13 (402 ) $26.86 (476 ) $19.09 Forfeited (32 ) $45.83 (23 ) $40.65 (37 ) $28.72 Non-vested restricted stock and restricted share units - end of year 1,121 $28.24 1,145 $32.30 1,259 $25.44 Fiscal Year Ended June 30, 2016 2015 2014 Fair value of restricted stock and restricted share units granted $ 10,203 $ 16,462 $ 9,303 Fair value of shares vested $ 18,917 $ 21,481 $ 19,905 Tax benefit recognized from restricted shares vesting $ 7,139 $ 8,364 $ 7,535 On July 3, 2012, the Company entered into a Restricted Stock Agreement (the “Agreement”) with Irwin D. Simon, the Company’s Chairman, President and Chief Executive Officer. The Agreement provides for a grant of 800 shares of restricted stock (the “Shares”), the vesting of which is both market and time-based. The market condition is satisfied in increments of 200 Shares upon the Company’s common stock achieving four share price targets. On the last day of any forty-five consecutive trading day period during which the average closing price of the Company’s common stock on the Nasdaq Global Select Market equals or exceeds the following prices: $31.25 , $36.25 , $41.25 and $50.00 , respectively, the market condition for each increment of 200 Shares will be satisfied. The market conditions must be satisfied prior to June 30, 2017. Once each market condition has been satisfied, a tranche of 200 Shares will vest in equal amounts annually over a five -year period. Except in the case of a change of control, termination without cause, death or disability (each as defined in Mr. Simon’s Employment Agreement), the unvested Shares are subject to forfeiture unless Mr. Simon remains employed through the applicable market and time vesting periods. The grant date fair value for each tranche was separately estimated based on a Monte Carlo simulation that calculated the likelihood of goal attainment and the time frame most likely for goal attainment. The total grant date fair value of the Shares was estimated to be $16,151 , which was expected to be recognized over a weighted-average period of approximately 4.0 years . On September 28, 2012, August 27, 2013, December 13, 2013 and October 22, 2014, the four respective market conditions were satisfied. As such, the four tranches of 200 Shares each are expected to vest in equal amounts over the five -year period commencing on the first anniversary of the date the market condition for the respective tranche was satisfied. At June 30, 2016 , $16,754 of unrecognized stock-based compensation expense, net of estimated forfeitures, related to non-vested restricted stock awards, inclusive of the Shares, was expected to be recognized over a weighted-average period of approximately 1.7 years . Long-Term Incentive Plan The Company maintains a long-term incentive program (the “LTI Plan”). The LTI Plan currently consists of a two -year performance-based long-term incentive plan (the “2015-2016 LTIP”) and a three -year performance-based long-term incentive plan (the “2016-2018 LTIP”) that provide for a combination of equity grants and performance awards that can be earned over the respective performance period. Participants in the LTI Plans include the Company’s executive officers, including the Chief Executive Officer, and certain other key executives. The Compensation Committee administers the LTI Plans and is responsible for, among other items, establishing the target values of awards to participants and selecting the specific performance factors for such awards. The Compensation Committee determines the specific payout to the participants. Such awards may be paid in cash and/or unrestricted shares of the Company’s common stock at the discretion of the Compensation Committee, provided that any such stock-based awards shall be issued pursuant to and be subject to the terms and conditions of the Amended and Restated 2002 Long-Term Incentive and Stock Award Plan, as in effect and as amended from time to time. Upon the adoption of the 2015-2016 LTIP, the Compensation Committee granted an initial award to each participant in the form of equity-based instruments (restricted stock or restricted share units), for a portion of the individual target awards (the “Initial Equity Grants”). These Initial Equity Grants are subject to time vesting requirements, and a portion are also subject to the achievement of minimum performance goals. The 2015-2016 LTIP awards contain an additional year of time-based vesting. The Initial Equity Grants are expensed over the respective vesting periods on a straight-line basis. The payment of the actual awards earned at the end of the applicable performance period, if any, will be reduced by the value of the Initial Equity Grants. Upon adoption of the 2016-2018 LTIP, the Compensation Committee granted performance units to each participant, the achievement of which is dependent upon a defined calculation of relative total shareholder return over the period from July 1, 2015 to June 30, 2018 (the “TSR Grant”). The grant date fair value for these awards was separately estimated based on a Monte Carlo simulation that calculated the likelihood of goal attainment. Each performance unit translates into one unit of common stock. The TSR grant represents half of each participant’s target award. The other half of the 2016-2018 LTIP is based on the Company’s achievement of specified net sales growth targets over this three -year period and, if achieved, may be paid in cash and/or unrestricted shares of the Company’s common stock at the discretion of the Compensation Committee. In October 2015, although the target values previously set under the LTI Plan covering 2014 and 2015 fiscal years (the “2014-2015 LTIP”) were fully achieved, the Compensation Committee exercised its discretion to reduce the awards due to the challenges faced by the Company in connection with the nut butter voluntary recall during fiscal year 2015. After deducting the value of the Initial Equity Grants, the reduced awards to participants related to the 2014-2015 LTIP totaled $4,400 (which were settled by the issuance of 82 unrestricted shares of the Company’s common stock in October 2015). The Company has recorded expense (in addition to the stock based compensation expense associated with the Initial Equity Grants and the TSR Grant) of $4,967 and $9,495 , for the fiscal years ended June 30, 2015 and 2014 , respectively, and a reversal of expense of $2,037 for the fiscal year ended June 30, 2016 , related to the LTI plans. |
Investments And Joint Ventures
Investments And Joint Ventures | 12 Months Ended |
Jun. 30, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments And Joint Ventures | INVESTMENTS AND JOINT VENTURES Equity method investments In October 2009, the Company formed a joint venture, Hutchison Hain Organic Holdings Limited (“HHO”), with Hutchison China Meditech Ltd. (“Chi-Med”), a majority-owned subsidiary of CK Hutchison Holdings Limited, to market and distribute certain of the Company’s brands in Hong Kong, China and other surrounding markets. Voting control of the joint venture is shared equally between the Company and Chi-Med, although, in the event of a deadlock, Chi-Med has the ability to cast the deciding vote, and therefore, the investment is being accounted for under the equity method of accounting. At June 30, 2016 and June 30, 2015 , the carrying value of the Company’s 50.0% investment in and advances to HHO were $1,729 and $1,109 , respectively, and are included in the Consolidated Balance Sheet as a component of “Investments and joint ventures.” On October 27, 2015, the Company acquired a 14.9% interest in Chop’t Creative Salad Company LLC (“Chop’t”). Chop’t develops and operates fast-casual, fresh salad restaurants in the Northeast and Mid-Atlantic United States. Chop’t markets and sells certain of the Company’s branded products and provides consumer insight and feedback. The investment is being accounted for as an equity method investment due to the Company’s representation on the Board of Directors, and its carrying value of $17,448 is included in the Consolidated Balance Sheet as a component of “Investments and joint ventures” at June 30, 2016. The Company’s current ownership percentage may be diluted in the future to 12.1% , pending the distribution of additional ownership interests. Available-For-Sale Securities The Company has a less than 1% equity ownership interest in Yeo Hiap Seng Limited (“YHS”), a Singapore-based natural food and beverage company listed on the Singapore Exchange, which is accounted for as an available-for-sale security. The Company sold 2,037 of its YHS shares during the fiscal year ended June 30, 2015 , which resulted in a pre-tax gain of $311 on the sales, and is recognized as a component of “Other (income)/expense, net.” No shares were sold during the fiscal year ended June 30, 2016 . The remaining shares held at June 30, 2016 totaled 1,035 . The fair value of these shares held was $1,067 (cost basis of $1,291 ) at June 30, 2016 and $1,196 (cost basis of $1,291 ) at June 30, 2015 and is included in “Investments and joint ventures,” with the related unrealized gain or loss, net of tax, included in “Accumulated other comprehensive loss” in the Consolidated Balance Sheet. The company concluded that the decline in its YHS investment below its cost basis is temporary and, accordingly, has not recognized a loss in the Consolidated Statements of Operations. In making this determination, the company considered its intent and ability to hold the investment until the cost is recovered, the financial condition and near-term prospects of YHS, the magnitude of the loss compared to the investment’s cost, and publicly available information about the industry and geographic region in which YHS operates. |
Financial Instruments Measured
Financial Instruments Measured At Fair Value | 12 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments Measured At Fair Value | FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE The Company’s financial assets and liabilities measured at fair value are required to be grouped in one of three levels. The levels prioritize the inputs used to measure the fair value of the assets or liabilities. These levels are: • Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2 – Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and • Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The following table presents by level within the fair value hierarchy assets and liabilities measured at fair value on a recurring basis as of June 30, 2016 : Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Assets: Cash equivalents $ 20,706 $ 20,706 $ — $ — Forward foreign currency contracts 531 — 531 — Available for sale securities 1,067 1,067 — — $ 22,304 $ 21,773 $ 531 $ — Liabilities: Contingent consideration, current $ 3,553 $ — $ — $ 3,553 Total $ 3,553 $ — $ — $ 3,553 The following table presents by level within the fair value hierarchy assets and liabilities measured at fair value on a recurring basis as of June 30, 2015 (as revised): Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Assets: Cash equivalents $ 45,101 $ 45,101 $ — $ — Forward foreign currency contracts 1,590 — 1,590 — Available for sale securities 1,196 1,196 — — $ 47,887 $ 46,297 $ 1,590 $ — Liabilities: Forward foreign currency contracts $ 274 $ — $ 274 $ — Contingent consideration, noncurrent 1,636 — — 1,636 Total $ 1,910 $ — $ 274 $ 1,636 Available for sale securities consist of the Company’s investment in YHS (see Note 14, Investments and Joint Ventures ). Fair value is measured using the market approach based on quoted prices. The Company utilizes the income approach to measure fair value for its foreign currency forward contracts. The income approach uses pricing models that rely on market observable inputs such as yield curves, currency exchange rates and forward prices. The Company estimates the original fair value of the contingent consideration as the present value of the expected contingent payments, determined using the weighted probabilities of the possible payments. The Company reassesses the fair value of contingent payments on a periodic basis. Although the Company believes its estimates and assumptions are reasonable, different assumptions, including those regarding the operating results of the respective businesses, or changes in the future may result in different estimated amounts. In connection with the acquisitions of Belvedere in February 2015 and Cully & Sully in April 2012, payment of a portion of the respective purchase prices are contingent upon the achievement of certain operating results. Contingent consideration of up to a maximum of C$4,000 related to the Belvedere acquisition was payable based on the achievement of specified operating results during the two consecutive one -year periods following the closing date. In both the fourth quarter of fiscal 2016 and 2017, the Company paid C$2,000 in each quarter in settlement of the Belvedere contingent consideration obligation. During the fiscal year ended June 30, 2015 , $5,477 was paid to the sellers in settlement of the contingent consideration obligation related to the Cully & Sully acquisition. Additionally, in connection with the acquisition of Orchard House during fiscal 2016, contingent consideration of up to £3,000 was potentially payable to the sellers based on the outcome of a review by the CMA in the United Kingdom. As a result of this review, the Company agreed to divest certain portions of its own-label juice business in the fourth quarter of fiscal 2016, and on September 15, 2016 , the Company settled the contingent consideration related to this acquisition for £1,500 . The following table summarizes the Level 3 activity: Fiscal Year ended June 30, 2016 2015 (Revised) Balance at beginning of year $ 1,636 $ 6,230 Fair value of initial contingent consideration 2,225 1,603 Contingent consideration adjustments 1,511 (253 ) Contingent consideration paid (1,547 ) (5,477 ) Translation adjustment (272 ) (467 ) Balance at end of year $ 3,553 $ 1,636 There were no transfers of financial instruments between the three levels of fair value hierarchy during the fiscal years ended June 30, 2016 or 2015 . The carrying amount of cash and cash equivalents, accounts receivable, net, accounts payable and certain accrued expenses and other current liabilities approximate fair value due to the short-term maturities of these financial instruments. The Company’s debt approximates fair value due to the debt bearing fluctuating market interest rates (See Note 10, Debt and Borrowings ). Derivative Instruments The Company primarily has exposure to changes in foreign currency exchange rates relating to certain anticipated cash flows from its international operations. To reduce that risk, the Company may enter into certain derivative financial instruments, when available on a cost-effective basis, to manage such risk. Derivative financial instruments are not used for speculative purposes. The Company utilizes foreign currency contracts to hedge forecasted transactions, including intercompany transactions, on certain foreign currencies and designates these derivative instruments as foreign currency cash flow hedges when appropriate. The Company also occasionally enters into fair value hedges to mitigate its foreign currency risk related to certain firm commitments. The notional and fair value amounts of the Company’s foreign exchange derivative contracts outstanding at June 30, 2016 were $6,000 and $531 of net assets, respectively. There were $47,202 of notional amount and $1,316 of net liabilities of foreign exchange derivative contracts outstanding at June 30, 2015 . The fair value of these derivatives is included in prepaid expenses and other current assets and accrued expenses and other current liabilities in the Consolidated Balance Sheet. For these derivatives, which qualify as hedges of probable forecasted cash flows, the effective portion of changes in fair value is temporarily reported in accumulated other comprehensive income and recognized in earnings when the hedged item affects earnings. These foreign exchange contracts have maturities over the next five months . The Company assesses effectiveness at the inception of the hedge and on a quarterly basis. These assessments determine whether derivatives designated as qualifying hedges continue to be highly effective in offsetting changes in the cash flows of hedged items. Any ineffective portion of change in fair value is not deferred in accumulated other comprehensive income and is included in current period results. For the fiscal years ended June 30, 2016 and 2015 , the impact of hedge ineffectiveness on earnings was not significant. The Company will discontinue cash flow hedge accounting when the forecasted transaction is no longer probable of occurring on the originally forecasted date or when the hedge is no longer effective. There were no discontinued foreign exchange hedges for the fiscal years ended June 30, 2016 and 2015 . |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | COMMITMENTS AND CONTINGENCIES Lease commitments and rent expense The Company leases office, manufacturing and warehouse space. These leases provide for additional payments of real estate taxes and other operating expenses over a base period amount. The aggregate minimum future lease payments for these operating leases at June 30, 2016 , are as follows: Fiscal Year 2017 $ 19,163 2018 15,907 2019 13,648 2020 10,400 2021 7,496 Thereafter 40,572 $ 107,186 Rent expense charged to operations for the fiscal years ended June 30, 2016 , 2015 and 2014 was $28,097 , $27,028 and $20,567 , respectively. Off Balance Sheet Arrangements At June 30, 2016 , we did not have any off-balance sheet arrangements as defined in Item 303(a)(4) of Regulation S-K that have had, or are likely to have, a material current or future effect on our consolidated financial statements. Legal Proceedings Securities Class Actions Filed in Federal Court On August 17, 2016, three securities class action complaints were filed in the Eastern District of New York against the Company alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. The three complaints are: (1) Flora v. The Hain Celestial Group, Inc., et al. , (the “Flora Complaint”); (2) Lynn v. the Hain Celestial Group, Inc., et al. (the “Lynn Complaint”); and (3) Spadola v. The Hain Celestial Group, Inc., et al. (the “Spadola Complaint” and, together with the Flora and Lynn Complaints, the “Securities Complaints”). The Securities Complaints allege that the Company and certain of its officers made materially false and misleading statements in press releases and SEC filings regarding the Company’s business, prospects and financial results. The Securities Complaints were brought on behalf of all persons who purchased or otherwise acquired Hain securities between November 5, 2015 and August 15, 2016. On October 17, 2016, six potential plaintiffs and their respective law firms moved to serve as lead plaintiff and counsel. On June 5, 2017, the Court issued an order for consolidation, appointment of Co-Lead Plaintiffs and approval of selection of co-lead counsel. Pursuant to this order, the Securities Complaints were consolidated under the caption In re The Hain Celestial Group, Inc. Securities Litigation , (the “Consolidated Securities Action”) and Rosewood Funeral Home and Salamon Gimpel were appointed as Co-Lead Plaintiffs. On June 21, 2017, the Company received notice that plaintiff Spadola voluntarily dismissed his claims without prejudice to his ability to participate in the Consolidated Securities Action as an absent class member. Stockholder Derivative Complaints Filed in State Court On September 16, 2016, a stockholder derivative complaint, Paperny v. Heyer, et al. (the “Paperny Complaint”) , was filed in New York State Supreme Court in Nassau County against the Board of Directors and certain officers of the Company alleging breach of fiduciary duty, unjust enrichment, lack of oversight and corporate waste. On December 2, 2016 and December 29, 2016, two additional stockholder derivative complaints were filed in New York State Supreme Court in Nassau County against the Board of Directors and certain officers under the captions Scarola v. Simon (the “Scarola Complaint”) and Shakir v. Simon (the “Shakir Complaint” and, together with the Paperny Complaint and the Scarola Complaint, the “Derivative Complaints”), respectively. Both the Scarola Complaint and the Shakir Complaint allege breach of fiduciary duty, lack of oversight and unjust enrichment. On February 16, 2017, the parties for the Derivative Complaints entered into a stipulation consolidating the matters under the caption In re The Hain Celestial Group (the “Consolidated Derivative Action”) in New York State Supreme Court in Nassau County, and the parties agreed to stay the Consolidated Derivative Action until November 2, 2017. Additional Stockholder Class Action and Derivative Complaints Filed in Federal Court On April 19, 2017 and April 26, 2017, two class action and stockholder derivative complaints were filed in the Eastern District of New York against the Board of Directors and certain officers of the Company under the captions Silva v. Simon, et al. (the “Silva Complaint”) and Barnes v. Simon, et al. (the “Barnes Complaint”), respectively. Both the Silva Complaint and the Barnes Complaint allege violation of securities law, breach of fiduciary duty, waste of corporate assets and unjust enrichment. On May 23, 2017, an additional stockholder filed a complaint under seal in the Eastern District of New York against the Board of Directors and certain officers of the Company. The complaint alleges that the Company’s directors and certain officers made materially false and misleading statements in press releases and SEC filings regarding the Company’s business, prospects and financial results. The complaint also alleges that the Company violated its by-laws and Delaware law by failing to hold an Annual Stockholders Meeting and includes claims for breach of fiduciary duty, unjust enrichment and corporate waste. SEC Investigation As previously disclosed, the Company voluntarily contacted the SEC in August 2016 to advise it of the Company’s delay in the filing of its periodic reports and the performance of the independent review conducted by the Audit Committee. The Company has continued to provide information to the SEC on an ongoing basis, including, among other things, the results of the independent review of the Audit Committee as well as other information pertaining to its internal accounting review relating to revenue recognition. On January 31, 2017, the SEC issued a subpoena to the Company seeking documents relevant to its investigation. The Company is in the process of responding to the SEC’s requests for information and intends to cooperate fully with the SEC. Other On May 11, 2011, Rosminah Brown, on behalf of herself and all other similarly situated individuals, as well as a non-profit organization, filed a putative class action in the Superior Court of California, Alameda County against the Company. The complaint alleged that the labels of certain Avalon Organics ® brand and JASON ® brand personal care products used prior to the Company’s implementation of ANSI/NSF-305 certification in mid-2011 violated certain California statutes. Defendants removed the case to the United States District Court for the Northern District of California. The action was consolidated with a subsequently-filed putative class action containing substantially identical allegations concerning only the JASON ® brand personal care products. The consolidated actions sought an award for damages, injunctive relief, costs, expenses and attorney’s fees. In July 2015, the Company reached an agreement in principle with the plaintiffs to settle the class action for $7,500 in addition to the distribution of consumer coupons up to a value of $2,000 . In connection with the proposed settlement, the Company recorded a charge of $5,725 in the fourth quarter of fiscal 2015 (a separate charge of $1,975 was recorded in prior years). The parties finalized the settlement and the court granted preliminary approval in October 2015. The court granted final approval of the settlement and issued a judgment dismissing the case on February 17, 2016. In addition to the litigation described above, the Company is and may be a defendant in lawsuits from time to time in the normal course of business. While the results of litigation and claims cannot be predicted with certainty, the Company believes the reasonably possible losses of such matters, individually and in the aggregate, are not material. Additionally, the Company believes the probable final outcome of such matters will not have a material adverse effect on the Company’s consolidated results of operations, financial position, cash flows or liquidity. |
Defined Contribution Plans
Defined Contribution Plans | 12 Months Ended |
Jun. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Defined Contribution Plans | DEFINED CONTRIBUTION PLANS We have a 401(k) Employee Retirement Plan (the “Plan”) to provide retirement benefits for eligible employees. All full-time employees of the Company and its wholly-owned domestic subsidiaries are eligible to participate upon completion of 30 days of service. On an annual basis, we may, in our sole discretion, make certain matching contributions. For the fiscal years ended June 30, 2016 , 2015 and 2014 , we made contributions to the Plan of $1,236 , $1,090 and $586 , respectively. In addition, certain of our international subsidiaries maintain separate defined contribution plans for their employees, however the amounts are not significant to the consolidated financial statements. |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION We principally manage our business by geography in seven operating segments: the United States, United Kingdom, Tilda, Hain Pure Protein Corporation, Empire Kosher Poultry, Canada and Europe. In addition, we have four reportable segments: United States, United Kingdom, Hain Pure Protein and Rest of World. We have aggregated (based on economic similarities, the nature of their products, end-user markets and methods of distribution) the operating segments of the United Kingdom and Tilda into the United Kingdom reportable segment and the operating segments of Hain Pure Protein Corporation and Empire Kosher Poultry into the Hain Pure Protein reportable segment. Additionally, Canada and Europe do not currently meet the quantitative thresholds for segment reporting and are therefore combined and reported as “Rest of World.” Effective July 1, 2016, changes in the Company’s internal management and reporting structure resulted in a change in operating segments. Certain brands previously included within the United States operating segment were moved to a new operating segment called Cultivate. As a result, the Company will be managed in eight operating segments: the United States (excluding Cultivate), United Kingdom, Tilda, HPPC, Empire, Canada, Europe and Cultivate. The United States, excluding Cultivate, will be its own reportable segment. Cultivate will be combined with Canada and Europe and reported within the “Rest of World” reportable segment. Net sales and operating income are the primary measures used by the Company’s Chief Operating Decision Maker (“CODM”) to evaluate segment operating performance and to decide how to allocate resources to segments. The CODM is the Company’s Chief Executive Officer. Expenses related to certain centralized administration functions that are not specifically related to an operating segment are included in “Corporate and Other.” Corporate and other expenses are comprised mainly of the compensation and related expenses of certain of the Company’s senior executive officers and other selected employees who perform duties related to the entire enterprise, as well as expenses for certain professional fees, facilities, and other items which benefit the Company as a whole. Additionally, acquisition related expenses, restructuring, impairment and integration charges are included in “Corporate and Other.” Expenses that are managed centrally but can be attributed to a segment, such as employee benefits and certain facility costs, are allocated based on reasonable allocation methods. Assets are reviewed by the CODM on a consolidated basis and therefore are not reported by operating segment. The following tables set forth financial information about each of the Company’s reportable segments. Transactions between reportable segments were insignificant for all periods presented. Fiscal Years ended June 30, 2016 2015 (Revised) 2014 (Revised) Net Sales: (1) United States $ 1,321,547 $ 1,325,996 $ 1,247,113 United Kingdom 774,877 722,830 628,828 Hain Pure Protein 492,510 337,197 — Rest of World 296,440 223,590 231,881 $ 2,885,374 $ 2,609,613 $ 2,107,822 Operating Income: United States $ 209,099 $ 188,054 $ 201,063 United Kingdom 56,000 44,985 49,509 Hain Pure Protein 31,558 28,685 — Rest of World 22,280 15,210 16,749 $ 318,937 $ 276,934 $ 267,321 Corporate and Other (2) (168,577 ) (43,072 ) (50,575 ) $ 150,360 $ 233,862 $ 216,746 (1) One of our customers accounted for approximately 10% , 11% and 13% of our consolidated net sales for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively, which were primarily related to the United States segment. A second customer accounted for approximately 10% , 10% , and 11% of our consolidated net sales for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively, which were primarily related to the United States and United Kingdom segments. (2) Corporate and Other includes $15,541 , $8,248 and $7,088 of acquisition related expenses, restructuring and integration charges for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively. Corporate and Other also includes goodwill impairment charges of $84,548 for the fiscal year ended June 30, 2016 related to the United Kingdom segment and an impairment charge of $39,724 ( $20,932 related to the United Kingdom segment and $18,792 related to the United States segment) related to certain of the Company’s tradenames. Lastly, a non-cash impairment charge of $6,399 for the fiscal year ended June 30, 2014 related to indefinite-lived intangible assets (tradenames) in the the United Kingdom segment is included in Corporate and Other. The Company’s net sales by product category are as follows: Fiscal Year ended June 30, 2016 2015 (Revised) 2014 (Revised) Grocery $ 1,800,640 $ 1,724,675 $ 1,634,070 Poultry/Protein 492,510 337,197 — Snacks 307,797 291,719 242,557 Personal Care 171,669 135,627 114,643 Tea 112,758 120,395 116,552 Total $ 2,885,374 $ 2,609,613 $ 2,107,822 The Company’s net sales by geographic region, which are generally based on the location of the Company’s subsidiary, are as follows: Fiscal Year ended June 30, 2016 2015 (Revised) 2014 (Revised) United States $ 1,729,751 $ 1,582,553 $ 1,171,936 United Kingdom 859,183 803,470 704,005 All Other 296,440 223,590 231,881 Total $ 2,885,374 $ 2,609,613 $ 2,107,822 The Company’s long-lived assets, which primarily represent net property, plant and equipment, by geographic region are as follows: June 30, June 30, 2015 (Revised) United States $ 193,192 $ 156,195 United Kingdom 196,271 198,012 All Other 53,260 34,336 Total $ 442,723 $ 388,543 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Jun. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | QUARTERLY FINANCIAL DATA (UNAUDITED) A summary of the Company’s consolidated quarterly results of operations is as follows. The sum of the net income per share from continuing operations for each of the four quarters may not equal the net income per share for the full year, as presented, due to rounding. The Quarterly Financial Data reflects revisions to prior year balances due to the immaterial error corrections discussed in Note 1, Description of Business and Basis of Presentation , and Note 2, Correction of Immaterial Errors to Prior Period Financial Statements , in the Consolidated Financial Statements. See below for a reconciliation of the Company’s fiscal 2016 and 2015 quarterly consolidated statements of income from the previously reported amounts to the revised amounts. Three Months Ended June 30, 2016 March 31, 2016 December 31, 2015 September 30, 2015 Net sales $ 737,547 $ 736,663 $ 743,437 $ 667,727 Gross profit $ 150,081 $ 159,908 $ 166,261 $ 137,881 Operating income (loss) $ (65,138 ) $ 71,148 $ 90,078 $ 54,272 Income before income taxes and equity in earnings of equity-method investees $ (77,572 ) $ 72,863 $ 80,713 $ 42,404 Net income (loss) $ (88,597 ) $ 48,788 $ 58,080 $ 29,158 Net income (loss) per common share: Basic $ (0.86 ) $ 0.47 $ 0.56 $ 0.28 Diluted $ (0.86 ) $ 0.47 $ 0.56 $ 0.28 The quarter ended June 30, 2016 was impacted by goodwill impairment charges recorded of $84,548 in the United Kingdom, impairment charges of $39,724 ( $30,772 net of tax) related to indefinite-lived intangible assets (tradenames), as well as a $3,476 ( $2,855 net of tax) impairment charge related to long-lived assets associated with the divestiture of certain portions of our own-label juice business in connection with our acquisition of Orchard House in the United Kingdom. The quarter ended March 31, 2016 was impacted by a $9,013 ( $6,231 net of tax) gain on fire insurance recovery as a result of fixed assets purchased with insurance proceeds that exceeded the net book value of fixed assets destroyed in the fire that occurred at our Tilda rice milling facility in the second quarter of fiscal 2015. Three Months Ended June 30, 2015 March 31, 2015 December 31, 2014 September 30, 2014 Net sales $ 680,565 $ 652,351 $ 679,759 $ 596,938 Gross profit $ 155,725 $ 149,609 $ 150,359 $ 107,162 Operating income $ 77,339 $ 68,154 $ 67,997 $ 20,372 Income before income taxes and equity in earnings of equity-method investees $ 76,265 $ 59,514 $ 59,183 $ 17,907 Net income $ 72,152 $ 38,001 $ 39,653 $ 15,155 Net income per common share: Basic $ 0.70 $ 0.37 $ 0.39 $ 0.15 Diluted $ 0.69 $ 0.37 $ 0.38 $ 0.15 The quarter ended June 30, 2015 was impacted by a $20,670 (after-tax) gain related to a tax restructuring, offset by $5,725 ( $3,550 net of tax) for charges related to a legal settlement and $1,798 ( $1,115 net of tax) for charges pertaining to the voluntary nut butter recall. The quarters ended March 31, 2015, December 31, 2014, and September 30, 2014 were impacted by $742 ( $460 net of tax), $7,267 ( $4,506 after-tax) and $24,844 ( $15,403 after-tax), respectively, for charges pertaining to the voluntary nut butter recall. The quarter ended September 30, 2014 was impacted by a $6,747 gain ( $4,183 after-tax) related to a pre-existing ownership interests in HPPC. REVISED QUARTERLY CONSOLIDATED STATEMENTS OF INCOME The following tables reconcile the Company’s fiscal 2016 and 2015 quarterly consolidated statements of income from the previously reported amounts to the revised amounts: Three Months Ended March 31, 2016 December 31, 2015 September 30, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 749,862 $ (13,199 ) $ 736,663 $ 752,589 $ (9,152 ) $ 743,437 $ 687,188 $ (19,461 ) $ 667,727 Cost of sales 576,653 102 576,755 575,026 2,150 577,176 535,141 (5,295 ) 529,846 Gross profit 173,209 (13,301 ) 159,908 177,563 (11,302 ) 166,261 152,047 (14,166 ) 137,881 Selling, general and administrative expenses 93,915 (15,025 ) 78,890 82,607 (13,626 ) 68,981 86,254 (10,704 ) 75,550 Amortization of acquired intangibles 4,586 (33 ) 4,553 4,736 (32 ) 4,704 4,672 (33 ) 4,639 Acquisition related expenses, restructuring and integration charges 5,701 (384 ) 5,317 2,498 — 2,498 3,653 (233 ) 3,420 Operating income 69,007 2,141 71,148 87,722 2,356 90,078 57,468 (3,196 ) 54,272 Interest and other financing expense, net 6,920 — 6,920 6,131 — 6,131 6,467 — 6,467 Other (income)/ expense, net 378 — 378 3,234 — 3,234 5,401 — 5,401 Gain on fire insurance recovery (9,013 ) — (9,013 ) — — — — — — Income before income taxes and equity in earnings of equity- method investees 70,722 2,141 72,863 78,357 2,356 80,713 45,600 (3,196 ) 42,404 Provision for income taxes 21,576 2,338 23,914 21,379 1,223 22,602 14,382 (1,052 ) 13,330 Equity in net income of equity-method investees 161 — 161 31 — 31 (84 ) — (84 ) Net income $ 48,985 $ (197 ) $ 48,788 $ 56,947 $ 1,133 $ 58,080 $ 31,302 $ (2,144 ) $ 29,158 Net income per common share: Basic $ 0.47 $ — $ 0.47 $ 0.55 $ 0.01 $ 0.56 $ 0.30 $ (0.02 ) $ 0.28 Diluted $ 0.47 $ — $ 0.47 $ 0.55 $ 0.01 $ 0.56 $ 0.30 $ (0.02 ) $ 0.28 Weighted average common shares outstanding: Basic 103,265 103,265 103,265 103,017 103,017 103,017 102,807 102,807 102,807 Diluted 104,087 104,087 104,087 104,161 104,161 104,161 104,258 104,258 104,258 * Net income/(loss) per common share may not add in certain periods due to rounding Three Months Ended June 30, 2015 March 31, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 698,136 $ (17,571 ) $ 680,565 $ 662,739 $ (10,388 ) $ 652,351 Cost of sales 530,439 (5,599 ) 524,840 504,990 (2,248 ) 502,742 Gross profit 167,697 (11,972 ) 155,725 157,749 (8,140 ) 149,609 Selling, general and administrative expenses 85,904 (14,567 ) 71,337 83,068 (10,558 ) 72,510 Amortization of acquired intangibles 4,494 (32 ) 4,462 4,679 (32 ) 4,647 Tradename impairment — — — 5,510 (5,510 ) — Acquisition related expenses, restructuring and integration charges 2,587 — 2,587 4,298 — 4,298 Operating income 74,712 2,627 77,339 60,194 7,960 68,154 Interest and other financing expense, net 6,420 — 6,420 6,298 — 6,298 Other (income)/expense, net (3,968 ) — (3,968 ) 3,886 — 3,886 Gain on sale of business (1,378 ) — (1,378 ) (1,544 ) — (1,544 ) Income before income taxes and equity in earnings of equity-method investees 73,638 2,627 76,265 51,554 7,960 59,514 Provision for income taxes 2,740 1,547 4,287 18,147 3,353 21,500 Equity in net income (loss) of equity-method investees (174 ) — (174 ) 13 — 13 Net income $ 71,072 $ 1,080 $ 72,152 $ 33,394 $ 4,607 $ 38,001 Net income per common share: Basic $ 0.69 $ 0.01 $ 0.70 $ 0.33 $ 0.05 $ 0.37 Diluted $ 0.68 $ 0.01 $ 0.69 $ 0.32 $ 0.04 $ 0.37 Weighted average common shares outstanding: Basic 102,610 102,610 102,610 102,252 102,252 102,252 Diluted 104,005 104,005 104,005 103,796 103,796 103,796 * Net income/(loss) per common share may not add in certain periods due to rounding Three Months Ended December 31, 2014 September 31, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 696,383 $ (16,624 ) $ 679,759 $ 631,257 $ (34,319 ) $ 596,938 Cost of sales 529,056 344 529,400 505,413 (15,637 ) 489,776 Gross profit 167,327 (16,968 ) 150,359 125,844 (18,682 ) 107,162 Selling, general and administrative expenses 88,621 (10,377 ) 78,244 90,924 (10,189 ) 80,735 Amortization of acquired intangibles 4,303 (36 ) 4,267 4,509 (38 ) 4,471 Tradename impairment — — — — — — Acquisition related expenses, restructuring and integration charges 391 (540 ) (149 ) 1,584 — 1,584 Operating income 74,012 (6,015 ) 67,997 28,827 (8,455 ) 20,372 Interest and other financing expense, net 6,542 — 6,542 6,762 (49 ) 6,713 Other expense, net 2,272 — 2,272 2,499 — 2,499 Gain on sale of business — — — (5,334 ) (1,413 ) (6,747 ) Income before income taxes and equity in earnings of equity-method investees 65,198 (6,015 ) 59,183 24,900 (6,993 ) 17,907 Provision for income taxes 20,931 (1,093 ) 19,838 6,065 (3,154 ) 2,911 Equity in net loss of equity-method investees (308 ) — (308 ) (20 ) (139 ) (159 ) Net income $ 44,575 $ (4,922 ) $ 39,653 $ 18,855 $ (3,700 ) $ 15,155 Net income per common share: Basic $ 0.44 $ (0.05 ) $ 0.39 $ 0.19 $ (0.04 ) $ 0.15 Diluted $ 0.43 $ (0.05 ) $ 0.38 $ 0.18 $ (0.04 ) $ 0.15 Weighted average common shares outstanding: Basic 101,267 101,267 101,267 100,682 100,682 100,682 Diluted 103,226 103,226 103,226 102,656 102,656 102,656 * Net income/(loss) per common share may not add in certain periods due to rounding |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Jun. 30, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | The Hain Celestial Group, Inc. and Subsidiaries Schedule II - Valuation and Qualifying Accounts Column A Column B Column C Column D Column E Additions Balance at beginning of period Charged to costs and expenses Charged to other accounts - describe (i) Deductions - describe (ii) Balance at end of period Fiscal Year Ended June 30, 2016: Allowance for doubtful accounts $ 896 $ 208 $ 54 $ (222 ) $ 936 Valuation allowance for deferred tax assets $ 10,926 $ 7,484 $ — $ (3,100 ) $ 15,310 Fiscal Year Ended June 30, 2015: Allowance for doubtful accounts $ 1,586 $ 791 $ 20 $ (1,501 ) $ 896 Valuation allowance for deferred tax assets $ 10,952 $ 963 $ — $ (989 ) $ 10,926 Fiscal Year Ended June 30, 2014: Allowance for doubtful accounts $ 2,564 $ 51 $ 330 $ (1,359 ) $ 1,586 Valuation allowance for deferred tax assets $ 10,456 $ 1,483 $ — $ (987 ) $ 10,952 (i) Represents the allowance for doubtful accounts of the business acquired during the fiscal year (ii) Amounts written off and changes in exchange rates |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Segment Reporting | With a proven track record of strategic growth and profitability, the Company manufactures, markets, distributes and sells organic and natural products under brand names that are sold as “better-for-you” products, providing consumers with the opportunity to lead A Healthier Way of Life TM . Hain Celestial is a leader in many organic and natural products categories, with many recognized brands in the various market categories it serves, including Almond Dream ® , Arrowhead Mills ® , Bearitos ® , BluePrint ® , Celestial Seasonings ® , Coconut Dream ® , Cully & Sully ® , Danival ® , DeBoles ® , Earth’s Best ® , Ella’s Kitchen ® , Empire ® , Europe’s Best ® , Farmhouse Fare ® , Frank Cooper’s ® , FreeBird ® , Gale’s ® , Garden of Eatin’ ® , GG UniqueFiber TM , Hain Pure Foods ® , Hartley’s ® , Health Valley ® , Imagine ® , Johnson’s Juice Co. ® , Joya ® , Kosher Valley ® , Lima ® , Linda McCartney’s ® (under license), MaraNatha ® , Natumi ® , New Covent Garden Soup Co. ® , Plainville Farms ® , Rice Dream ® , Robertson’s ® , Rudi’s Gluten-Free Bakery ® , Rudi’s Organic Bakery ® , Sensible Portions ® , Spectrum Organics ® , Soy Dream ® , Sun-Pat ® , SunSpire ® , Terra ® , The Greek Gods ® , Tilda ® , Walnut Acres ® , WestSoy ® and Yves Veggie Cuisine ® . The Company’s personal care products are marketed under the Alba Botanica ® , Avalon Organics ® , Earth’s Best ® , JASON ® , Live Clean ® and Queen Helene ® brands. The Company’s reportable segments are the United States, United Kingdom, Hain Pure Protein and Rest of World. See Note 18, Segment Information . |
Use of Estimates | Use of Estimates The financial statements are prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The accounting principles we use require us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and amounts of income and expenses during the reporting periods presented. These estimates include, among others, revenue recognition, trade promotions and sales incentives, valuation of accounts and chargeback receivables, accounting for acquisitions, valuation of long-lived assets, goodwill and intangible assets, stock-based compensation, and valuation allowances for deferred tax assets. We believe in the quality and reasonableness of our critical accounting estimates; however, materially different amounts may be reported under different conditions or using assumptions different from those that we have consistently applied. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers cash and cash equivalents to include cash in banks, commercial paper and deposits with financial institutions that can be liquidated without prior notice or penalty. The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Revenue Recognition | Revenue Recognition Sales are recognized when the earnings process is complete, which occurs when the product is shipped in accordance with the terms of agreements, title and risk of loss transfers to the customer, collection is probable and pricing is fixed or determinable. Net sales includes shipping and handling charges billed to the customer and are reported net of discounts, trade promotions and sales incentives, consumer coupon programs and other costs, including estimated allowances for returns, allowances and discounts associated with aged or potentially unsalable product, and prompt pay discounts. |
Trade Promotion and Sales Incentives | Trade Promotions and Sales Incentives Trade promotions and sales incentives include price discounts, slotting fees, in-store display incentives, cooperative advertising programs, new product introduction fees and coupons and are used to support sales of the Company’s products. These incentives are deducted from our net sales to determine reported net sales. The recognition of expense for these programs involves the use of judgment related to performance and redemption estimates. Differences between estimated expense and actual redemptions are normally insignificant and recognized as a change in estimate in the period such change occurs. Trade Promotions . Accruals for trade promotions are recorded primarily at the time a product is sold to the customer based on expected levels of performance. Settlement of these liabilities typically occurs in subsequent periods primarily through an authorization process for deductions taken by a customer from amounts otherwise due to the Company. Coupon Redemption . Coupon redemption costs are accrued in the period in which the coupons are offered, based on estimates of redemption rates that are developed by management. Management estimates are based on recommendations from independent coupon redemption clearing-houses as well as on historical information. Should actual redemption rates vary from amounts estimated, adjustments to accruals may be required. |
Valuation of Accounts and Chargebacks Receivable and Concentration of Credit Risk | Valuation of Accounts and Chargebacks Receivable and Concentration of Credit Risk The Company routinely performs credit evaluations on existing and new customers. The Company applies reserves for delinquent or uncollectible trade receivables based on a specific identification methodology and also applies an additional reserve based on the experience the Company has with its trade receivables aging categories. Credit losses have been within the Company’s expectations in recent years. While one of the Company’s customers represented approximately 10% and 8% of trade receivables balances as of June 30, 2016 and 2015, respectively, and a second customer represented approximately 9% and 7% of trade receivable balances as of June 30, 2016 and 2015, respectively, the Company believes there is no significant or unusual credit exposure at this time. Based on cash collection history and other statistical analysis, the Company estimates the amount of unauthorized deductions customers have taken that we expect will be collected and repaid in the near future and records a chargeback receivable. Differences between estimated collectible receivables and actual collections are recognized in earnings in the period such differences are determined. |
Inventory | Inventory Inventory is valued at the lower of cost or market, utilizing the first-in, first-out method. The Company provides write-downs for finished goods expected to become non-saleable due to age and specifically identifies and provides for slow moving or obsolete raw ingredients and packaging. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment is carried at cost and depreciated or amortized on a straight-line basis over the estimated useful lives or lease term (for leasehold improvements), whichever is shorter. The Company believes the useful lives assigned to our property, plant and equipment are within ranges generally used in consumer products manufacturing and distribution businesses. The Company’s manufacturing plants and distribution centers, and their related assets, are reviewed when impairment indicators are present by analyzing underlying cash flow projections. At this time, the Company believes no impairment of the carrying value of such assets exists. Ordinary repairs and maintenance costs are expensed as incurred. The Company utilizes the following ranges of asset lives: Buildings and improvements 10 - 40 years Machinery and equipment 3 - 20 years Furniture and fixtures 3 - 15 years Leasehold improvements are amortized over the shorter of the respective initial lease term or the estimated useful life of the assets, and generally range from 3 to 15 years. |
Goodwill and Other Indefinite-Lived Intangible Assets | Goodwill and Other Indefinite-Lived Intangible Assets Goodwill and other intangible assets with indefinite useful lives are not amortized but rather are tested at least annually for impairment, or when circumstances indicate that the carrying amount of the asset may not be recoverable. The Company performs its annual test for impairment at the beginning of the fourth quarter of its fiscal year. Goodwill is tested for impairment at the reporting unit level. A reporting unit is an operating segment or a component of an operating segment. Goodwill is tested for impairment by either performing a qualitative evaluation or a two-step quantitative test. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. We may elect not to perform the qualitative assessment for some or all reporting units and perform a two-step quantitative impairment test. The impairment test for goodwill requires the Company to compare the fair value of a reporting unit to its carrying value, including goodwill. The Company uses a blended analysis of a discounted cash flow model and a market valuation approach to determine the fair values of its reporting units. If the carrying value of a reporting unit exceeds its fair value, the Company would then compare the carrying value of the goodwill to its implied fair value in order to determine the amount of the impairment, if any. Indefinite-lived intangible assets are tested for impairment by comparing the fair value of the asset to the carrying value. Fair value is determined based on a relief from royalty method that include significant management assumptions such as revenue growth rates, weighted average cost of capital, and assumed royalty rates. If the fair value is less than the carrying value, the asset is reduced to fair value. See Note 8, Goodwill and Other Intangible Assets , for information on intangible assets and impairment charges |
Cost of Sales | Cost of Sales Included in cost of sales are the cost of products sold, including the costs of raw materials and labor and overhead required to produce the products, warehousing, distribution, supply chain costs, as well as costs associated with shipping and handling of our inventory. |
Foreign Currency Translation and Remeasurement | Foreign Currency Translation and Remeasurement The assets and liabilities of international operations are translated at the exchange rates in effect at the balance sheet date. Revenue and expense accounts are translated at the monthly average exchange rates. Adjustments arising from the translation of the foreign currency financial statements of the Company's international operations are reported as a component of "Accumulated other comprehensive loss" in the Company's consolidated balance sheets. Gains and losses arising from intercompany foreign currency transactions that are of a long-term nature are reported in the same manner as translation adjustments. Gains and losses arising from intercompany foreign currency transactions that are not of a long-term nature and certain transactions of the Company’s subsidiaries which are denominated in currencies other than the subsidiaries’ functional currency are recognized as incurred in Other (income)/expense, net in the Consolidated Statements of Income. |
Selling, General and Administrative Expenses | Selling, General and Administrative Expenses Included in selling, general and administrative expenses are advertising costs, promotion costs not paid directly to the Company’s customers, salary and related benefit costs of the Company’s employees in the finance, human resources, information technology, legal, sales and marketing functions, facility related costs of the Company’s administrative functions, research and development costs, and costs paid to consultants and third party providers for related services. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred and are included in selling, general and administrative expenses in the accompanying consolidated financial statements. Research and development costs amounted to $11,354 in fiscal 2016 , $10,271 in fiscal 2015 and $10,049 in fiscal 2014 ; consisting primarily of personnel related costs. The Company’s research and development expenditures do not include the expenditures on such activities undertaken by co-packers and suppliers who develop numerous products on behalf of the Company and on their own initiative with the expectation that the Company will accept their new product ideas and market them under the Company’s brands. |
Advertising Costs | Advertising Costs Advertising costs, which are included in selling, general and administrative expenses, amounted to $26,968 in fiscal 2016 , $26,061 in fiscal 2015 and $20,509 in fiscal 2014 . Such costs are expensed as incurred. |
Income Taxes | Income Taxes The Company follows the liability method of accounting for income taxes. Under the liability method, deferred taxes are determined based on the differences between the financial statement and tax bases of assets and liabilities at enacted rates in effect in the years in which the differences are expected to reverse. Valuation allowances are provided for deferred tax assets to the extent it is more likely than not that deferred tax assets will not be recoverable against future taxable income. The Company recognizes liabilities for uncertain tax positions based on a two-step process prescribed by the authoritative guidance. The first step requires the Company to determine if the weight of available evidence indicates that the tax position has met the threshold for recognition; therefore, the Company must evaluate whether it is more likely than not that the position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step requires the Company to measure the tax benefit of the tax position taken, or expected to be taken, in an income tax return as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company reevaluates the uncertain tax positions each period based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Depending on the jurisdiction, such a change in recognition or measurement may result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company records interest and penalties in the provision for income taxes. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. At June 30, 2016 and 2015 , the Company had $20,706 and $45,101 invested in money market funds, which are classified as cash equivalents. At June 30, 2016 and 2015 , the carrying values of financial instruments such as accounts receivable, accounts payable, accrued expenses and other current liabilities, as well as borrowings under our credit facility and other borrowings, approximate fair value based upon either the short-term maturities or market interest rates of these instruments. The Company’s financial assets and liabilities measured at fair value are required to be grouped in one of three levels. The levels prioritize the inputs used to measure the fair value of the assets or liabilities. These levels are: • Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2 – Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and • Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). |
Derivative Instruments | Derivative Instruments The Company utilizes derivative instruments, principally foreign exchange forward contracts, to manage certain exposures to changes in foreign exchange rates. The Company’s contracts are hedges for transactions with notional balances and periods consistent with the related exposures and do not constitute investments independent of these exposures. These contracts, which are designated and documented as cash flow hedges, qualify for hedge accounting treatment in accordance with ASC 815, Derivatives and Hedging . Exposure to counterparty credit risk is considered low because these agreements have been entered into with high quality financial institutions. All derivative instruments are recognized on the balance sheet at fair value. The effective portion of changes in the fair value of derivative instruments that qualify for hedge accounting treatment are recognized in stockholders’ equity as a component of Accumulated other comprehensive income (loss) until the hedged item is recognized in earnings. Changes in the fair value of derivatives that do not qualify for hedge accounting treatment, as well as the ineffective portion of any hedges, are recognized currently in earnings as a component of Other (Income)/Expense, net. |
Share-based Compensation | Stock-Based Compensation The Company has employee and director stock-based compensation plans. The fair value of employee stock options is determined on the date of grant using the Black-Scholes option pricing model. The Company has used historical volatility in its estimate of expected volatility. The expected life represents the period of time (in years) for which the options granted are expected to be outstanding. The risk-free interest rate is based on the United States Treasury yield curve. The fair value of restricted stock awards is equal to the market value of the Company’s common stock on the date of grant, or is estimated using a Monte Carlo simulation if the award contains a market condition. The fair value of stock-based compensation awards is recognized as an expense over the vesting period using the straight-line method. For awards that contain a market condition, expense is recognized over the derived service period using a Monte Carlo simulation model. For restricted stock awards which include performance criteria, compensation expense is recorded when the achievement of the performance criteria is probable and is recognized over the performance and vesting service periods. Compensation expense is recognized for only that portion of stock based awards that are expected to vest. Therefore, estimated forfeiture rates that are derived from historical employee termination activity are applied to reduce the amount of compensation expense recognized. If the actual forfeitures differ from the estimate, additional adjustments to compensation expense may be required in future periods. The Company receives an income tax deduction in certain tax jurisdictions for restricted stock grants when they vest and for stock options exercised by employees equal to the excess of the market value of our common stock on the date of exercise over the option price. Excess tax benefits (tax benefits resulting from tax deductions in excess of compensation cost recognized) are classified as a cash flow provided by financing activities in the accompanying Consolidated Statements of Cash Flows. |
Valuation of Long-Lived Assets | Valuation of Long-Lived Assets The Company periodically evaluates the carrying value of long-lived assets, other than goodwill and intangible assets with indefinite lives, held and used in the business when events and circumstances occur indicating that the carrying amount of the asset may not be recoverable. An impairment test is performed when the estimated undiscounted cash flows associated with the asset or group of assets is less than their carrying value. Once such impairment test is performed, a loss is recognized based on the amount, if any, by which the carrying value exceeds the estimated fair value for assets to be held and used. |
Net Income Per Share | Net Income Per Share Basic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock. |
Newly Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements Not Yet Effective | Newly Adopted Accounting Pronouncements In November 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes . ASU No. 2015-17 requires that deferred tax assets and liabilities be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted. The Company elected to early adopt the provisions of ASU 2015-17 in the fourth quarter of fiscal 2016 and reclassified its deferred income tax assets and liabilities from current to noncurrent. The adoption of the new standard was applied prospectively for fiscal 2016. Current deferred income tax assets of $38,506 as of June 30, 2015 have not been retroactively adjusted. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . ASU 2015-16 requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. ASU 2015-16 is effective for annual reporting periods beginning after December 15, 2015 and for interim periods within such annual period. Early application is permitted for any interim and annual financial statements that have not yet been made available for issuance. The Company elected to early adopt the provisions of ASU 2015-16 at the beginning of fiscal 2016. The adoption of the new guidance did not materially impact the Company’s consolidated financial position or results of operations. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the amendments. ASU 2015-03 must be applied retrospectively and is effective for interim and annual periods beginning after December 15, 2015, with early adoption permitted. In August 2015, the FASB issued ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . ASU 2015-15 states that for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting such costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company has elected to early adopt the provisions of ASU 2015-03 and ASU 2015-15 at the beginning of fiscal 2016. The adoption of the new guidance did not materially impact the Company’s consolidated financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40) , which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 and for annual periods and interim periods thereafter. Early adoption is permitted. The Company has elected to early adopt the provisions of ASU 2014-15 in the fourth quarter of fiscal 2016. The adoption of the new guidance did not impact the Company’s consolidated financial position or results of operations. In June 2014, the FASB issued ASU 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period . ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 is effective for annual periods beginning after December 15, 2015 and for interim periods within such annual period, with early adoption permitted. The Company has elected to early adopt the provisions of ASU 2014-12 in the fourth quarter of fiscal 2016. The adoption of the new guidance did not impact the Company’s consolidated financial position or results of operations. Recently Issued Accounting Pronouncements Not Yet Effective In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting , which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The guidance is effective for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-09. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets . The ASU was issued to clarify the scope of the previous standard and to add guidance for partial sales of nonfinancial assets. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2017. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-05. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) . The amendments in this update simplify the test for goodwill impairment by eliminating Step 2 from the impairment test, which required the entity to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining fair value of assets acquired and liabilities assumed in a business combination. The amendments in this update are effective for public companies for annual or any interim goodwill impairments tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-04. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The amendments in this update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill and consolidation. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those periods, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2017-01. In October 2016, the FASB issued ASU 2016-17 , Consolidation (Topic 810): Interests Held through Related Parties that are Under Common Control . ASU 2016-17 changes how a reporting entity considers indirect interests held by related parties under common control when evaluating whether it is the primary beneficiary of a variable interest entity (“VIE”). ASU 2016-17 is effective on a retrospective basis for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-17. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . Currently, U.S. GAAP prohibits recognizing current and deferred income tax consequences for an intra-entity asset transfer until the asset has been sold to an outside party. ASU 2016-16 states that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The new standard is effective for public companies in fiscal years beginning after December 15, 2017. Early adoption is permitted. The amendments should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-16. In August 2016, the FASB issued ASU 2016-15 , Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (A Consensus of the Emerging Issues Task Force). ASU 2016-15 provides guidance on the classification of certain cash receipts and payments in the statement of cash flows. The guidance must be applied retrospectively to all periods presented but may be applied prospectively if retrospective application would be impracticable. The new standard is effective for public companies in fiscal years beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-15. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses , which changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, companies will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, companies will measure credit losses in a manner similar to what they do today, except that the losses will be recognized as allowances rather than as reductions in the amortized cost of the securities. Companies will have to disclose significantly more information, including information they use to track credit quality by year of origination for most financing receivables. Companies will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. This standard is effective for years beginning after December 15, 2019, and interim periods therein. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-13. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the accounting for share-based payments, including immediate recognition of all excess tax benefits and deficiencies in the income statement, changing the threshold to qualify for equity classification up to the employees’ maximum statutory tax rates, allowing an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures as they occur and clarifying the classification on the statement of cash flows for the excess tax benefit and employee taxes paid when an employer withholds shares for tax-withholding purposes. The standard will be effective for the first interim period within annual periods beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-09. In March 2016, the FASB issued ASU 2016-07, Investments - Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting . ASU 2016-07 eliminates the requirement that an entity retroactively adopt the equity method of accounting if an investment qualifies for use of the equity method as a result of an increase in the level of ownership or degree of influence. The equity method investor is required to add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. ASU 2016-07 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-07. In March 2016, the FASB issued ASU 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships . Under ASU 2016-05, the novation of a derivative contract (i.e., a change in the counterparty) in a hedge accounting relationship does not, in and of itself, require dedesignation of that hedge accounting relationship. The hedge accounting relationship could continue uninterrupted if all of the other hedge accounting criteria are met, including the expectation that the hedge will be highly effective when the creditworthiness of the new counterparty to the derivative contract is considered. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods therein. Early adoption is permitted. Entities may apply the guidance prospectively or on a modified retrospective basis. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-05. In February 2016, the FASB issued ASU 2016-02, Leases . ASU 2016-02 revises accounting for operating leases by a lessee, among other changes, and requires a lessee to recognize a liability to make lease payments and an asset representing its right to use the underlying asset for the lease term in the balance sheet. The standard is effective for the first interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-02. In January 2016, the FASB issued ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income. The pronouncement also impacts financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. ASU 2016-01 is effective for annual reporting periods beginning after December 15, 2017, and interim periods within those annual periods. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2016-01. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. ASU 2015-11 requires inventory measured using any method other than last-in, first out or the retail inventory method to be subsequently measured at the lower of cost or net realizable value, rather than at the lower of cost or market. ASU 2015-11 is effective for annual reporting periods beginning after December 15, 2016 and for interim periods within such annual period. Early application is permitted. The Company is currently evaluating the potential effects of adopting the provisions of ASU 2015-11. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). Under ASU 2014-09, an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. Subsequent to the issuance of ASU 2014-09, the FASB has issued various additional ASUs clarifying and amending this new revenue guidance. These ASUs apply to all companies that enter into contracts with customers to transfer goods or services and are effective for public entities for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted, but not before interim and annual reporting periods beginning after December 15, 2016. Entities have the choice to apply these ASUs either retrospectively to each reporting period presented or by recognizing the cumulative effect of applying these standards at the date of initial application and not adjusting comparative information. The Company is currently evaluating the provisions of ASU No. 2014-09 and assessing the impact on its financial statements. As part of our assessment work-to-date, we have formed an implementation work team, begun training on the new ASU’s revenue recognition model and are beginning to review our customer contracts. We are also evaluating the impact of the new standard on certain common practices currently employed by the Company and by other manufacturers of consumer products, such as slotting fees, co-operative advertising, rebates and other pricing allowances, merchandising funds and consumer coupons. We have not yet determined if the full retrospective or modified retrospective method will be applied. |
Correction of Immaterial Erro30
Correction of Immaterial Errors To Prior Period Financial Statements (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Correction of Immaterial Errors to Prior Period Financial Statements | The following table summarizes the effect of the corrections on income before income taxes and equity in earnings of equity method investees on the consolidated statement of income for the years ended June 30, 2015 and 2014: Fiscal Year Ended June 30, 2015 2014 Effect of Revenue Corrections $ (6,214 ) $ (5,982 ) Timing of Tradename Impairment 5,510 (6,399 ) Other Corrections (1,717 ) 1,947 Effect of all corrections on income before income taxes and equity in earnings of equity-method investees $ (2,421 ) $ (10,434 ) The following table reconciles the Company’s consolidated balance sheet at June 30, 2015 from the previously reported amounts to the revised amounts: June 30, 2015 As Reported Adjustment As Revised ASSETS Current assets: Cash and cash equivalents $ 166,922 $ — $ 166,922 Accounts receivable, less allowance for doubtful accounts of $896 320,197 (57,089 ) 263,108 Inventories 382,211 15,108 397,319 Deferred income taxes 20,758 17,748 38,506 Prepaid expenses and other current assets 42,931 20,009 62,940 Total current assets 933,019 (4,224 ) 928,795 Property, plant and equipment, net 344,262 9,402 353,664 Goodwill 1,136,079 (401 ) 1,135,678 Trademarks and other intangible assets, net 647,754 (1,362 ) 646,392 Investments and joint ventures 2,305 — 2,305 Other assets 33,851 (1,277 ) 32,574 Total assets $ 3,097,270 $ 2,138 $ 3,099,408 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 251,999 $ 22,448 $ 274,447 Accrued expenses and other current liabilities 79,167 6,466 85,633 Current portion of long-term debt 31,275 — 31,275 Total current liabilities 362,441 28,914 391,355 Long-term debt, less current portion 812,608 — 812,608 Deferred income taxes 145,297 5,844 151,141 Other noncurrent liabilities 5,237 11,400 16,637 Total liabilities 1,325,583 46,158 1,371,741 Stockholders’ equity: Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none — — — Common stock - $.01 par value, authorized 150,000 shares; issued: 105,841 shares; outstanding: 102,612 shares 1,058 — 1,058 Additional paid-in-capital 1,073,671 (1,244 ) 1,072,427 Retained earnings 797,514 (43,551 ) 753,963 Accumulated other comprehensive loss (42,406 ) 775 (41,631 ) 1,829,837 (44,020 ) 1,785,817 Less: Treasury stock, at cost, 3,229 shares (58,150 ) — (58,150 ) Total stockholders’ equity 1,771,687 (44,020 ) 1,727,667 Total liabilities and stockholders’ equity $ 3,097,270 $ 2,138 $ 3,099,408 The following tables reconcile the Company’s fiscal 2015 and 2014 annual consolidated statements of income from the previously reported amounts to the revised amounts: Year Ended June 30, 2015 Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 2,688,515 $ (78,902 ) $ 2,609,613 $ 2,153,611 $ (45,789 ) $ 2,107,822 Cost of sales 2,069,898 (23,140 ) 2,046,758 1,586,418 (6,878 ) 1,579,540 Gross profit 618,617 (55,762 ) 562,855 567,193 (38,911 ) 528,282 Selling, general and administrative expenses 348,517 (45,690 ) 302,827 311,288 (31,778 ) 279,510 Amortization of acquired intangibles 17,985 (139 ) 17,846 15,600 (160 ) 15,440 Tradename impairment 5,510 (5,510 ) — — 6,399 6,399 Acquisition related expenses, restructuring and integration charges 8,860 (540 ) 8,320 12,568 (2,381 ) 10,187 Operating income 237,745 (3,883 ) 233,862 227,737 (10,991 ) 216,746 Interest and other financing expense, net 26,022 (49 ) 25,973 24,691 (325 ) 24,366 Other (income)/expense, net 4,689 — 4,689 (4,548 ) (232 ) (4,780 ) Gain on sale of business (8,256 ) (1,413 ) (9,669 ) — — — Income before income taxes and equity in earnings of equity-method investees 215,290 (2,421 ) 212,869 207,594 (10,434 ) 197,160 Provision for income taxes 47,883 652 48,535 70,099 (491 ) 69,608 Equity in net loss of equity-method investees (489 ) (139 ) (628 ) (3,985 ) (14 ) (3,999 ) Income from continuing operations 167,896 (2,934 ) 164,962 141,480 (9,929 ) 131,551 Loss from discontinued operations, net of tax — — — (1,629 ) — (1,629 ) Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Basic net income (loss) per common share: From continuing operations $ 1.65 $ (0.03 ) $ 1.62 $ 1.45 $ (0.10 ) $ 1.35 From discontinued operations — — — (0.02 ) — (0.02 ) Net income per common share - basic $ 1.65 $ (0.03 ) $ 1.62 $ 1.43 $ (0.10 ) $ 1.33 Diluted net income (loss) per common share: From continuing operations $ 1.62 $ (0.03 ) $ 1.60 $ 1.42 $ (0.10 ) $ 1.32 From discontinued operations — — — (0.02 ) — (0.02 ) Net income per common share - diluted $ 1.62 $ (0.03 ) $ 1.60 $ 1.40 $ (0.10 ) $ 1.30 Shares used in the calculation of net income per common share: Basic 101,703 101,703 101,703 97,750 97,750 97,750 Diluted 103,421 103,421 103,421 100,006 100,006 100,006 Net income/(loss) per common share may not add in certain periods due to rounding The following table reconciles the Company’s fiscal 2015 and 2014 annual consolidated statements of comprehensive income (loss) from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Other comprehensive income (loss): Foreign currency translation adjustments (103,209 ) 835 (102,374 ) 90,625 148 90,773 Change in deferred gains (losses) on cash flow hedging instruments 1,581 — 1,581 (1,404 ) — (1,404 ) Change in unrealized loss on available for sale investment (906 ) — (906 ) (1,842 ) — (1,842 ) Total other comprehensive (loss) income (102,534 ) 835 (101,699 ) 87,379 148 87,527 Total comprehensive income $ 65,362 $ (2,099 ) $ 63,263 $ 227,230 $ (9,781 ) $ 217,449 The following table reconciles the Company’s fiscal 2015 and 2014 annual cash flows from operating activities from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 56,587 793 57,380 48,040 182 48,222 Deferred income taxes (11,603 ) 8,936 (2,667 ) (1,350 ) (1,262 ) (2,612 ) Equity in net income of equity-method investees (489 ) (139 ) (628 ) (3,985 ) (14 ) (3,999 ) Stock based compensation 12,197 — 12,197 12,448 — 12,448 Contingent consideration expense 280 (533 ) (253 ) (3,026 ) 2,043 (983 ) Loss on sale of business — — — 1,629 — 1,629 Gains on pre-existing ownership interests in HPPC and Empire (8,256 ) (1,413 ) (9,669 ) — — — Impairment charges 5,510 (5,510 ) — — 7,504 7,504 Other non-cash items, net (1,428 ) (6 ) (1,434 ) 1,175 — 1,175 Increase (decrease) in cash attributable to changes in operating assets and liabilities, net Accounts receivable (31,846 ) 12,264 (19,582 ) 967 11,628 12,595 Inventories (21,097 ) (9,368 ) (30,465 ) (22,775 ) (2,044 ) (24,819 ) Other current assets 7,699 (23,007 ) (15,308 ) (7,948 ) (8,055 ) (16,003 ) Other assets and liabilities (3,964 ) — (3,964 ) (5,540 ) 4,997 (543 ) Accounts payable and accrued expenses 13,996 20,917 34,913 25,282 (5,050 ) 20,232 Net cash provided by operating activities $ 185,482 $ — $ 185,482 $ 184,768 $ — $ 184,768 The following table reconciles the Company’s fiscal 2013, 2014 and 2015 annual consolidated statements of stockholders’ equity from the previously reported amounts to the revised amounts: Common Stock Additional Accumulated Other Amount Paid-in Retained Treasury Stock Comprehensive Shares at $.01 Capital Earnings Shares Amount Income (Loss) Total Balance at June 30, 2013, as reported 98,044 $ 980 $ 768,284 $ 489,767 2,672 $ (30,225 ) $ (27,251 ) $ 1,201,555 Adjustment — — — (30,688 ) — — (208 ) (30,896 ) Balance at June 30, 2013, as revised 98,044 $ 980 $ 768,284 $ 459,079 2,672 $ (30,225 ) $ (27,459 ) $ 1,170,659 Balance at June 30, 2014, as reported 103,143 $ 1,031 $ 969,182 $ 629,618 2,906 $ (40,092 ) $ 60,128 $ 1,619,867 Adjustment — — 1,635 (40,617 ) — — (60 ) (39,042 ) Balance at June 30, 2014, as revised 103,143 $ 1,031 $ 970,817 $ 589,001 2,906 $ (40,092 ) $ 60,068 $ 1,580,825 Balance at June 30, 2015, as reported 105,841 $ 1,058 $ 1,073,671 $ 797,514 3,229 $ (58,150 ) $ (42,406 ) $ 1,771,687 Adjustment — — (1,244 ) (43,551 ) — — 775 (44,020 ) Balance at June 30, 2015, as revised 105,841 $ 1,058 $ 1,072,427 $ 753,963 3,229 $ (58,150 ) $ (41,631 ) $ 1,727,667 Note: The common stock and additional paid-in capital amounts and the treasury shares for the fiscal year ended June 30, 2014 have been retroactively adjusted to reflect a two -for-one stock split of the Company’s common stock in the form of a 100% stock dividend. The following table reconciles the Company’s fiscal 2015 and 2014 annual segment net sales and operating income data from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net Sales: United States $ 1,367,388 $ (41,392 ) $ 1,325,996 $ 1,282,175 $ (35,062 ) $ 1,247,113 United Kingdom 735,996 (13,166 ) 722,830 637,454 (8,626 ) 628,828 Hain Pure Protein 358,582 (21,385 ) 337,197 — — — Rest of World 226,549 (2,959 ) 223,590 233,982 (2,101 ) 231,881 $ 2,688,515 $ (78,902 ) $ 2,609,613 $ 2,153,611 $ (45,789 ) $ 2,107,822 Operating Income: United States $ 199,901 $ (11,847 ) $ 188,054 $ 205,864 $ (4,801 ) $ 201,063 United Kingdom 46,222 (1,237 ) 44,985 52,661 (3,152 ) 49,509 Hain Pure Protein 26,479 2,206 28,685 — — — Rest of World 16,438 (1,228 ) 15,210 16,931 (182 ) 16,749 $ 289,040 $ (12,106 ) $ 276,934 $ 275,456 $ (8,135 ) $ 267,321 Corporate and Other (51,295 ) 8,223 (43,072 ) (47,719 ) (2,856 ) (50,575 ) $ 237,745 $ (3,883 ) $ 233,862 $ 227,737 $ (10,991 ) $ 216,746 The following tables reconcile the Company’s fiscal 2016 and 2015 quarterly consolidated statements of income from the previously reported amounts to the revised amounts: Three Months Ended March 31, 2016 December 31, 2015 September 30, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 749,862 $ (13,199 ) $ 736,663 $ 752,589 $ (9,152 ) $ 743,437 $ 687,188 $ (19,461 ) $ 667,727 Cost of sales 576,653 102 576,755 575,026 2,150 577,176 535,141 (5,295 ) 529,846 Gross profit 173,209 (13,301 ) 159,908 177,563 (11,302 ) 166,261 152,047 (14,166 ) 137,881 Selling, general and administrative expenses 93,915 (15,025 ) 78,890 82,607 (13,626 ) 68,981 86,254 (10,704 ) 75,550 Amortization of acquired intangibles 4,586 (33 ) 4,553 4,736 (32 ) 4,704 4,672 (33 ) 4,639 Acquisition related expenses, restructuring and integration charges 5,701 (384 ) 5,317 2,498 — 2,498 3,653 (233 ) 3,420 Operating income 69,007 2,141 71,148 87,722 2,356 90,078 57,468 (3,196 ) 54,272 Interest and other financing expense, net 6,920 — 6,920 6,131 — 6,131 6,467 — 6,467 Other (income)/ expense, net 378 — 378 3,234 — 3,234 5,401 — 5,401 Gain on fire insurance recovery (9,013 ) — (9,013 ) — — — — — — Income before income taxes and equity in earnings of equity- method investees 70,722 2,141 72,863 78,357 2,356 80,713 45,600 (3,196 ) 42,404 Provision for income taxes 21,576 2,338 23,914 21,379 1,223 22,602 14,382 (1,052 ) 13,330 Equity in net income of equity-method investees 161 — 161 31 — 31 (84 ) — (84 ) Net income $ 48,985 $ (197 ) $ 48,788 $ 56,947 $ 1,133 $ 58,080 $ 31,302 $ (2,144 ) $ 29,158 Net income per common share: Basic $ 0.47 $ — $ 0.47 $ 0.55 $ 0.01 $ 0.56 $ 0.30 $ (0.02 ) $ 0.28 Diluted $ 0.47 $ — $ 0.47 $ 0.55 $ 0.01 $ 0.56 $ 0.30 $ (0.02 ) $ 0.28 Weighted average common shares outstanding: Basic 103,265 103,265 103,265 103,017 103,017 103,017 102,807 102,807 102,807 Diluted 104,087 104,087 104,087 104,161 104,161 104,161 104,258 104,258 104,258 * Net income/(loss) per common share may not add in certain periods due to rounding Three Months Ended June 30, 2015 March 31, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 698,136 $ (17,571 ) $ 680,565 $ 662,739 $ (10,388 ) $ 652,351 Cost of sales 530,439 (5,599 ) 524,840 504,990 (2,248 ) 502,742 Gross profit 167,697 (11,972 ) 155,725 157,749 (8,140 ) 149,609 Selling, general and administrative expenses 85,904 (14,567 ) 71,337 83,068 (10,558 ) 72,510 Amortization of acquired intangibles 4,494 (32 ) 4,462 4,679 (32 ) 4,647 Tradename impairment — — — 5,510 (5,510 ) — Acquisition related expenses, restructuring and integration charges 2,587 — 2,587 4,298 — 4,298 Operating income 74,712 2,627 77,339 60,194 7,960 68,154 Interest and other financing expense, net 6,420 — 6,420 6,298 — 6,298 Other (income)/expense, net (3,968 ) — (3,968 ) 3,886 — 3,886 Gain on sale of business (1,378 ) — (1,378 ) (1,544 ) — (1,544 ) Income before income taxes and equity in earnings of equity-method investees 73,638 2,627 76,265 51,554 7,960 59,514 Provision for income taxes 2,740 1,547 4,287 18,147 3,353 21,500 Equity in net income (loss) of equity-method investees (174 ) — (174 ) 13 — 13 Net income $ 71,072 $ 1,080 $ 72,152 $ 33,394 $ 4,607 $ 38,001 Net income per common share: Basic $ 0.69 $ 0.01 $ 0.70 $ 0.33 $ 0.05 $ 0.37 Diluted $ 0.68 $ 0.01 $ 0.69 $ 0.32 $ 0.04 $ 0.37 Weighted average common shares outstanding: Basic 102,610 102,610 102,610 102,252 102,252 102,252 Diluted 104,005 104,005 104,005 103,796 103,796 103,796 * Net income/(loss) per common share may not add in certain periods due to rounding Three Months Ended December 31, 2014 September 31, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 696,383 $ (16,624 ) $ 679,759 $ 631,257 $ (34,319 ) $ 596,938 Cost of sales 529,056 344 529,400 505,413 (15,637 ) 489,776 Gross profit 167,327 (16,968 ) 150,359 125,844 (18,682 ) 107,162 Selling, general and administrative expenses 88,621 (10,377 ) 78,244 90,924 (10,189 ) 80,735 Amortization of acquired intangibles 4,303 (36 ) 4,267 4,509 (38 ) 4,471 Tradename impairment — — — — — — Acquisition related expenses, restructuring and integration charges 391 (540 ) (149 ) 1,584 — 1,584 Operating income 74,012 (6,015 ) 67,997 28,827 (8,455 ) 20,372 Interest and other financing expense, net 6,542 — 6,542 6,762 (49 ) 6,713 Other expense, net 2,272 — 2,272 2,499 — 2,499 Gain on sale of business — — — (5,334 ) (1,413 ) (6,747 ) Income before income taxes and equity in earnings of equity-method investees 65,198 (6,015 ) 59,183 24,900 (6,993 ) 17,907 Provision for income taxes 20,931 (1,093 ) 19,838 6,065 (3,154 ) 2,911 Equity in net loss of equity-method investees (308 ) — (308 ) (20 ) (139 ) (159 ) Net income $ 44,575 $ (4,922 ) $ 39,653 $ 18,855 $ (3,700 ) $ 15,155 Net income per common share: Basic $ 0.44 $ (0.05 ) $ 0.39 $ 0.19 $ (0.04 ) $ 0.15 Diluted $ 0.43 $ (0.05 ) $ 0.38 $ 0.18 $ (0.04 ) $ 0.15 Weighted average common shares outstanding: Basic 101,267 101,267 101,267 100,682 100,682 100,682 Diluted 103,226 103,226 103,226 102,656 102,656 102,656 * Net income/(loss) per common share may not add in certain periods due to rounding |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Property, Plant, and Equipment Useful Lives | The Company utilizes the following ranges of asset lives: Buildings and improvements 10 - 40 years Machinery and equipment 3 - 20 years Furniture and fixtures 3 - 15 years Property, plant and equipment, net consisted of the following: June 30, June 30, 2015 (Revised) Land $ 35,825 $ 36,386 Buildings and improvements 102,086 88,507 Machinery and equipment 358,362 330,573 Computer hardware and software 48,829 36,346 Furniture and fixtures 14,165 10,272 Leasehold improvements 28,471 25,752 Construction in progress 14,495 10,340 602,233 538,176 Less: Accumulated depreciation and amortization 212,392 184,512 $ 389,841 $ 353,664 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Numerator: Income from continuing operations $ 47,429 $ 164,962 $ 131,551 Loss from discontinued operations, net of tax — — (1,629 ) Net income $ 47,429 $ 164,962 $ 129,922 Denominator: Basic weighted average shares outstanding 103,135 101,703 97,750 Effect of dilutive stock options, unvested restricted stock and unvested restricted share units 1,048 1,718 2,256 Diluted weighted average shares outstanding 104,183 103,421 100,006 *Basic net income/(loss) per common share: From continuing operations $ 0.46 $ 1.62 $ 1.35 From discontinued operations — — (0.02 ) Net income per common share - basic $ 0.46 $ 1.62 $ 1.33 *Diluted net income/(loss) per common share: From continuing operations $ 0.46 $ 1.60 $ 1.32 From discontinued operations — — (0.02 ) Net income per common share - diluted $ 0.46 $ 1.60 $ 1.30 * Net income per common share may not add in certain periods due to rounding Note: On December 29, 2014, the Company effected a two -for-one stock split of its common stock in the form of a 100% stock dividend to shareholders of record as of December 12, 2014. All share and per share information has been retroactively adjusted to reflect the stock split. |
Acquisitions Acquisitions (Tabl
Acquisitions Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Summary of the Components of the Purchase Price Allocations | The following table summarizes the components of the purchase price allocations for the fiscal 2014 acquisitions (as revised): Tilda Rudi’s Total Purchase price: Cash paid, net of cash acquired $ 123,822 $ 50,807 $ 174,629 Equity issued 148,353 11,168 159,521 Vendor Loan Note 32,958 — 32,958 $ 305,133 $ 61,975 $ 367,108 Allocation: Current assets, excluding cash acquired $ 88,470 $ 8,158 $ 96,628 Property, plant and equipment 39,806 3,774 43,580 Identifiable intangible assets 124,549 27,514 152,063 Assumed liabilities (93,743 ) (6,690 ) (100,433 ) Deferred income taxes (26,527 ) 1,932 (24,595 ) Goodwill 172,578 27,287 199,865 $ 305,133 $ 61,975 $ 367,108 The following table summarizes the components of the purchase price allocations for the fiscal 2016 acquisitions: Mona Orchard House Total Purchase Price: Cash paid, net of cash acquired $ 24,948 $ 114,113 $ 139,061 Equity issued 16,308 — 16,308 Fair value of contingent consideration — 2,225 2,225 $ 41,256 $ 116,338 $ 157,594 Allocation: Current assets, excluding cash acquired $ 17,526 $ 18,960 $ 36,486 Property, plant and equipment 16,583 18,594 35,177 Other long term assets 226 — 226 Identifiable intangible assets 14,803 54,888 69,691 Deferred taxes (1,012 ) (9,463 ) (10,475 ) Assumed liabilities (27,651 ) (23,660 ) (51,311 ) Goodwill 20,781 57,019 77,800 $ 41,256 $ 116,338 $ 157,594 The following table summarizes the components of the purchase price allocations for the fiscal 2015 acquisitions (as revised): HPPC Belvedere Empire Total Carrying value of pre-existing interest, after fair value adjustments: $ 36,074 $ — $ 9,786 $ 45,860 Purchase Price: Cash paid, net of cash acquired 20,310 13,988 57,595 91,893 Equity issued 19,690 — — 19,690 Fair value of contingent consideration — 1,603 — 1,603 $ 76,074 $ 15,591 $ 67,381 $ 159,046 Allocation: Current assets, excluding cash acquired $ 50,464 $ 10,542 $ 19,774 $ 80,780 Property, plant and equipment 29,599 2,598 12,334 44,531 Other assets 7,288 — — 7,288 Identifiable intangible assets 20,700 5,850 34,800 61,350 Deferred taxes 490 (3,890 ) (14,764 ) (18,164 ) Assumed liabilities (42,332 ) (1,825 ) (15,987 ) (60,144 ) Goodwill 9,865 2,316 31,224 43,405 $ 76,074 $ 15,591 $ 67,381 $ 159,046 |
Summary of Unaudited Pro Forma Results of Continuing Operations | The following table provides unaudited pro forma results of continuing operations for the fiscal years ended June 30, 2016 and 2015, as if the acquisitions of Orchard House and Mona had been completed at the beginning of fiscal 2015. The information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the Company for the periods presented or that will be achieved by the combined company in the future. The pro forma information has been adjusted to give effect to items that are directly attributable to the transactions and are expected to have a continuing impact on the combined results. Fiscal Year Ended June 30, 2016 2015 Net sales from continuing operations $ 2,973,872 $ 2,947,536 Net income from continuing operations $ 51,270 $ 177,435 Net income per common share from continuing operations - diluted $ 0.49 $ 1.71 The following table provides unaudited pro forma results of continuing operations for the fiscal year ended June 30, 2014 , as if the acquisitions completed in fiscal 2014 (Rudi’s and Tilda) had been completed at the beginning of fiscal year 2014. The information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the Company for the periods presented or that will be achieved by the Company in the future. The pro forma information has been adjusted to give effect to items that are directly attributable to the transactions and are expected to have a continuing impact on the combined results, which include amortization expense associated with acquired identifiable intangible assets and interest expense associated with bank borrowings to fund the acquisitions. Fiscal Year Ended June 30, 2014 (Revised) Net sales from continuing operations $ 2,264,751 Net income from continuing operations $ 141,605 Net income per common share from continuing operations - diluted $ 1.40 The following table provides unaudited pro forma results of continuing operations for the fiscal years ended June 30, 2015 and 2014 , as if the acquisitions completed in fiscal 2015 (HPPC, Belvedere and Empire) had been completed at the beginning of fiscal year 2014 . The information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the Company for the periods presented or that will be achieved by the combined company in the future. The pro forma information has been adjusted to give effect to items that are directly attributable to the transactions and are expected to have a continuing impact on the combined results, which include amortization expense associated with acquired identifiable intangible assets and the impact of reversing our previously recorded equity in HPPC’s net income as prior to the date of acquisition, HPPC was accounted for under the equity-method of accounting. Fiscal Year Ended June 30, 2015 (Revised) 2014 (Revised) Net sales from continuing operations $ 2,718,466 $ 2,512,384 Net income from continuing operations $ 168,196 $ 138,286 Net income per common share from continuing operations - diluted $ 1.63 $ 1.38 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Inventory, Net [Abstract] | |
Components Of Inventories | Inventories consisted of the following: June 30, June 30, 2015 (Revised) Finished goods $ 238,184 $ 261,192 Raw materials, work-in-progress and packaging 170,380 136,127 $ 408,564 $ 397,319 |
Property, Plant And Equipment35
Property, Plant And Equipment, Net (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant, and Equipment, Net | The Company utilizes the following ranges of asset lives: Buildings and improvements 10 - 40 years Machinery and equipment 3 - 20 years Furniture and fixtures 3 - 15 years Property, plant and equipment, net consisted of the following: June 30, June 30, 2015 (Revised) Land $ 35,825 $ 36,386 Buildings and improvements 102,086 88,507 Machinery and equipment 358,362 330,573 Computer hardware and software 48,829 36,346 Furniture and fixtures 14,165 10,272 Leasehold improvements 28,471 25,752 Construction in progress 14,495 10,340 602,233 538,176 Less: Accumulated depreciation and amortization 212,392 184,512 $ 389,841 $ 353,664 |
Goodwill And Other Intangible36
Goodwill And Other Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes In Carrying Amount Of Goodwill | The following table shows the changes in the carrying amount of goodwill by business segment: United States United Kingdom Hain Pure Protein Rest of World Total Balance as of June 30, 2014 (revised) (a): $ 610,228 $ 458,421 $ — $ 69,224 $ 1,137,873 Acquisitions 3,792 (1,395) 41,970 2,427 46,794 Translation and other adjustments, net (3,275 ) (36,305 ) — (9,409 ) (48,989 ) Balance as of June 30, 2015 (revised) (a): 610,745 420,721 41,970 62,242 1,135,678 Acquisitions — 57,019 (881 ) 20,674 76,812 Impairment charge — (84,548 ) — — (84,548 ) Translation and other adjustments, net (5,043 ) (60,631 ) — (1,932 ) (67,606 ) Balance as of June 30, 2016 (b): $ 605,702 $ 332,561 $ 41,089 $ 80,984 $ 1,060,336 (a) The total carrying value of goodwill is reflected net of $42,029 of accumulated impairment charges, of which $12,810 related to the Company’s United Kingdom operating segment and $29,219 related to the Company’s Europe operating segment. (b) The total carrying value of goodwill is reflected net of $126,577 of accumulated impairment charges, of which $97,358 related to the Company’s United Kingdom operating segment and $29,219 related to the Company’s Europe operating segment. |
Components Of Other Intangible Assets | The following table sets forth balance sheet information for intangible assets, excluding goodwill, subject to amortization and intangible assets not subject to amortization: June 30, June 30, 2015 (Revised) Non-amortized intangible assets: Trademarks and tradenames (a) $ 441,140 $ 507,263 Amortized intangible assets: Other intangibles 245,040 207,609 Less: accumulated amortization (81,393 ) (68,480 ) Net carrying amount $ 604,787 $ 646,392 (a) The gross carrying value of trademarks and tradenames is reflected net of $46,123 and $6,399 of accumulated impairment charges for the fiscal years ended June 30, 2016 and 2015, respectively. |
Summary of Amortization Expense | Amortization expense included in continuing operations was as follows: Fiscal Year ended June 30, 2016 2015 2014 Amortization of intangible assets $ 18,869 $ 17,846 $ 15,440 |
Summary of Expected Amortization Expense Over the Next Five Years | Expected amortization expense over the next five fiscal years is as follows: Fiscal Year ending June 30, 2017 2018 2019 2020 2021 Estimated amortization expense $ 19,036 $ 18,852 $ 16,214 $ 14,988 $ 14,539 |
Accrued Expenses and Other Cu37
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following: June 30, June 30, 2015 (Revised) Payroll, employee benefits and other administrative accruals $ 43,774 $ 51,979 Freight and warehousing accruals 16,007 12,713 Selling and marketing related accruals 9,826 8,335 Litigation accrual 1,200 7,700 Contingent consideration 3,553 — Other accruals 4,443 4,906 $ 78,803 $ 85,633 |
Debt and Borrowings Debt and Bo
Debt and Borrowings Debt and Borrowings (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Debt and Borrowings | Debt and borrowings consisted of the following: June 30, June 30, Credit Agreement borrowings payable to banks $ 827,860 $ 660,216 Senior Notes — 150,000 Tilda short-term borrowing arrangements 19,121 29,600 Other borrowings 15,703 4,067 862,684 843,883 Short-term borrowings and current portion of long-term debt 26,513 31,275 Long-term debt, less current portion $ 836,171 $ 812,608 |
Summary of Maturities of Debt Instruments | Maturities of all debt instruments at June 30, 2016 , are as follows: Due in Fiscal Year Amount 2017 $ 26,513 2018 838 2019 484 2020 829,625 2021 1,676 Thereafter 3,548 $ 862,684 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Components of Income Before Taxes and Equity in Earnings of Equity-Method Investments | The components of income (loss) before income taxes and equity in earnings of equity-method investees were as follows: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Domestic $ 158,025 $ 170,884 $ 154,773 Foreign (39,617 ) 41,985 42,387 Total $ 118,408 $ 212,869 $ 197,160 |
Summary of the Provision for Income Taxes | The provision (benefit) for income taxes consisted of the following: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Current: Federal $ 21,304 $ 32,910 $ 47,660 State and local 1,798 8,311 7,640 Foreign 14,737 9,981 16,920 37,839 51,202 72,220 Deferred: Federal 30,711 (912 ) 2,241 State and local 5,017 (1,069 ) (186 ) Foreign (2,635 ) (686 ) (4,667 ) 33,093 (2,667 ) (2,612 ) Total $ 70,932 $ 48,535 $ 69,608 |
Reconciliation of Expected Income Taxes to Actual | The reconciliation of the U.S. Federal statutory rate to our effective rate on income before provision for income taxes was as follows: Fiscal Year Ended June 30, 2016 % 2015 (Revised) % 2014 (Revised) % Expected United States federal income tax at statutory rate $ 41,443 35.0 % $ 74,504 35.0 % $ 69,006 35.0 % State income taxes, net of federal benefit 5,447 4.6 % 4,795 2.2 % 4,862 2.5 % Domestic manufacturing deduction (1,233 ) (1.0 )% (1,210 ) (0.6 )% (2,642 ) (1.3 )% Foreign income at different rates (2,861 ) (2.4 )% (9,515 ) (4.5 )% (295 ) (0.1 )% Goodwill impairment 23,172 19.6 % — — — — % — — % Change in Valuation Allowance 5,067 4.3 % 963 0.5 % — — % Corporate tax reorganization (4,173 ) (3.5 )% (20,670 ) (9.7 )% — — % Unrealized foreign exchange losses 7,056 6.0 % — — % — — % Non-taxable gains on acquisition of pre-existing ownership interests in HPPC and Empire — — % (2,793 ) (1.3 )% — — % Reduction of deferred tax liabilities resulting from change in United Kingdom tax rate (4,942 ) (4.2 )% — — % (3,739 ) (1.9 )% Other 1,956 1.5 % 2,461 1.2 % 2,416 1.1 % Provision for income taxes $ 70,932 59.9 % $ 48,535 22.8 % $ 69,608 35.3 % |
Schedule of Deferred Tax Assets and Liabilities | Deferred tax assets and liabilities consisted of the following: June 30, 2016 June 30, 2015 (Revised) Current deferred tax assets (1) : Basis difference on inventory $ — $ 13,730 Reserves not currently deductible — 22,804 Other — 1,972 Current deferred tax assets (1) $ — $ 38,506 Noncurrent deferred tax assets/(liabilities): Basis difference on inventory $ 11,232 $ — Reserves not currently deductible 17,652 — Basis difference on intangible assets (145,673 ) (154,009 ) Basis difference on property and equipment (25,933 ) (23,415 ) Other comprehensive income (4,623 ) (1,217 ) Net operating loss and tax credit carryforwards 25,340 28,875 Stock based compensation 4,632 6,828 Other 1,176 2,723 Valuation allowances (15,310 ) (10,926 ) Noncurrent deferred tax liabilities, net $ (131,507 ) $ (151,141 ) Total net deferred tax liabilities $ (131,507 ) $ (112,635 ) (1) Due to the Company’s adoption of ASU 2015-17, all deferred tax assets and liabilities are classified as noncurrent as of June 30, 2016. See Note 3, Summary of Significant Accounting Policies and Practices, for details. |
Summary of Changes in Valuation Allowances | The changes in valuation allowances against deferred income tax assets were as follows: Fiscal Year Ended June 30, 2016 2015 (Revised) Balance at beginning of year $ 10,926 $ 10,952 Additions charged to income tax expense 7,484 963 Reductions credited to income tax expense (2,417 ) — Currency translation adjustments (683 ) (989 ) Balance at end of year $ 15,310 $ 10,926 |
Schedule of Unrecognized Tax Benefits, Including Interest and Penalties Activity | Unrecognized tax benefits activity, including interest and penalties, is summarized below: Fiscal Year Ended June 30, 2016 2015 (Revised) 2014 (Revised) Balance at beginning of year $ 10,759 $ 11,058 $ 2,507 Additions based on tax positions related to the current year 4,276 1,089 5,946 Additions based on tax positions related to prior years 1,404 202 3,511 Reductions due to lapse in statute of limitations and settlements (420 ) (1,590 ) (906 ) Balance at end of year $ 16,019 $ 10,759 $ 11,058 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Summary of Changes in Accumulated Other Comprehensive Loss | The following tables present the changes in accumulated other comprehensive loss: Fiscal Year Ended June 30, 2016 2015 (Revised) Foreign currency translation adjustments: Other comprehensive loss before reclassifications (1) $ (129,874 ) $ (102,374 ) Deferred gains/(losses) on cash flow hedging instruments: Other comprehensive income before reclassifications 4,666 5,449 Amounts reclassified into income (2) (5,193 ) (3,868 ) Unrealized gain on available for sale investment: Other comprehensive loss before reclassifications (79 ) (595 ) Amounts reclassified into income (3) — (311 ) Net change in accumulated other comprehensive loss $ (130,480 ) $ (101,699 ) (1) Foreign currency translation adjustments included intra-entity foreign currency transactions that were of a long-term investment nature of $107,221 and $65,185 for fiscal years ended June 30, 2016 and 2015 , respectively. (2) Amounts reclassified into income for deferred gains on cash flow hedging instruments are recorded in “Cost of sales” in the Consolidated Statements of Income and, before taxes, were $6,788 and $5,087 for the fiscal years ended June 30, 2016 and 2015 , respectively. (3) Amounts reclassified into income for gains on sale of available for sale investments were based on the average cost of the shares held (See Note 14, Investments and Joint Ventures). Such amounts are recorded in “Other (income)/expense, net” in the Consolidated Statements of Income. There was no tax expense associated with these gains reclassified into income in fiscal 2015 as the Company utilized capital losses to offset these gains. |
Stock Based Compensation And 41
Stock Based Compensation And Incentive Performance Plans (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Compensation Cost And Related Income Tax Benefits Recognized | Compensation cost and related income tax benefits recognized in the Consolidated Statements of Income for stock based compensation plans were as follows: Fiscal Year Ended June 30, 2016 2015 2014 Compensation cost (included in selling, general and administrative expense) $ 12,688 $ 12,197 $ 12,448 Related income tax benefit $ 4,758 $ 4,695 $ 4,787 |
Summary Of Stock Option Activity | A summary of the stock option activity for the three fiscal years ended June 30 is as follows: 2016 Weighted Average Exercise Price 2015 Weighted Average Exercise Price 2014 Weighted Average Exercise Price Outstanding at beginning of year 1,249 $ 6.12 2,674 $ 9.83 3,558 $ 9.44 Exercised (907 ) $ 5.91 (1,425 ) $ 13.08 (883 ) $ 8.30 Canceled and expired — $ — — $ — (1 ) $ 8.01 Outstanding at end of year 342 $ 6.66 1,249 $ 6.12 2,674 $ 9.83 Options exercisable at end of year 342 $ 6.66 1,249 $ 6.12 2,674 $ 9.83 |
Schedule Of Cash Proceeds Received From Share-Based Payment Awards | Fiscal Year Ended June 30, 2016 2015 2014 Intrinsic value of options exercised $ 27,147 $ 62,213 $ 29,778 Cash received from stock option exercises $ — $ 18,643 $ 7,320 Tax benefit recognized from stock option exercises $ 10,587 $ 24,213 $ 11,584 |
Non-Vested Restricted Stock And Restricted Share Unit Awards | A summary of the restricted stock and restricted share units activity for the three fiscal years ended June 30 is as follows: 2016 Weighted Average Grant Date Fair Value (per share) 2015 Weighted Average Grant Date Fair Value (per share) 2014 Weighted Average Grant Date Fair Value (per share) Non-vested restricted stock and restricted share units - beginning of year 1,145 $32.30 1,259 $25.44 1,547 $21.22 Granted 416 $24.54 311 $54.11 225 $41.39 Vested (408 ) $35.13 (402 ) $26.86 (476 ) $19.09 Forfeited (32 ) $45.83 (23 ) $40.65 (37 ) $28.72 Non-vested restricted stock and restricted share units - end of year 1,121 $28.24 1,145 $32.30 1,259 $25.44 |
Restricted Stock Grant Information | Fiscal Year Ended June 30, 2016 2015 2014 Fair value of restricted stock and restricted share units granted $ 10,203 $ 16,462 $ 9,303 Fair value of shares vested $ 18,917 $ 21,481 $ 19,905 Tax benefit recognized from restricted shares vesting $ 7,139 $ 8,364 $ 7,535 |
Financial Instruments Measure42
Financial Instruments Measured At Fair Value (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets And Liabilities Measured At Fair Value On A Recurring Basis | The following table presents by level within the fair value hierarchy assets and liabilities measured at fair value on a recurring basis as of June 30, 2016 : Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Assets: Cash equivalents $ 20,706 $ 20,706 $ — $ — Forward foreign currency contracts 531 — 531 — Available for sale securities 1,067 1,067 — — $ 22,304 $ 21,773 $ 531 $ — Liabilities: Contingent consideration, current $ 3,553 $ — $ — $ 3,553 Total $ 3,553 $ — $ — $ 3,553 The following table presents by level within the fair value hierarchy assets and liabilities measured at fair value on a recurring basis as of June 30, 2015 (as revised): Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Assets: Cash equivalents $ 45,101 $ 45,101 $ — $ — Forward foreign currency contracts 1,590 — 1,590 — Available for sale securities 1,196 1,196 — — $ 47,887 $ 46,297 $ 1,590 $ — Liabilities: Forward foreign currency contracts $ 274 $ — $ 274 $ — Contingent consideration, noncurrent 1,636 — — 1,636 Total $ 1,910 $ — $ 274 $ 1,636 |
Summary of Level 3 Activity | The following table summarizes the Level 3 activity: Fiscal Year ended June 30, 2016 2015 (Revised) Balance at beginning of year $ 1,636 $ 6,230 Fair value of initial contingent consideration 2,225 1,603 Contingent consideration adjustments 1,511 (253 ) Contingent consideration paid (1,547 ) (5,477 ) Translation adjustment (272 ) (467 ) Balance at end of year $ 3,553 $ 1,636 |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Minimum Future Lease Payments | The aggregate minimum future lease payments for these operating leases at June 30, 2016 , are as follows: Fiscal Year 2017 $ 19,163 2018 15,907 2019 13,648 2020 10,400 2021 7,496 Thereafter 40,572 $ 107,186 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The following tables set forth financial information about each of the Company’s reportable segments. Transactions between reportable segments were insignificant for all periods presented. Fiscal Years ended June 30, 2016 2015 (Revised) 2014 (Revised) Net Sales: (1) United States $ 1,321,547 $ 1,325,996 $ 1,247,113 United Kingdom 774,877 722,830 628,828 Hain Pure Protein 492,510 337,197 — Rest of World 296,440 223,590 231,881 $ 2,885,374 $ 2,609,613 $ 2,107,822 Operating Income: United States $ 209,099 $ 188,054 $ 201,063 United Kingdom 56,000 44,985 49,509 Hain Pure Protein 31,558 28,685 — Rest of World 22,280 15,210 16,749 $ 318,937 $ 276,934 $ 267,321 Corporate and Other (2) (168,577 ) (43,072 ) (50,575 ) $ 150,360 $ 233,862 $ 216,746 (1) One of our customers accounted for approximately 10% , 11% and 13% of our consolidated net sales for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively, which were primarily related to the United States segment. A second customer accounted for approximately 10% , 10% , and 11% of our consolidated net sales for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively, which were primarily related to the United States and United Kingdom segments. (2) Corporate and Other includes $15,541 , $8,248 and $7,088 of acquisition related expenses, restructuring and integration charges for the fiscal years ended June 30, 2016 , 2015 and 2014 , respectively. Corporate and Other also includes goodwill impairment charges of $84,548 for the fiscal year ended June 30, 2016 related to the United Kingdom segment and an impairment charge of $39,724 ( $20,932 related to the United Kingdom segment and $18,792 related to the United States segment) related to certain of the Company’s tradenames. Lastly, a non-cash impairment charge of $6,399 for the fiscal year ended June 30, 2014 related to indefinite-lived intangible assets (tradenames) in the the United Kingdom segment is included in Corporate and Other. |
Summary of Revenue by Product Category | The Company’s net sales by product category are as follows: Fiscal Year ended June 30, 2016 2015 (Revised) 2014 (Revised) Grocery $ 1,800,640 $ 1,724,675 $ 1,634,070 Poultry/Protein 492,510 337,197 — Snacks 307,797 291,719 242,557 Personal Care 171,669 135,627 114,643 Tea 112,758 120,395 116,552 Total $ 2,885,374 $ 2,609,613 $ 2,107,822 |
Summary of Net Sales by Geographic Areas | The Company’s net sales by geographic region, which are generally based on the location of the Company’s subsidiary, are as follows: Fiscal Year ended June 30, 2016 2015 (Revised) 2014 (Revised) United States $ 1,729,751 $ 1,582,553 $ 1,171,936 United Kingdom 859,183 803,470 704,005 All Other 296,440 223,590 231,881 Total $ 2,885,374 $ 2,609,613 $ 2,107,822 |
Schedule of Long Lived Assets, by Geographic Region | The Company’s long-lived assets, which primarily represent net property, plant and equipment, by geographic region are as follows: June 30, June 30, 2015 (Revised) United States $ 193,192 $ 156,195 United Kingdom 196,271 198,012 All Other 53,260 34,336 Total $ 442,723 $ 388,543 |
Quarterly Financial Data (Una45
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Data | Three Months Ended June 30, 2015 March 31, 2015 December 31, 2014 September 30, 2014 Net sales $ 680,565 $ 652,351 $ 679,759 $ 596,938 Gross profit $ 155,725 $ 149,609 $ 150,359 $ 107,162 Operating income $ 77,339 $ 68,154 $ 67,997 $ 20,372 Income before income taxes and equity in earnings of equity-method investees $ 76,265 $ 59,514 $ 59,183 $ 17,907 Net income $ 72,152 $ 38,001 $ 39,653 $ 15,155 Net income per common share: Basic $ 0.70 $ 0.37 $ 0.39 $ 0.15 Diluted $ 0.69 $ 0.37 $ 0.38 $ 0.15 See below for a reconciliation of the Company’s fiscal 2016 and 2015 quarterly consolidated statements of income from the previously reported amounts to the revised amounts. Three Months Ended June 30, 2016 March 31, 2016 December 31, 2015 September 30, 2015 Net sales $ 737,547 $ 736,663 $ 743,437 $ 667,727 Gross profit $ 150,081 $ 159,908 $ 166,261 $ 137,881 Operating income (loss) $ (65,138 ) $ 71,148 $ 90,078 $ 54,272 Income before income taxes and equity in earnings of equity-method investees $ (77,572 ) $ 72,863 $ 80,713 $ 42,404 Net income (loss) $ (88,597 ) $ 48,788 $ 58,080 $ 29,158 Net income (loss) per common share: Basic $ (0.86 ) $ 0.47 $ 0.56 $ 0.28 Diluted $ (0.86 ) $ 0.47 $ 0.56 $ 0.28 |
Schedule of Correction of Immaterial Errors to Prior Period Financial Statements | The following table summarizes the effect of the corrections on income before income taxes and equity in earnings of equity method investees on the consolidated statement of income for the years ended June 30, 2015 and 2014: Fiscal Year Ended June 30, 2015 2014 Effect of Revenue Corrections $ (6,214 ) $ (5,982 ) Timing of Tradename Impairment 5,510 (6,399 ) Other Corrections (1,717 ) 1,947 Effect of all corrections on income before income taxes and equity in earnings of equity-method investees $ (2,421 ) $ (10,434 ) The following table reconciles the Company’s consolidated balance sheet at June 30, 2015 from the previously reported amounts to the revised amounts: June 30, 2015 As Reported Adjustment As Revised ASSETS Current assets: Cash and cash equivalents $ 166,922 $ — $ 166,922 Accounts receivable, less allowance for doubtful accounts of $896 320,197 (57,089 ) 263,108 Inventories 382,211 15,108 397,319 Deferred income taxes 20,758 17,748 38,506 Prepaid expenses and other current assets 42,931 20,009 62,940 Total current assets 933,019 (4,224 ) 928,795 Property, plant and equipment, net 344,262 9,402 353,664 Goodwill 1,136,079 (401 ) 1,135,678 Trademarks and other intangible assets, net 647,754 (1,362 ) 646,392 Investments and joint ventures 2,305 — 2,305 Other assets 33,851 (1,277 ) 32,574 Total assets $ 3,097,270 $ 2,138 $ 3,099,408 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 251,999 $ 22,448 $ 274,447 Accrued expenses and other current liabilities 79,167 6,466 85,633 Current portion of long-term debt 31,275 — 31,275 Total current liabilities 362,441 28,914 391,355 Long-term debt, less current portion 812,608 — 812,608 Deferred income taxes 145,297 5,844 151,141 Other noncurrent liabilities 5,237 11,400 16,637 Total liabilities 1,325,583 46,158 1,371,741 Stockholders’ equity: Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none — — — Common stock - $.01 par value, authorized 150,000 shares; issued: 105,841 shares; outstanding: 102,612 shares 1,058 — 1,058 Additional paid-in-capital 1,073,671 (1,244 ) 1,072,427 Retained earnings 797,514 (43,551 ) 753,963 Accumulated other comprehensive loss (42,406 ) 775 (41,631 ) 1,829,837 (44,020 ) 1,785,817 Less: Treasury stock, at cost, 3,229 shares (58,150 ) — (58,150 ) Total stockholders’ equity 1,771,687 (44,020 ) 1,727,667 Total liabilities and stockholders’ equity $ 3,097,270 $ 2,138 $ 3,099,408 The following tables reconcile the Company’s fiscal 2015 and 2014 annual consolidated statements of income from the previously reported amounts to the revised amounts: Year Ended June 30, 2015 Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 2,688,515 $ (78,902 ) $ 2,609,613 $ 2,153,611 $ (45,789 ) $ 2,107,822 Cost of sales 2,069,898 (23,140 ) 2,046,758 1,586,418 (6,878 ) 1,579,540 Gross profit 618,617 (55,762 ) 562,855 567,193 (38,911 ) 528,282 Selling, general and administrative expenses 348,517 (45,690 ) 302,827 311,288 (31,778 ) 279,510 Amortization of acquired intangibles 17,985 (139 ) 17,846 15,600 (160 ) 15,440 Tradename impairment 5,510 (5,510 ) — — 6,399 6,399 Acquisition related expenses, restructuring and integration charges 8,860 (540 ) 8,320 12,568 (2,381 ) 10,187 Operating income 237,745 (3,883 ) 233,862 227,737 (10,991 ) 216,746 Interest and other financing expense, net 26,022 (49 ) 25,973 24,691 (325 ) 24,366 Other (income)/expense, net 4,689 — 4,689 (4,548 ) (232 ) (4,780 ) Gain on sale of business (8,256 ) (1,413 ) (9,669 ) — — — Income before income taxes and equity in earnings of equity-method investees 215,290 (2,421 ) 212,869 207,594 (10,434 ) 197,160 Provision for income taxes 47,883 652 48,535 70,099 (491 ) 69,608 Equity in net loss of equity-method investees (489 ) (139 ) (628 ) (3,985 ) (14 ) (3,999 ) Income from continuing operations 167,896 (2,934 ) 164,962 141,480 (9,929 ) 131,551 Loss from discontinued operations, net of tax — — — (1,629 ) — (1,629 ) Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Basic net income (loss) per common share: From continuing operations $ 1.65 $ (0.03 ) $ 1.62 $ 1.45 $ (0.10 ) $ 1.35 From discontinued operations — — — (0.02 ) — (0.02 ) Net income per common share - basic $ 1.65 $ (0.03 ) $ 1.62 $ 1.43 $ (0.10 ) $ 1.33 Diluted net income (loss) per common share: From continuing operations $ 1.62 $ (0.03 ) $ 1.60 $ 1.42 $ (0.10 ) $ 1.32 From discontinued operations — — — (0.02 ) — (0.02 ) Net income per common share - diluted $ 1.62 $ (0.03 ) $ 1.60 $ 1.40 $ (0.10 ) $ 1.30 Shares used in the calculation of net income per common share: Basic 101,703 101,703 101,703 97,750 97,750 97,750 Diluted 103,421 103,421 103,421 100,006 100,006 100,006 Net income/(loss) per common share may not add in certain periods due to rounding The following table reconciles the Company’s fiscal 2015 and 2014 annual consolidated statements of comprehensive income (loss) from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Other comprehensive income (loss): Foreign currency translation adjustments (103,209 ) 835 (102,374 ) 90,625 148 90,773 Change in deferred gains (losses) on cash flow hedging instruments 1,581 — 1,581 (1,404 ) — (1,404 ) Change in unrealized loss on available for sale investment (906 ) — (906 ) (1,842 ) — (1,842 ) Total other comprehensive (loss) income (102,534 ) 835 (101,699 ) 87,379 148 87,527 Total comprehensive income $ 65,362 $ (2,099 ) $ 63,263 $ 227,230 $ (9,781 ) $ 217,449 The following table reconciles the Company’s fiscal 2015 and 2014 annual cash flows from operating activities from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net income $ 167,896 $ (2,934 ) $ 164,962 $ 139,851 $ (9,929 ) $ 129,922 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 56,587 793 57,380 48,040 182 48,222 Deferred income taxes (11,603 ) 8,936 (2,667 ) (1,350 ) (1,262 ) (2,612 ) Equity in net income of equity-method investees (489 ) (139 ) (628 ) (3,985 ) (14 ) (3,999 ) Stock based compensation 12,197 — 12,197 12,448 — 12,448 Contingent consideration expense 280 (533 ) (253 ) (3,026 ) 2,043 (983 ) Loss on sale of business — — — 1,629 — 1,629 Gains on pre-existing ownership interests in HPPC and Empire (8,256 ) (1,413 ) (9,669 ) — — — Impairment charges 5,510 (5,510 ) — — 7,504 7,504 Other non-cash items, net (1,428 ) (6 ) (1,434 ) 1,175 — 1,175 Increase (decrease) in cash attributable to changes in operating assets and liabilities, net Accounts receivable (31,846 ) 12,264 (19,582 ) 967 11,628 12,595 Inventories (21,097 ) (9,368 ) (30,465 ) (22,775 ) (2,044 ) (24,819 ) Other current assets 7,699 (23,007 ) (15,308 ) (7,948 ) (8,055 ) (16,003 ) Other assets and liabilities (3,964 ) — (3,964 ) (5,540 ) 4,997 (543 ) Accounts payable and accrued expenses 13,996 20,917 34,913 25,282 (5,050 ) 20,232 Net cash provided by operating activities $ 185,482 $ — $ 185,482 $ 184,768 $ — $ 184,768 The following table reconciles the Company’s fiscal 2013, 2014 and 2015 annual consolidated statements of stockholders’ equity from the previously reported amounts to the revised amounts: Common Stock Additional Accumulated Other Amount Paid-in Retained Treasury Stock Comprehensive Shares at $.01 Capital Earnings Shares Amount Income (Loss) Total Balance at June 30, 2013, as reported 98,044 $ 980 $ 768,284 $ 489,767 2,672 $ (30,225 ) $ (27,251 ) $ 1,201,555 Adjustment — — — (30,688 ) — — (208 ) (30,896 ) Balance at June 30, 2013, as revised 98,044 $ 980 $ 768,284 $ 459,079 2,672 $ (30,225 ) $ (27,459 ) $ 1,170,659 Balance at June 30, 2014, as reported 103,143 $ 1,031 $ 969,182 $ 629,618 2,906 $ (40,092 ) $ 60,128 $ 1,619,867 Adjustment — — 1,635 (40,617 ) — — (60 ) (39,042 ) Balance at June 30, 2014, as revised 103,143 $ 1,031 $ 970,817 $ 589,001 2,906 $ (40,092 ) $ 60,068 $ 1,580,825 Balance at June 30, 2015, as reported 105,841 $ 1,058 $ 1,073,671 $ 797,514 3,229 $ (58,150 ) $ (42,406 ) $ 1,771,687 Adjustment — — (1,244 ) (43,551 ) — — 775 (44,020 ) Balance at June 30, 2015, as revised 105,841 $ 1,058 $ 1,072,427 $ 753,963 3,229 $ (58,150 ) $ (41,631 ) $ 1,727,667 Note: The common stock and additional paid-in capital amounts and the treasury shares for the fiscal year ended June 30, 2014 have been retroactively adjusted to reflect a two -for-one stock split of the Company’s common stock in the form of a 100% stock dividend. The following table reconciles the Company’s fiscal 2015 and 2014 annual segment net sales and operating income data from the previously reported amounts to the revised amounts: Fiscal Year Ended June 30, 2015 Fiscal Year Ended June 30, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net Sales: United States $ 1,367,388 $ (41,392 ) $ 1,325,996 $ 1,282,175 $ (35,062 ) $ 1,247,113 United Kingdom 735,996 (13,166 ) 722,830 637,454 (8,626 ) 628,828 Hain Pure Protein 358,582 (21,385 ) 337,197 — — — Rest of World 226,549 (2,959 ) 223,590 233,982 (2,101 ) 231,881 $ 2,688,515 $ (78,902 ) $ 2,609,613 $ 2,153,611 $ (45,789 ) $ 2,107,822 Operating Income: United States $ 199,901 $ (11,847 ) $ 188,054 $ 205,864 $ (4,801 ) $ 201,063 United Kingdom 46,222 (1,237 ) 44,985 52,661 (3,152 ) 49,509 Hain Pure Protein 26,479 2,206 28,685 — — — Rest of World 16,438 (1,228 ) 15,210 16,931 (182 ) 16,749 $ 289,040 $ (12,106 ) $ 276,934 $ 275,456 $ (8,135 ) $ 267,321 Corporate and Other (51,295 ) 8,223 (43,072 ) (47,719 ) (2,856 ) (50,575 ) $ 237,745 $ (3,883 ) $ 233,862 $ 227,737 $ (10,991 ) $ 216,746 The following tables reconcile the Company’s fiscal 2016 and 2015 quarterly consolidated statements of income from the previously reported amounts to the revised amounts: Three Months Ended March 31, 2016 December 31, 2015 September 30, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 749,862 $ (13,199 ) $ 736,663 $ 752,589 $ (9,152 ) $ 743,437 $ 687,188 $ (19,461 ) $ 667,727 Cost of sales 576,653 102 576,755 575,026 2,150 577,176 535,141 (5,295 ) 529,846 Gross profit 173,209 (13,301 ) 159,908 177,563 (11,302 ) 166,261 152,047 (14,166 ) 137,881 Selling, general and administrative expenses 93,915 (15,025 ) 78,890 82,607 (13,626 ) 68,981 86,254 (10,704 ) 75,550 Amortization of acquired intangibles 4,586 (33 ) 4,553 4,736 (32 ) 4,704 4,672 (33 ) 4,639 Acquisition related expenses, restructuring and integration charges 5,701 (384 ) 5,317 2,498 — 2,498 3,653 (233 ) 3,420 Operating income 69,007 2,141 71,148 87,722 2,356 90,078 57,468 (3,196 ) 54,272 Interest and other financing expense, net 6,920 — 6,920 6,131 — 6,131 6,467 — 6,467 Other (income)/ expense, net 378 — 378 3,234 — 3,234 5,401 — 5,401 Gain on fire insurance recovery (9,013 ) — (9,013 ) — — — — — — Income before income taxes and equity in earnings of equity- method investees 70,722 2,141 72,863 78,357 2,356 80,713 45,600 (3,196 ) 42,404 Provision for income taxes 21,576 2,338 23,914 21,379 1,223 22,602 14,382 (1,052 ) 13,330 Equity in net income of equity-method investees 161 — 161 31 — 31 (84 ) — (84 ) Net income $ 48,985 $ (197 ) $ 48,788 $ 56,947 $ 1,133 $ 58,080 $ 31,302 $ (2,144 ) $ 29,158 Net income per common share: Basic $ 0.47 $ — $ 0.47 $ 0.55 $ 0.01 $ 0.56 $ 0.30 $ (0.02 ) $ 0.28 Diluted $ 0.47 $ — $ 0.47 $ 0.55 $ 0.01 $ 0.56 $ 0.30 $ (0.02 ) $ 0.28 Weighted average common shares outstanding: Basic 103,265 103,265 103,265 103,017 103,017 103,017 102,807 102,807 102,807 Diluted 104,087 104,087 104,087 104,161 104,161 104,161 104,258 104,258 104,258 * Net income/(loss) per common share may not add in certain periods due to rounding Three Months Ended June 30, 2015 March 31, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 698,136 $ (17,571 ) $ 680,565 $ 662,739 $ (10,388 ) $ 652,351 Cost of sales 530,439 (5,599 ) 524,840 504,990 (2,248 ) 502,742 Gross profit 167,697 (11,972 ) 155,725 157,749 (8,140 ) 149,609 Selling, general and administrative expenses 85,904 (14,567 ) 71,337 83,068 (10,558 ) 72,510 Amortization of acquired intangibles 4,494 (32 ) 4,462 4,679 (32 ) 4,647 Tradename impairment — — — 5,510 (5,510 ) — Acquisition related expenses, restructuring and integration charges 2,587 — 2,587 4,298 — 4,298 Operating income 74,712 2,627 77,339 60,194 7,960 68,154 Interest and other financing expense, net 6,420 — 6,420 6,298 — 6,298 Other (income)/expense, net (3,968 ) — (3,968 ) 3,886 — 3,886 Gain on sale of business (1,378 ) — (1,378 ) (1,544 ) — (1,544 ) Income before income taxes and equity in earnings of equity-method investees 73,638 2,627 76,265 51,554 7,960 59,514 Provision for income taxes 2,740 1,547 4,287 18,147 3,353 21,500 Equity in net income (loss) of equity-method investees (174 ) — (174 ) 13 — 13 Net income $ 71,072 $ 1,080 $ 72,152 $ 33,394 $ 4,607 $ 38,001 Net income per common share: Basic $ 0.69 $ 0.01 $ 0.70 $ 0.33 $ 0.05 $ 0.37 Diluted $ 0.68 $ 0.01 $ 0.69 $ 0.32 $ 0.04 $ 0.37 Weighted average common shares outstanding: Basic 102,610 102,610 102,610 102,252 102,252 102,252 Diluted 104,005 104,005 104,005 103,796 103,796 103,796 * Net income/(loss) per common share may not add in certain periods due to rounding Three Months Ended December 31, 2014 September 31, 2014 As Reported Adjustment As Revised As Reported Adjustment As Revised Net sales $ 696,383 $ (16,624 ) $ 679,759 $ 631,257 $ (34,319 ) $ 596,938 Cost of sales 529,056 344 529,400 505,413 (15,637 ) 489,776 Gross profit 167,327 (16,968 ) 150,359 125,844 (18,682 ) 107,162 Selling, general and administrative expenses 88,621 (10,377 ) 78,244 90,924 (10,189 ) 80,735 Amortization of acquired intangibles 4,303 (36 ) 4,267 4,509 (38 ) 4,471 Tradename impairment — — — — — — Acquisition related expenses, restructuring and integration charges 391 (540 ) (149 ) 1,584 — 1,584 Operating income 74,012 (6,015 ) 67,997 28,827 (8,455 ) 20,372 Interest and other financing expense, net 6,542 — 6,542 6,762 (49 ) 6,713 Other expense, net 2,272 — 2,272 2,499 — 2,499 Gain on sale of business — — — (5,334 ) (1,413 ) (6,747 ) Income before income taxes and equity in earnings of equity-method investees 65,198 (6,015 ) 59,183 24,900 (6,993 ) 17,907 Provision for income taxes 20,931 (1,093 ) 19,838 6,065 (3,154 ) 2,911 Equity in net loss of equity-method investees (308 ) — (308 ) (20 ) (139 ) (159 ) Net income $ 44,575 $ (4,922 ) $ 39,653 $ 18,855 $ (3,700 ) $ 15,155 Net income per common share: Basic $ 0.44 $ (0.05 ) $ 0.39 $ 0.19 $ (0.04 ) $ 0.15 Diluted $ 0.43 $ (0.05 ) $ 0.38 $ 0.18 $ (0.04 ) $ 0.15 Weighted average common shares outstanding: Basic 101,267 101,267 101,267 100,682 100,682 100,682 Diluted 103,226 103,226 103,226 102,656 102,656 102,656 * Net income/(loss) per common share may not add in certain periods due to rounding |
Description of Business and B46
Description of Business and Basis of Presentation (Details) - country | Dec. 29, 2014 | Jun. 30, 2014 | Jun. 30, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of countries in which company operates (more than) | 80 | ||
Stock split ratio | 2 | 2 | |
Stock dividend, percent | 100.00% | 100.00% |
Correction of Immaterial Erro47
Correction of Immaterial Errors To Prior Period Financial Statements - Revenue Corrections and Other Corrections (Details) - USD ($) $ in Thousands | Jul. 01, 2013 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Reduction in revenue | $ (737,547) | $ (736,663) | $ (743,437) | $ (667,727) | $ (680,565) | $ (652,351) | $ (679,759) | $ (596,938) | $ (2,885,374) | $ (2,609,613) | $ (2,107,822) | |
Income before income taxes and equity in earnings of equity-method investees | (77,572) | 72,863 | 80,713 | 42,404 | 76,265 | 59,514 | 59,183 | 17,907 | 118,408 | 212,869 | 197,160 | |
Net income | $ 88,597 | (48,788) | (58,080) | (29,158) | (72,152) | (38,001) | (39,653) | (15,155) | $ (47,429) | (164,962) | (129,922) | |
Adjustment | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Reduction in revenue | 13,199 | 9,152 | 19,461 | 17,571 | 10,388 | 16,624 | 34,319 | 78,902 | 45,789 | |||
Income before income taxes and equity in earnings of equity-method investees | 2,141 | 2,356 | (3,196) | 2,627 | 7,960 | (6,015) | (6,993) | (2,421) | (10,434) | |||
Net income | $ 30,688 | $ 197 | $ (1,133) | $ 2,144 | $ (1,080) | $ (4,607) | $ 4,922 | $ 3,700 | 2,934 | 9,929 | ||
Adjustment | Revenue recognition | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Reduction in revenue | 26,144 | 630 | ||||||||||
Adjustment | Trade promotion and sales incentives | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Reduction in revenue | 5,796 | 6,854 | ||||||||||
Adjustment | Equity in net income of equity-method investees | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Reduction in revenue | 6,214 | 5,982 | ||||||||||
Adjustment | Selling, general and administrative expense | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Reduction in revenue | 46,962 | 38,305 | ||||||||||
Adjustment | Effect of Revenue Corrections | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Income before income taxes and equity in earnings of equity-method investees | (6,214) | (5,982) | ||||||||||
Adjustment | Timing of Tradename Impairment | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Income before income taxes and equity in earnings of equity-method investees | 5,510 | (6,399) | ||||||||||
Adjustment | Other Corrections | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Income before income taxes and equity in earnings of equity-method investees | $ (1,717) | $ 1,947 |
Correction of Immaterial Erro48
Correction of Immaterial Errors To Prior Period Financial Statements - Revised Consolidated Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 127,926 | $ 166,922 | $ 123,751 | $ 41,263 |
Accounts receivable, less allowance for doubtful accounts of $896 | 278,933 | 263,108 | ||
Inventories | 408,564 | 397,319 | ||
Deferred income taxes | 0 | 38,506 | ||
Prepaid expenses and other current assets | 84,811 | 62,940 | ||
Total current assets | 900,234 | 928,795 | ||
Property, plant and equipment, net | 389,841 | 353,664 | ||
Goodwill | 1,060,336 | 1,135,678 | 1,137,873 | |
Trademarks and other intangible assets, net | 604,787 | 646,392 | ||
Investments and joint ventures | 20,244 | 2,305 | ||
Other assets | 32,638 | 32,574 | ||
Total assets | 3,008,080 | 3,099,408 | ||
Current liabilities: | ||||
Accounts payable | 251,712 | 274,447 | ||
Accrued expenses and other current liabilities | 78,803 | 85,633 | ||
Current portion of long-term debt | 26,513 | 31,275 | ||
Total current liabilities | 357,028 | 391,355 | ||
Long-term debt, less current portion | 836,171 | 812,608 | ||
Deferred income taxes | 131,507 | 151,141 | ||
Other noncurrent liabilities | 18,860 | 16,637 | ||
Total liabilities | 1,343,566 | 1,371,741 | ||
Stockholders’ equity: | ||||
Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none | 0 | 0 | ||
Common stock - $.01 par value, authorized 150,000 shares; issued: 105,841 shares; outstanding: 102,612 shares | 1,075 | 1,058 | ||
Additional paid-in-capital | 1,123,206 | 1,072,427 | ||
Retained earnings | 801,392 | 753,963 | ||
Accumulated other comprehensive loss | (172,111) | (41,631) | ||
Total stockholders' equity including treasury stock | 1,753,562 | 1,785,817 | ||
Less: Treasury stock, at cost, 3,229 shares | (89,048) | (58,150) | ||
Total stockholders’ equity | 1,664,514 | 1,727,667 | $ 1,580,825 | $ 1,170,659 |
Total liabilities and stockholders’ equity | 3,008,080 | 3,099,408 | ||
Accounts receivable, allowance for doubtful accounts | $ 936 | $ 896 | ||
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 | ||
Common stock, shares issued | 107,479,000 | 105,841,000 | ||
Common stock, shares, outstanding | 103,461,000 | 102,612,000 | ||
Treasury stock, shares | 4,018,000 | 3,229,000 | ||
As Reported | ||||
Current assets: | ||||
Cash and cash equivalents | $ 166,922 | |||
Accounts receivable, less allowance for doubtful accounts of $896 | 320,197 | |||
Inventories | 382,211 | |||
Deferred income taxes | 20,758 | |||
Prepaid expenses and other current assets | 42,931 | |||
Total current assets | 933,019 | |||
Property, plant and equipment, net | 344,262 | |||
Goodwill | 1,136,079 | |||
Trademarks and other intangible assets, net | 647,754 | |||
Investments and joint ventures | 2,305 | |||
Other assets | 33,851 | |||
Total assets | 3,097,270 | |||
Current liabilities: | ||||
Accounts payable | 251,999 | |||
Accrued expenses and other current liabilities | 79,167 | |||
Current portion of long-term debt | 31,275 | |||
Total current liabilities | 362,441 | |||
Long-term debt, less current portion | 812,608 | |||
Deferred income taxes | 145,297 | |||
Other noncurrent liabilities | 5,237 | |||
Total liabilities | 1,325,583 | |||
Stockholders’ equity: | ||||
Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none | 0 | |||
Common stock - $.01 par value, authorized 150,000 shares; issued: 105,841 shares; outstanding: 102,612 shares | 1,058 | |||
Additional paid-in-capital | 1,073,671 | |||
Retained earnings | 797,514 | |||
Accumulated other comprehensive loss | (42,406) | |||
Total stockholders' equity including treasury stock | 1,829,837 | |||
Less: Treasury stock, at cost, 3,229 shares | (58,150) | |||
Total stockholders’ equity | 1,771,687 | $ 1,619,867 | $ 1,201,555 | |
Total liabilities and stockholders’ equity | 3,097,270 | |||
Adjustment | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | |||
Accounts receivable, less allowance for doubtful accounts of $896 | (57,089) | |||
Inventories | 15,108 | |||
Deferred income taxes | 17,748 | |||
Prepaid expenses and other current assets | 20,009 | |||
Total current assets | (4,224) | |||
Property, plant and equipment, net | 9,402 | |||
Goodwill | (401) | |||
Trademarks and other intangible assets, net | (1,362) | |||
Investments and joint ventures | 0 | |||
Other assets | (1,277) | |||
Total assets | 2,138 | |||
Current liabilities: | ||||
Accounts payable | 22,448 | |||
Accrued expenses and other current liabilities | 6,466 | |||
Current portion of long-term debt | 0 | |||
Total current liabilities | 28,914 | |||
Long-term debt, less current portion | 0 | |||
Deferred income taxes | 5,844 | |||
Other noncurrent liabilities | 11,400 | |||
Total liabilities | 46,158 | |||
Stockholders’ equity: | ||||
Preferred stock - $.01 par value, authorized 5,000 shares; issued and outstanding: none | 0 | |||
Common stock - $.01 par value, authorized 150,000 shares; issued: 105,841 shares; outstanding: 102,612 shares | 0 | |||
Additional paid-in-capital | (1,244) | |||
Retained earnings | (43,551) | |||
Accumulated other comprehensive loss | 775 | |||
Total stockholders' equity including treasury stock | (44,020) | |||
Less: Treasury stock, at cost, 3,229 shares | 0 | |||
Total stockholders’ equity | (44,020) | $ (39,042) | $ (30,896) | |
Total liabilities and stockholders’ equity | $ 2,138 |
Correction of Immaterial Erro49
Correction of Immaterial Errors To Prior Period Financial Statements - Revised Annual Consolidated Statements of Income (Details) - USD ($) $ / shares in Units, shares in Thousands | Jul. 01, 2013 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net sales | $ 737,547,000 | $ 736,663,000 | $ 743,437,000 | $ 667,727,000 | $ 680,565,000 | $ 652,351,000 | $ 679,759,000 | $ 596,938,000 | $ 2,885,374,000 | $ 2,609,613,000 | $ 2,107,822,000 | |
Cost of sales | 576,755,000 | 577,176,000 | 529,846,000 | 524,840,000 | 502,742,000 | 529,400,000 | 489,776,000 | 2,271,243,000 | 2,046,758,000 | 1,579,540,000 | ||
Gross profit | 150,081,000 | 159,908,000 | 166,261,000 | 137,881,000 | 155,725,000 | 149,609,000 | 150,359,000 | 107,162,000 | 614,131,000 | 562,855,000 | 528,282,000 | |
Selling, general and administrative expenses | 78,890,000 | 68,981,000 | 75,550,000 | 71,337,000 | 72,510,000 | 78,244,000 | 80,735,000 | 303,763,000 | 302,827,000 | 279,510,000 | ||
Amortization of acquired intangibles | 4,553,000 | 4,704,000 | 4,639,000 | 4,462,000 | 4,647,000 | 4,267,000 | 4,471,000 | 18,869,000 | 17,846,000 | 15,440,000 | ||
Tradename impairment | 39,724,000 | 39,724,000 | 0 | 6,399,000 | ||||||||
Acquisition related expenses, restructuring and integration charges | 5,317,000 | 2,498,000 | 3,420,000 | 2,587,000 | 4,298,000 | (149,000) | 1,584,000 | 16,867,000 | 8,320,000 | 10,187,000 | ||
Operating income | (65,138,000) | 71,148,000 | 90,078,000 | 54,272,000 | 77,339,000 | 68,154,000 | 67,997,000 | 20,372,000 | 150,360,000 | 233,862,000 | 216,746,000 | |
Interest and other financing expense, net | 6,920,000 | 6,131,000 | 6,467,000 | 6,420,000 | 6,298,000 | 6,542,000 | 6,713,000 | 25,161,000 | 25,973,000 | 24,366,000 | ||
Gain on fire insurance recovery | (9,013,000) | 0 | 0 | (9,752,000) | 0 | 0 | ||||||
Gain on sale of business | (1,378,000) | (1,544,000) | 0 | (6,747,000) | 0 | (9,669,000) | 0 | |||||
Income before income taxes and equity in earnings of equity-method investees | (77,572,000) | 72,863,000 | 80,713,000 | 42,404,000 | 76,265,000 | 59,514,000 | 59,183,000 | 17,907,000 | 118,408,000 | 212,869,000 | 197,160,000 | |
Provision for income taxes | 23,914,000 | 22,602,000 | 13,330,000 | 4,287,000 | 21,500,000 | 19,838,000 | 2,911,000 | 70,932,000 | 48,535,000 | 69,608,000 | ||
Equity in net loss (income) of equity-method investees | 161,000 | 31,000 | (84,000) | (174,000) | 13,000 | (308,000) | (159,000) | 47,000 | (628,000) | (3,999,000) | ||
Income from continuing operations | 47,429,000 | 164,962,000 | 131,551,000 | |||||||||
Loss from discontinued operations, net of tax | 0 | 0 | (1,629,000) | |||||||||
Net income | $ (88,597,000) | $ 48,788,000 | $ 58,080,000 | $ 29,158,000 | $ 72,152,000 | $ 38,001,000 | $ 39,653,000 | $ 15,155,000 | $ 47,429,000 | $ 164,962,000 | $ 129,922,000 | |
Basic net income (loss) per common share: | ||||||||||||
Basic net income (loss) per common share, from continuing operations (USD per share) | $ 0.46 | $ 1.62 | $ 1.35 | |||||||||
Basic net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | (0.02) | |||||||||
Basic net income (loss) per common share (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.70 | $ 0.37 | $ 0.39 | $ 0.15 | 0.46 | 1.62 | 1.33 | |
Diluted net income (loss) per common share: | ||||||||||||
Diluted net income (loss) per common share, from continuing operations (USD per share) | 0.46 | 1.60 | 1.32 | |||||||||
Diluted net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | (0.02) | |||||||||
Diluted net income (loss) per common share (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.69 | $ 0.37 | $ 0.38 | $ 0.15 | $ 0.46 | $ 1.60 | $ 1.30 | |
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 103,135 | 101,703 | 97,750 | ||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 104,183 | 103,421 | 100,006 | ||
Other (income)/expense, net | $ 378,000 | $ 3,234,000 | $ 5,401,000 | $ (3,968,000) | $ 3,886,000 | $ 2,272,000 | $ 2,499,000 | $ 16,543,000 | $ 4,689,000 | $ (4,780,000) | ||
As Reported | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net sales | 749,862,000 | 752,589,000 | 687,188,000 | 698,136,000 | 662,739,000 | 696,383,000 | 631,257,000 | 2,688,515,000 | 2,153,611,000 | |||
Cost of sales | 576,653,000 | 575,026,000 | 535,141,000 | 530,439,000 | 504,990,000 | 529,056,000 | 505,413,000 | 2,069,898,000 | 1,586,418,000 | |||
Gross profit | 173,209,000 | 177,563,000 | 152,047,000 | 167,697,000 | 157,749,000 | 167,327,000 | 125,844,000 | 618,617,000 | 567,193,000 | |||
Selling, general and administrative expenses | 93,915,000 | 82,607,000 | 86,254,000 | 85,904,000 | 83,068,000 | 88,621,000 | 90,924,000 | 348,517,000 | 311,288,000 | |||
Amortization of acquired intangibles | 4,586,000 | 4,736,000 | 4,672,000 | 4,494,000 | 4,679,000 | 4,303,000 | 4,509,000 | 17,985,000 | 15,600,000 | |||
Tradename impairment | 5,510,000 | 0 | ||||||||||
Acquisition related expenses, restructuring and integration charges | 5,701,000 | 2,498,000 | 3,653,000 | 2,587,000 | 4,298,000 | 391,000 | 1,584,000 | 8,860,000 | 12,568,000 | |||
Operating income | 69,007,000 | 87,722,000 | 57,468,000 | 74,712,000 | 60,194,000 | 74,012,000 | 28,827,000 | 237,745,000 | 227,737,000 | |||
Interest and other financing expense, net | 6,920,000 | 6,131,000 | 6,467,000 | 6,420,000 | 6,298,000 | 6,542,000 | 6,762,000 | 26,022,000 | 24,691,000 | |||
Gain on fire insurance recovery | (9,013,000) | 0 | 0 | |||||||||
Gain on sale of business | (1,378,000) | (1,544,000) | 0 | (5,334,000) | (8,256,000) | 0 | ||||||
Income before income taxes and equity in earnings of equity-method investees | 70,722,000 | 78,357,000 | 45,600,000 | 73,638,000 | 51,554,000 | 65,198,000 | 24,900,000 | 215,290,000 | 207,594,000 | |||
Provision for income taxes | 21,576,000 | 21,379,000 | 14,382,000 | 2,740,000 | 18,147,000 | 20,931,000 | 6,065,000 | 47,883,000 | 70,099,000 | |||
Equity in net loss (income) of equity-method investees | 161,000 | 31,000 | (84,000) | (174,000) | 13,000 | (308,000) | (20,000) | (489,000) | (3,985,000) | |||
Income from continuing operations | 167,896,000 | 141,480,000 | ||||||||||
Loss from discontinued operations, net of tax | 0 | (1,629,000) | ||||||||||
Net income | $ 48,985,000 | $ 56,947,000 | $ 31,302,000 | $ 71,072,000 | $ 33,394,000 | $ 44,575,000 | $ 18,855,000 | $ 167,896,000 | $ 139,851,000 | |||
Basic net income (loss) per common share: | ||||||||||||
Basic net income (loss) per common share, from continuing operations (USD per share) | $ 1.65 | $ 1.45 | ||||||||||
Basic net income (loss) per common share, from discontinued operations (USD per share) | 0 | (0.02) | ||||||||||
Basic net income (loss) per common share (USD per share) | $ 0.47 | $ 0.55 | $ 0.30 | $ 0.69 | $ 0.33 | $ 0.44 | $ 0.19 | 1.65 | 1.43 | |||
Diluted net income (loss) per common share: | ||||||||||||
Diluted net income (loss) per common share, from continuing operations (USD per share) | 1.62 | 1.42 | ||||||||||
Diluted net income (loss) per common share, from discontinued operations (USD per share) | 0 | (0.02) | ||||||||||
Diluted net income (loss) per common share (USD per share) | $ 0.47 | $ 0.55 | $ 0.30 | $ 0.68 | $ 0.32 | $ 0.43 | $ 0.18 | $ 1.62 | $ 1.40 | |||
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 101,703 | 97,750 | |||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 103,421 | 100,006 | |||
Other (income)/expense, net | $ 378,000 | $ 3,234,000 | $ 5,401,000 | $ (3,968,000) | $ 3,886,000 | $ 2,272,000 | $ 2,499,000 | $ 4,689,000 | $ (4,548,000) | |||
Adjustment | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net sales | (13,199,000) | (9,152,000) | (19,461,000) | (17,571,000) | (10,388,000) | (16,624,000) | (34,319,000) | (78,902,000) | (45,789,000) | |||
Cost of sales | 102,000 | 2,150,000 | (5,295,000) | (5,599,000) | (2,248,000) | 344,000 | (15,637,000) | (23,140,000) | (6,878,000) | |||
Gross profit | (13,301,000) | (11,302,000) | (14,166,000) | (11,972,000) | (8,140,000) | (16,968,000) | (18,682,000) | (55,762,000) | (38,911,000) | |||
Selling, general and administrative expenses | (15,025,000) | (13,626,000) | (10,704,000) | (14,567,000) | (10,558,000) | (10,377,000) | (10,189,000) | (45,690,000) | (31,778,000) | |||
Amortization of acquired intangibles | (33,000) | (32,000) | (33,000) | (32,000) | (32,000) | (36,000) | (38,000) | (139,000) | (160,000) | |||
Tradename impairment | (5,510,000) | 6,399,000 | ||||||||||
Acquisition related expenses, restructuring and integration charges | (384,000) | 0 | (233,000) | 0 | 0 | (540,000) | 0 | (540,000) | (2,381,000) | |||
Operating income | 2,141,000 | 2,356,000 | (3,196,000) | 2,627,000 | 7,960,000 | (6,015,000) | (8,455,000) | (3,883,000) | (10,991,000) | |||
Interest and other financing expense, net | 0 | 0 | 0 | 0 | 0 | 0 | (49,000) | (49,000) | (325,000) | |||
Gain on fire insurance recovery | 0 | 0 | 0 | |||||||||
Gain on sale of business | 0 | 0 | 0 | (1,413,000) | (1,413,000) | 0 | ||||||
Income before income taxes and equity in earnings of equity-method investees | 2,141,000 | 2,356,000 | (3,196,000) | 2,627,000 | 7,960,000 | (6,015,000) | (6,993,000) | (2,421,000) | (10,434,000) | |||
Provision for income taxes | 2,338,000 | 1,223,000 | (1,052,000) | 1,547,000 | 3,353,000 | (1,093,000) | (3,154,000) | 652,000 | (491,000) | |||
Equity in net loss (income) of equity-method investees | 0 | 0 | 0 | 0 | 0 | 0 | (139,000) | (139,000) | (14,000) | |||
Income from continuing operations | (2,934,000) | (9,929,000) | ||||||||||
Loss from discontinued operations, net of tax | 0 | 0 | ||||||||||
Net income | $ (30,688,000) | $ (197,000) | $ 1,133,000 | $ (2,144,000) | $ 1,080,000 | $ 4,607,000 | $ (4,922,000) | $ (3,700,000) | $ (2,934,000) | $ (9,929,000) | ||
Basic net income (loss) per common share: | ||||||||||||
Basic net income (loss) per common share, from continuing operations (USD per share) | $ (0.03) | $ (0.10) | ||||||||||
Basic net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | ||||||||||
Basic net income (loss) per common share (USD per share) | $ 0 | $ 0.01 | $ (0.02) | $ 0.01 | $ 0.05 | $ (0.05) | $ (0.04) | (0.03) | (0.10) | |||
Diluted net income (loss) per common share: | ||||||||||||
Diluted net income (loss) per common share, from continuing operations (USD per share) | (0.03) | (0.10) | ||||||||||
Diluted net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | ||||||||||
Diluted net income (loss) per common share (USD per share) | $ 0 | $ 0.01 | $ (0.02) | $ 0.01 | $ 0.04 | $ (0.05) | $ (0.04) | $ (0.03) | $ (0.10) | |||
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 101,703 | 97,750 | |||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 103,421 | 100,006 | |||
Other (income)/expense, net | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (232,000) |
Correction of Immaterial Erro50
Correction of Immaterial Errors To Prior Period Financial Statements - Revised Statements of Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Jul. 01, 2013 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net income | $ (88,597) | $ 48,788 | $ 58,080 | $ 29,158 | $ 72,152 | $ 38,001 | $ 39,653 | $ 15,155 | $ 47,429 | $ 164,962 | $ 129,922 | |
Foreign currency translation adjustments, net of tax | (129,874) | (102,374) | 90,773 | |||||||||
Change in deferred gains (losses) on cash flow hedging instruments | (527) | 1,581 | (1,404) | |||||||||
Change in unrealized loss on available for sale investment | (79) | (906) | (1,842) | |||||||||
Total other comprehensive income (loss), net of tax | (130,480) | (101,699) | 87,527 | |||||||||
Total comprehensive (loss) income | $ (83,051) | 63,263 | 217,449 | |||||||||
As Reported | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net income | 48,985 | 56,947 | 31,302 | 71,072 | 33,394 | 44,575 | 18,855 | 167,896 | 139,851 | |||
Foreign currency translation adjustments, net of tax | (103,209) | 90,625 | ||||||||||
Change in deferred gains (losses) on cash flow hedging instruments | 1,581 | (1,404) | ||||||||||
Change in unrealized loss on available for sale investment | (906) | (1,842) | ||||||||||
Total other comprehensive income (loss), net of tax | (102,534) | 87,379 | ||||||||||
Total comprehensive (loss) income | 65,362 | 227,230 | ||||||||||
Adjustment | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net income | $ (30,688) | $ (197) | $ 1,133 | $ (2,144) | $ 1,080 | $ 4,607 | $ (4,922) | $ (3,700) | (2,934) | (9,929) | ||
Foreign currency translation adjustments, net of tax | 835 | 148 | ||||||||||
Change in deferred gains (losses) on cash flow hedging instruments | 0 | 0 | ||||||||||
Change in unrealized loss on available for sale investment | 0 | 0 | ||||||||||
Total other comprehensive income (loss), net of tax | 835 | 148 | ||||||||||
Total comprehensive (loss) income | $ (2,099) | $ (9,781) |
Correction of Immaterial Erro51
Correction of Immaterial Errors To Prior Period Financial Statements - Revised Consolidated Statements of Cash Flows From Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||
Net income | $ 47,429 | $ 164,962 | $ 129,922 | |||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||
Depreciation and amortization | 65,622 | 57,380 | 48,222 | |||||||
Deferred income taxes | 33,093 | (2,667) | (2,612) | |||||||
Equity in net income of equity-method investees | $ 161 | $ 31 | $ (84) | $ (174) | $ 13 | $ (308) | $ (159) | 47 | (628) | (3,999) |
Stock based compensation | 12,688 | 12,197 | 12,448 | |||||||
Contingent consideration expense | 1,511 | (253) | (983) | |||||||
Loss on sale of business | 0 | 0 | 1,629 | |||||||
Gains on pre-existing ownership interests in HPPC and Empire | 0 | (9,669) | 0 | |||||||
Impairment charges | 127,748 | 0 | 7,504 | |||||||
Other non-cash items, net | 15,038 | (1,434) | 1,175 | |||||||
Increase (decrease) in cash attributable to changes in operating assets and liabilities, net of amounts applicable to acquisitions: | ||||||||||
Accounts receivable | (12,886) | (19,582) | 12,595 | |||||||
Inventories | (15,739) | (30,465) | (24,819) | |||||||
Other current assets | (22,534) | (15,308) | (16,003) | |||||||
Other assets and liabilities | 3,281 | (3,964) | (543) | |||||||
Accounts payable and accrued expenses | (40,665) | 34,913 | 20,232 | |||||||
Net cash provided by operating activities | $ 206,575 | 185,482 | 184,768 | |||||||
As Reported | ||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||
Net income | 167,896 | 139,851 | ||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||
Depreciation and amortization | 56,587 | 48,040 | ||||||||
Deferred income taxes | (11,603) | (1,350) | ||||||||
Equity in net income of equity-method investees | 161 | 31 | (84) | (174) | 13 | (308) | (20) | (489) | (3,985) | |
Stock based compensation | 12,197 | 12,448 | ||||||||
Contingent consideration expense | 280 | (3,026) | ||||||||
Loss on sale of business | 0 | 1,629 | ||||||||
Gains on pre-existing ownership interests in HPPC and Empire | (8,256) | 0 | ||||||||
Impairment charges | 5,510 | 0 | ||||||||
Other non-cash items, net | (1,428) | 1,175 | ||||||||
Increase (decrease) in cash attributable to changes in operating assets and liabilities, net of amounts applicable to acquisitions: | ||||||||||
Accounts receivable | (31,846) | 967 | ||||||||
Inventories | (21,097) | (22,775) | ||||||||
Other current assets | 7,699 | (7,948) | ||||||||
Other assets and liabilities | (3,964) | (5,540) | ||||||||
Accounts payable and accrued expenses | 13,996 | 25,282 | ||||||||
Net cash provided by operating activities | 185,482 | 184,768 | ||||||||
Adjustment | ||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||
Net income | (2,934) | (9,929) | ||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||
Depreciation and amortization | 793 | 182 | ||||||||
Deferred income taxes | 8,936 | (1,262) | ||||||||
Equity in net income of equity-method investees | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (139) | (139) | (14) | |
Stock based compensation | 0 | 0 | ||||||||
Contingent consideration expense | (533) | 2,043 | ||||||||
Loss on sale of business | 0 | 0 | ||||||||
Gains on pre-existing ownership interests in HPPC and Empire | (1,413) | 0 | ||||||||
Impairment charges | (5,510) | 7,504 | ||||||||
Other non-cash items, net | (6) | 0 | ||||||||
Increase (decrease) in cash attributable to changes in operating assets and liabilities, net of amounts applicable to acquisitions: | ||||||||||
Accounts receivable | 12,264 | 11,628 | ||||||||
Inventories | (9,368) | (2,044) | ||||||||
Other current assets | (23,007) | (8,055) | ||||||||
Other assets and liabilities | 0 | 4,997 | ||||||||
Accounts payable and accrued expenses | 20,917 | (5,050) | ||||||||
Net cash provided by operating activities | $ 0 | $ 0 |
Correction of Immaterial Erro52
Correction of Immaterial Errors To Prior Period Financial Statements - Revised Consolidated Statement of Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Dec. 29, 2014 | Jun. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2013 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 107,479 | 105,841 | |||
Beginning balance | $ 1,580,825 | $ 1,664,514 | $ 1,727,667 | $ 1,170,659 | |
Stock split ratio | 2 | 2 | |||
Stock dividend, percent | 100.00% | 100.00% | |||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |
As Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | $ 1,619,867 | $ 1,771,687 | $ 1,201,555 | ||
Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | $ (39,042) | $ (44,020) | $ (30,896) | ||
Common Stock | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 103,143 | 107,479 | 105,841 | 98,044 | |
Beginning balance | $ 1,031 | $ 1,075 | $ 1,058 | $ 980 | |
Common Stock | As Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 103,143 | 105,841 | 98,044 | ||
Beginning balance | $ 1,031 | $ 1,058 | $ 980 | ||
Common Stock | Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 0 | 0 | 0 | ||
Beginning balance | $ 0 | $ 0 | $ 0 | ||
Additional Paid-In Capital | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 970,817 | 1,123,206 | 1,072,427 | 768,284 | |
Additional Paid-In Capital | As Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 969,182 | 1,073,671 | 768,284 | ||
Additional Paid-In Capital | Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 1,635 | (1,244) | 0 | ||
Retained Earnings | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 589,001 | $ 801,392 | 753,963 | 459,079 | |
Retained Earnings | As Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 629,618 | 797,514 | 489,767 | ||
Retained Earnings | Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | $ (40,617) | $ (43,551) | $ (30,688) | ||
Treasury Stock | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 2,906 | 4,018 | 3,229 | 2,672 | |
Beginning balance | $ (40,092) | $ (89,048) | $ (58,150) | $ (30,225) | |
Treasury Stock | As Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 2,906 | 3,229 | 2,672 | ||
Beginning balance | $ (40,092) | $ (58,150) | $ (30,225) | ||
Treasury Stock | Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Common stock, shares issued | 0 | 0 | 0 | ||
Beginning balance | $ 0 | $ 0 | $ 0 | ||
Accumulated Other Comprehensive Income (Loss) | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 60,068 | $ (172,111) | (41,631) | (27,459) | |
Accumulated Other Comprehensive Income (Loss) | As Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | 60,128 | (42,406) | (27,251) | ||
Accumulated Other Comprehensive Income (Loss) | Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Beginning balance | $ (60) | $ 775 | $ (208) |
Correction of Immaterial Erro53
Correction of Immaterial Errors To Prior Period Financial Statements - Revised Segment Net Sales and Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | $ 737,547 | $ 736,663 | $ 743,437 | $ 667,727 | $ 680,565 | $ 652,351 | $ 679,759 | $ 596,938 | $ 2,885,374 | $ 2,609,613 | $ 2,107,822 |
Operating Income | $ (65,138) | 71,148 | 90,078 | 54,272 | 77,339 | 68,154 | 67,997 | 20,372 | 150,360 | 233,862 | 216,746 |
As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 749,862 | 752,589 | 687,188 | 698,136 | 662,739 | 696,383 | 631,257 | 2,688,515 | 2,153,611 | ||
Operating Income | 69,007 | 87,722 | 57,468 | 74,712 | 60,194 | 74,012 | 28,827 | 237,745 | 227,737 | ||
Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | (13,199) | (9,152) | (19,461) | (17,571) | (10,388) | (16,624) | (34,319) | (78,902) | (45,789) | ||
Operating Income | $ 2,141 | $ 2,356 | $ (3,196) | $ 2,627 | $ 7,960 | $ (6,015) | $ (8,455) | (3,883) | (10,991) | ||
Operating Segments | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 2,609,613 | 2,107,822 | |||||||||
Operating Income | 318,937 | 276,934 | 267,321 | ||||||||
Operating Segments | As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 2,688,515 | 2,153,611 | |||||||||
Operating Income | 289,040 | 275,456 | |||||||||
Operating Segments | Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | (78,902) | (45,789) | |||||||||
Operating Income | (12,106) | (8,135) | |||||||||
Operating Segments | United States | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 1,325,996 | 1,247,113 | |||||||||
Operating Income | 209,099 | 188,054 | 201,063 | ||||||||
Operating Segments | United States | As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 1,367,388 | 1,282,175 | |||||||||
Operating Income | 199,901 | 205,864 | |||||||||
Operating Segments | United States | Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | (41,392) | (35,062) | |||||||||
Operating Income | (11,847) | (4,801) | |||||||||
Operating Segments | United Kingdom | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 722,830 | 628,828 | |||||||||
Operating Income | 56,000 | 44,985 | 49,509 | ||||||||
Operating Segments | United Kingdom | As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 735,996 | 637,454 | |||||||||
Operating Income | 46,222 | 52,661 | |||||||||
Operating Segments | United Kingdom | Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | (13,166) | (8,626) | |||||||||
Operating Income | (1,237) | (3,152) | |||||||||
Operating Segments | HPPC | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 337,197 | 0 | |||||||||
Operating Income | 31,558 | 28,685 | 0 | ||||||||
Operating Segments | HPPC | As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 358,582 | 0 | |||||||||
Operating Income | 26,479 | 0 | |||||||||
Operating Segments | HPPC | Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | (21,385) | 0 | |||||||||
Operating Income | 2,206 | 0 | |||||||||
Operating Segments | Rest of World | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 223,590 | 231,881 | |||||||||
Operating Income | 22,280 | 15,210 | 16,749 | ||||||||
Operating Segments | Rest of World | As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | 226,549 | 233,982 | |||||||||
Operating Income | 16,438 | 16,931 | |||||||||
Operating Segments | Rest of World | Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Net sales | (2,959) | (2,101) | |||||||||
Operating Income | (1,228) | (182) | |||||||||
Corporate and Other | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Operating Income | $ (168,577) | (43,072) | (50,575) | ||||||||
Corporate and Other | As Reported | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Operating Income | (51,295) | (47,719) | |||||||||
Corporate and Other | Adjustment | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Operating Income | $ 8,223 | $ (2,856) |
Summary of Significant Accoun54
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | Oct. 25, 2014 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Concentration Risk [Line Items] | |||||||
Gain on fire insurance recovery | $ 9,013 | $ 0 | $ 0 | $ 9,752 | $ 0 | $ 0 | |
Research and development costs | 11,354 | 10,271 | 10,049 | ||||
Advertising costs | 26,968 | 26,061 | $ 20,509 | ||||
Money market securities, fair value | 20,706 | 45,101 | |||||
Deferred income taxes | 0 | $ 38,506 | |||||
Tilda Milling Facility Fire | |||||||
Concentration Risk [Line Items] | |||||||
Gain on fire insurance recovery | $ 9,752 | $ 9,013 | |||||
Insurance settlements receivable | $ 4,234 | ||||||
Trade Receivables from One Customer | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 10.00% | 8.00% | |||||
Trade Receivables from Second Customer | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 9.00% | 7.00% | |||||
Sales to First Customer | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 10.00% | 11.00% | 13.00% | ||||
Sales to Second Customer | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 10.00% | 10.00% | 11.00% |
Summary of Significant Accoun55
Summary of Significant Accounting Policies - PPE Useful Life (Details) | 12 Months Ended |
Jun. 30, 2016 | |
Minimum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 10 years |
Minimum | Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 3 years |
Minimum | Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 3 years |
Minimum | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 3 years |
Maximum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 40 years |
Maximum | Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 20 years |
Maximum | Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 15 years |
Maximum | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 15 years |
Earnings Per Share (Computation
Earnings Per Share (Computation Of Basic And Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Income from continuing operations | $ 47,429 | $ 164,962 | $ 131,551 | ||||||||
Loss from discontinued operations, net of tax | 0 | 0 | (1,629) | ||||||||
Net income | $ (88,597) | $ 48,788 | $ 58,080 | $ 29,158 | $ 72,152 | $ 38,001 | $ 39,653 | $ 15,155 | $ 47,429 | $ 164,962 | $ 129,922 |
Basic weighted average shares outstanding (in shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 103,135 | 101,703 | 97,750 | |
Effect of dilutive stock options, unvested restricted stock and unvested restricted share units (in shares) | 1,048 | 1,718 | 2,256 | ||||||||
Diluted weighted average shares outstanding (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 104,183 | 103,421 | 100,006 | |
Basic net income (loss) per common share, from continuing operations (USD per share) | $ 0.46 | $ 1.62 | $ 1.35 | ||||||||
Basic net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | (0.02) | ||||||||
Basic net income (loss) per common share (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.70 | $ 0.37 | $ 0.39 | $ 0.15 | 0.46 | 1.62 | 1.33 |
Diluted net income (loss) per common share, from continuing operations (USD per share) | 0.46 | 1.60 | 1.32 | ||||||||
Diluted net income (loss) per common share, from discontinued operations (USD per share) | 0 | 0 | (0.02) | ||||||||
Diluted net income (loss) per common share (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.69 | $ 0.37 | $ 0.38 | $ 0.15 | $ 0.46 | $ 1.60 | $ 1.30 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares shares in Thousands | Dec. 29, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock split ratio | 2 | 2 | ||
Stock dividend, percent | 100.00% | 100.00% | ||
Stock Based Awards [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 282 | 107 | 136 |
Acquisitions (Fiscal 2016) (Nar
Acquisitions (Fiscal 2016) (Narrative) (Details) € in Thousands, shares in Thousands, $ in Thousands | Sep. 15, 2016USD ($) | Sep. 15, 2016GBP (£) | Dec. 21, 2015USD ($) | Dec. 21, 2015GBP (£) | Jul. 24, 2015USD ($)shares | Jul. 24, 2015EUR (€)shares | Jun. 30, 2016USD ($) | Jun. 30, 2016GBP (£) | Jun. 30, 2015USD ($) | Jun. 30, 2015GBP (£) | Jun. 30, 2014USD ($) | Dec. 21, 2015GBP (£) |
Business Acquisition [Line Items] | ||||||||||||
Acquisition related costs | $ 3,724 | $ 5,731 | $ 7,238 | |||||||||
Cash paid, net of cash acquired | 157,061 | 104,633 | 177,290 | |||||||||
Contingent consideration paid | £ (1,547,000) | 5,477 | £ (5,477,000) | |||||||||
Acquired finite-lived intangible assets | 41,976 | |||||||||||
FY'16 Acquisitions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash paid, net of cash acquired | 139,061 | |||||||||||
Business combination, contingent consideration | 2,225 | |||||||||||
Equity interest issued in business combination, value | 16,308 | |||||||||||
Orchard House | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash paid, net of cash acquired | $ 114,113 | £ 76,923,000 | ||||||||||
Business combination, contingent consideration | 2,225 | £ 3,000,000 | ||||||||||
Net sales | 88,580 | |||||||||||
Income before income taxes | 4,622 | |||||||||||
Equity interest issued in business combination, value | $ 0 | |||||||||||
Mona | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash paid, net of cash acquired | $ 24,948 | € 22,753 | ||||||||||
Business combination, contingent consideration | $ 0 | |||||||||||
Net sales | 58,767 | |||||||||||
Income before income taxes | 3,464 | |||||||||||
Equity interest issued in business combination (shares) | shares | 240 | 240 | ||||||||||
Equity interest issued in business combination, value | $ 16,308 | |||||||||||
Debt assumed in business combination | € | € 16,252 | |||||||||||
Trade Names | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Indefinite-lived intangible assets acquired | 43,747 | $ 110,087 | ||||||||||
Trade Names | FY'16 Acquisitions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Indefinite-lived intangible assets acquired | 10,965 | |||||||||||
Customer Relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquired finite-lived intangible assets | $ 15,903 | |||||||||||
Acquired finite-lived intangible assets, weighted average useful life | 11 years | 11 years | 13 years | |||||||||
Customer Relationships | FY'16 Acquisitions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquired finite-lived intangible assets | $ 58,726 | |||||||||||
Acquired finite-lived intangible assets, weighted average useful life | 15 years | 15 years | ||||||||||
Subsequent Event | Orchard House | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Contingent consideration paid | $ 2,225 | £ 1,500,000 |
Acquisitions Acquisitions (Fisc
Acquisitions Acquisitions (Fiscal 2015) (Narrative) (Details) £ in Thousands, $ in Thousands | Mar. 04, 2015USD ($) | Feb. 20, 2015USD ($)productperiod | Feb. 20, 2015CADproductperiod | Jul. 17, 2014USD ($)shares | Jun. 22, 2017CAD | Jun. 30, 2016CAD | Sep. 30, 2014USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2016GBP (£) | Jun. 30, 2015USD ($) | Jun. 30, 2015GBP (£) | Jun. 30, 2014USD ($) | Feb. 20, 2015CAD |
Business Acquisition [Line Items] | |||||||||||||
Cash paid, net of cash acquired | $ 157,061 | $ 104,633 | $ 177,290 | ||||||||||
Investments and joint ventures | 20,244 | 2,305 | |||||||||||
Gains on pre-existing ownership interests in HPPC and Empire | $ 0 | 9,669 | 0 | ||||||||||
Contingent consideration paid | £ (1,547) | 5,477 | £ (5,477) | ||||||||||
Acquired finite-lived intangible assets | $ 41,976 | ||||||||||||
HPPC | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business combination, voting interest acquired | 51.30% | ||||||||||||
Cash paid, net of cash acquired | $ 20,310 | ||||||||||||
Equity interest issued in business combination (shares) | shares | 462,856 | ||||||||||||
Equity interest issued in business combination, value | $ 19,690 | ||||||||||||
Equity method investment, ownership percentage | 48.70% | ||||||||||||
Investments and joint ventures | $ 29,327 | ||||||||||||
Gains on pre-existing ownership interests in HPPC and Empire | $ 6,747 | $ 4,183 | |||||||||||
Net sales | 290,593 | ||||||||||||
Income before income taxes | 26,649 | ||||||||||||
Belvedere | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash paid, net of cash acquired | $ 13,988 | CAD 17,454,000 | |||||||||||
Equity interest issued in business combination, value | $ 0 | ||||||||||||
Number of products | product | 200 | 200 | |||||||||||
Contingent consideration, high range | CAD | CAD 4,000,000 | ||||||||||||
Contingent consideration arrangements, number of periods for achievement operating results | period | 2 | 2 | |||||||||||
Contingent consideration arrangements, period for achievement operating results | 1 year | 1 year | |||||||||||
Contingent consideration paid | CAD | CAD 2,000,000 | ||||||||||||
Belvedere | Subsequent Event | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration paid | CAD | CAD 2,000,000 | ||||||||||||
Empire | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business combination, voting interest acquired | 81.00% | 19.00% | |||||||||||
Cash paid, net of cash acquired | $ 57,595 | ||||||||||||
Equity interest issued in business combination, value | 0 | ||||||||||||
Gains on pre-existing ownership interests in HPPC and Empire | 2,922 | ||||||||||||
Net sales | 46,604 | ||||||||||||
Income before income taxes | 4,752 | ||||||||||||
Noncontrolling interest | $ 6,864 | ||||||||||||
Trade Names | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Indefinite-lived intangible assets acquired | 43,747 | $ 110,087 | |||||||||||
Customer Relationships | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquired finite-lived intangible assets | $ 15,903 | ||||||||||||
Acquired finite-lived intangible assets, weighted average useful life | 11 years | 11 years | 13 years | ||||||||||
Patents | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquired finite-lived intangible assets | $ 1,700 | ||||||||||||
Acquired finite-lived intangible assets, weighted average useful life | 9 years | 9 years |
Acquisitions (Fiscal 2014) (Nar
Acquisitions (Fiscal 2014) (Narrative) (Details) £ in Thousands, $ in Thousands | Jan. 13, 2015USD ($)shares | Jan. 13, 2015GBP (£)shares | Jun. 18, 2014USD ($)shares | Jun. 18, 2014GBP (£)shares | Apr. 28, 2014USD ($)productshares | Jan. 13, 2014countryproduct | Jun. 30, 2016USD ($)country | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) |
Business Acquisition [Line Items] | |||||||||
Cash paid, net of cash acquired | $ 157,061 | $ 104,633 | $ 177,290 | ||||||
Number of countries in which company operates | country | 80 | ||||||||
Acquired finite-lived intangible assets | 41,976 | ||||||||
Rudi’s | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of products | product | 60 | ||||||||
Cash paid, net of cash acquired | $ 50,807 | ||||||||
Equity interest issued in business combination (shares) | shares | 267,488 | ||||||||
Equity interest issued in business combination, value | $ 11,168 | ||||||||
Business combination, contingent consideration | $ 0 | ||||||||
Tilda | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of products | product | 60 | ||||||||
Cash paid, net of cash acquired | $ 123,822 | ||||||||
Equity interest issued in business combination (shares) | shares | 266,984 | 266,984 | 3,292,346 | 3,292,346 | |||||
Equity interest issued in business combination, value | $ 148,353 | ||||||||
Number of countries in which company operates | country | 40 | ||||||||
Deferred consideration payments | $ 15,114 | £ 10,000 | £ 20,000 | ||||||
Business combination, contingent consideration | $ 32,958 | ||||||||
Contingent consideration arrangements, period for achievement operating results | 1 year | 1 year | |||||||
Foreign currency transaction gain | $ 3,397 | ||||||||
Net sales | 101,119 | ||||||||
Income before income taxes | $ 12,909 | ||||||||
Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired finite-lived intangible assets | $ 15,903 | ||||||||
Acquired finite-lived intangible assets, weighted average useful life | 11 years | 13 years | |||||||
Trade Names | |||||||||
Business Acquisition [Line Items] | |||||||||
Indefinite-lived intangible assets acquired | $ 43,747 | $ 110,087 |
Acquisitions (Components Of Pre
Acquisitions (Components Of Preliminary Purchase Price Allocations) (Details) € in Thousands, CAD in Thousands, $ in Thousands | Dec. 21, 2015USD ($) | Dec. 21, 2015GBP (£) | Jul. 24, 2015USD ($) | Jul. 24, 2015EUR (€) | Mar. 04, 2015USD ($) | Feb. 20, 2015USD ($) | Feb. 20, 2015CAD | Jul. 17, 2014USD ($) | Jun. 18, 2014USD ($) | Apr. 28, 2014USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Dec. 21, 2015GBP (£) |
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | $ 157,061 | $ 104,633 | $ 177,290 | |||||||||||
Allocation: | ||||||||||||||
Goodwill | 1,060,336 | 1,135,678 | 1,137,873 | |||||||||||
FY'16 Acquisitions | ||||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | 139,061 | |||||||||||||
Equity interest issued in business combination, value | 16,308 | |||||||||||||
Business combination, contingent consideration | 2,225 | |||||||||||||
Total consideration transferred | 157,594 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 36,486 | |||||||||||||
Property, plant and equipment | 35,177 | |||||||||||||
Other long term assets | 226 | |||||||||||||
Identifiable intangible assets | 69,691 | |||||||||||||
Deferred taxes | (10,475) | |||||||||||||
Assumed liabilities | (51,311) | |||||||||||||
Goodwill | 77,800 | |||||||||||||
Total assets acquired and liabilities assumed | $ 157,594 | |||||||||||||
Mona | ||||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | $ 24,948 | € 22,753 | ||||||||||||
Equity interest issued in business combination, value | 16,308 | |||||||||||||
Business combination, contingent consideration | 0 | |||||||||||||
Total consideration transferred | 41,256 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 17,526 | |||||||||||||
Property, plant and equipment | 16,583 | |||||||||||||
Other long term assets | 226 | |||||||||||||
Identifiable intangible assets | 14,803 | |||||||||||||
Deferred taxes | (1,012) | |||||||||||||
Assumed liabilities | (27,651) | |||||||||||||
Goodwill | 20,781 | |||||||||||||
Total assets acquired and liabilities assumed | $ 41,256 | |||||||||||||
Orchard House | ||||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | $ 114,113 | £ 76,923,000 | ||||||||||||
Equity interest issued in business combination, value | 0 | |||||||||||||
Business combination, contingent consideration | 2,225 | £ 3,000,000 | ||||||||||||
Total consideration transferred | 116,338 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 18,960 | |||||||||||||
Property, plant and equipment | 18,594 | |||||||||||||
Other long term assets | 0 | |||||||||||||
Identifiable intangible assets | 54,888 | |||||||||||||
Deferred taxes | (9,463) | |||||||||||||
Assumed liabilities | (23,660) | |||||||||||||
Goodwill | 57,019 | |||||||||||||
Total assets acquired and liabilities assumed | $ 116,338 | |||||||||||||
FY'15 Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Carrying value of pre-existing interest, after fair value adjustments: | 45,860 | |||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | 91,893 | |||||||||||||
Equity interest issued in business combination, value | 19,690 | |||||||||||||
Business combination, contingent consideration | 1,603 | |||||||||||||
Total consideration transferred | 159,046 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 80,780 | |||||||||||||
Property, plant and equipment | 44,531 | |||||||||||||
Other long term assets | 7,288 | |||||||||||||
Identifiable intangible assets | 61,350 | |||||||||||||
Deferred taxes | (18,164) | |||||||||||||
Assumed liabilities | (60,144) | |||||||||||||
Goodwill | 43,405 | |||||||||||||
Total assets acquired and liabilities assumed | $ 159,046 | |||||||||||||
HPPC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Carrying value of pre-existing interest, after fair value adjustments: | $ 36,074 | |||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | 20,310 | |||||||||||||
Equity interest issued in business combination, value | 19,690 | |||||||||||||
Business combination, contingent consideration | 0 | |||||||||||||
Total consideration transferred | 76,074 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 50,464 | |||||||||||||
Property, plant and equipment | 29,599 | |||||||||||||
Other long term assets | 7,288 | |||||||||||||
Identifiable intangible assets | 20,700 | |||||||||||||
Deferred taxes | 490 | |||||||||||||
Assumed liabilities | (42,332) | |||||||||||||
Goodwill | 9,865 | |||||||||||||
Total assets acquired and liabilities assumed | $ 76,074 | |||||||||||||
Belvedere | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Carrying value of pre-existing interest, after fair value adjustments: | $ 0 | |||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | 13,988 | CAD 17,454 | ||||||||||||
Equity interest issued in business combination, value | 0 | |||||||||||||
Business combination, contingent consideration | 1,603 | |||||||||||||
Total consideration transferred | 15,591 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 10,542 | |||||||||||||
Property, plant and equipment | 2,598 | |||||||||||||
Other long term assets | 0 | |||||||||||||
Identifiable intangible assets | 5,850 | |||||||||||||
Deferred taxes | (3,890) | |||||||||||||
Assumed liabilities | (1,825) | |||||||||||||
Goodwill | 2,316 | |||||||||||||
Total assets acquired and liabilities assumed | $ 15,591 | |||||||||||||
Empire | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Carrying value of pre-existing interest, after fair value adjustments: | $ 9,786 | |||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | 57,595 | |||||||||||||
Equity interest issued in business combination, value | 0 | |||||||||||||
Business combination, contingent consideration | 0 | |||||||||||||
Total consideration transferred | 67,381 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 19,774 | |||||||||||||
Property, plant and equipment | 12,334 | |||||||||||||
Other long term assets | 0 | |||||||||||||
Identifiable intangible assets | 34,800 | |||||||||||||
Deferred taxes | (14,764) | |||||||||||||
Assumed liabilities | (15,987) | |||||||||||||
Goodwill | 31,224 | |||||||||||||
Total assets acquired and liabilities assumed | $ 67,381 | |||||||||||||
FY'14 Acquisitions | ||||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | 174,629 | |||||||||||||
Equity interest issued in business combination, value | 159,521 | |||||||||||||
Business combination, contingent consideration | 32,958 | |||||||||||||
Total consideration transferred | 367,108 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 96,628 | |||||||||||||
Property, plant and equipment | 43,580 | |||||||||||||
Identifiable intangible assets | 152,063 | |||||||||||||
Deferred taxes | (24,595) | |||||||||||||
Assumed liabilities | (100,433) | |||||||||||||
Goodwill | 199,865 | |||||||||||||
Total assets acquired and liabilities assumed | $ 367,108 | |||||||||||||
Tilda | ||||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | $ 123,822 | |||||||||||||
Equity interest issued in business combination, value | 148,353 | |||||||||||||
Business combination, contingent consideration | 32,958 | |||||||||||||
Total consideration transferred | 305,133 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 88,470 | |||||||||||||
Property, plant and equipment | 39,806 | |||||||||||||
Identifiable intangible assets | 124,549 | |||||||||||||
Deferred taxes | (26,527) | |||||||||||||
Assumed liabilities | (93,743) | |||||||||||||
Goodwill | 172,578 | |||||||||||||
Total assets acquired and liabilities assumed | $ 305,133 | |||||||||||||
Rudi’s | ||||||||||||||
Purchase Price: | ||||||||||||||
Cash paid, net of cash acquired | $ 50,807 | |||||||||||||
Equity interest issued in business combination, value | 11,168 | |||||||||||||
Business combination, contingent consideration | 0 | |||||||||||||
Total consideration transferred | 61,975 | |||||||||||||
Allocation: | ||||||||||||||
Current assets, excluding cash acquired | 8,158 | |||||||||||||
Property, plant and equipment | 3,774 | |||||||||||||
Identifiable intangible assets | 27,514 | |||||||||||||
Deferred taxes | 1,932 | |||||||||||||
Assumed liabilities | (6,690) | |||||||||||||
Goodwill | 27,287 | |||||||||||||
Total assets acquired and liabilities assumed | $ 61,975 |
Acquisitions Acquisitions (Pro
Acquisitions Acquisitions (Pro Forma Results) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
FY'16 Acquisitions | |||
Business Acquisition [Line Items] | |||
Net sales from continuing operations | $ 2,973,872 | $ 2,947,536 | |
Net income from continuing operations | $ 51,270 | $ 177,435 | |
Net income per common share from continuing operations - diluted (USD per share) | $ 0.49 | $ 1.71 | |
FY'15 Acquisitions | |||
Business Acquisition [Line Items] | |||
Net sales from continuing operations | $ 2,718,466 | $ 2,512,384 | |
Net income from continuing operations | $ 168,196 | $ 138,286 | |
Net income per common share from continuing operations - diluted (USD per share) | $ 1.63 | $ 1.38 | |
FY'14 Acquisitions | |||
Business Acquisition [Line Items] | |||
Net sales from continuing operations | $ 2,264,751 | ||
Net income from continuing operations | $ 141,605 | ||
Net income per common share from continuing operations - diluted (USD per share) | $ 1.40 |
Inventories (Components Of Inve
Inventories (Components Of Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Inventory, Net [Abstract] | ||
Finished goods | $ 238,184 | $ 261,192 |
Raw materials, work-in-progress and packaging | 170,380 | 136,127 |
Total inventories | $ 408,564 | $ 397,319 |
Property, Plant And Equipment64
Property, Plant And Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 602,233 | $ 538,176 | |
Less: Accumulated depreciation and amortization | 212,392 | 184,512 | |
Property, plant and equipment, net | 389,841 | 353,664 | |
Depreciation | 38,124 | 32,293 | $ 26,245 |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 35,825 | 36,386 | |
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 102,086 | 88,507 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 358,362 | 330,573 | |
Computer hardware and software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 48,829 | 36,346 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 14,165 | 10,272 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 28,471 | 25,752 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 14,495 | $ 10,340 |
Goodwill And Other Intangible65
Goodwill And Other Intangible Assets (Changes In Carrying Amount Of Goodwill) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill | ||||
Goodwill | $ 1,135,678 | $ 1,137,873 | ||
Acquisitions | 76,812 | 46,794 | ||
Impairment charge | (84,548) | 0 | $ 0 | |
Translation and other adjustments, net | (67,606) | (48,989) | ||
Goodwill | $ 1,060,336 | 1,060,336 | 1,135,678 | 1,137,873 |
Accumulated impairment charge | 126,577 | 126,577 | 42,029 | 42,029 |
United States | ||||
Goodwill | ||||
Goodwill | 610,745 | 610,228 | ||
Acquisitions | 0 | 3,792 | ||
Impairment charge | 0 | |||
Translation and other adjustments, net | (5,043) | (3,275) | ||
Goodwill | 605,702 | 605,702 | 610,745 | 610,228 |
United Kingdom | ||||
Goodwill | ||||
Goodwill | 420,721 | 458,421 | ||
Acquisitions | 57,019 | (1,395) | ||
Impairment charge | (84,548) | (84,548) | ||
Translation and other adjustments, net | (60,631) | (36,305) | ||
Goodwill | 332,561 | 332,561 | 420,721 | 458,421 |
Accumulated impairment charge | 97,358 | 97,358 | 12,810 | 12,810 |
Hain Pure Protein | ||||
Goodwill | ||||
Goodwill | 41,970 | 0 | ||
Acquisitions | (881) | 41,970 | ||
Impairment charge | 0 | |||
Translation and other adjustments, net | 0 | 0 | ||
Goodwill | 41,089 | 41,089 | 41,970 | 0 |
Rest of World | ||||
Goodwill | ||||
Goodwill | 62,242 | 69,224 | ||
Acquisitions | 20,674 | 2,427 | ||
Impairment charge | 0 | |||
Translation and other adjustments, net | (1,932) | (9,409) | ||
Goodwill | 80,984 | 80,984 | 62,242 | 69,224 |
Europe | ||||
Goodwill | ||||
Accumulated impairment charge | $ 29,219 | $ 29,219 | $ 29,219 | $ 29,219 |
Goodwill And Other Intangible66
Goodwill And Other Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Goodwill impairment | $ 84,548,000 | $ 0 | $ 0 | |
Intangibles impairment | $ 39,724,000 | $ 39,724,000 | $ 0 | 6,399,000 |
Weighted average remaining amortization period | 11 years | |||
Minimum | ||||
Segment Reporting Information [Line Items] | ||||
Finite-lived intangible asset, useful life | 3 years | |||
Maximum | ||||
Segment Reporting Information [Line Items] | ||||
Finite-lived intangible asset, useful life | 25 years | |||
Other Segments | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill impairment | $ 82,614,000 | |||
United Kingdom | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill impairment | $ 84,548,000 | 84,548,000 | ||
Intangibles impairment | 20,932,000 | $ 6,399,000 | ||
United States | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill impairment | 0 | |||
Intangibles impairment | 18,792,000 | |||
Orchard House | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill impairment | $ 1,934,000 |
Goodwill And Other Intangible67
Goodwill And Other Intangible Assets (Components of Other Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | |
Non-amortized intangible assets: | ||||||
Trademarks and tradenames | $ 507,263 | $ 441,140 | $ 507,263 | |||
Amortized intangible assets: | ||||||
Other intangibles | 207,609 | 245,040 | 207,609 | |||
Less: accumulated amortization | (68,480) | (81,393) | (68,480) | |||
Net carrying amount | 646,392 | 604,787 | 646,392 | |||
Impairment charge | $ 0 | $ 0 | $ 0 | $ 0 | ||
Trademarks and Tradenames | ||||||
Amortized intangible assets: | ||||||
Impairment charge | $ 46,123 | $ 6,399 |
Goodwill And Other Intangible68
Goodwill And Other Intangible Assets (Amortization Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $ 18,869 | $ 17,846 | $ 15,440 |
Goodwill And Other Intangible69
Goodwill And Other Intangible Assets (Expected Amortization Expense Over Next Five Fiscal Years) (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,017 | $ 19,036 |
2,018 | 18,852 |
2,019 | 16,214 |
2,020 | 14,988 |
2,021 | $ 14,539 |
Accrued Expenses and Other Cu70
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Accrued Liabilities, Current [Abstract] | ||
Payroll, employee benefits and other administrative accruals | $ 43,774 | $ 51,979 |
Freight and warehousing accruals | 16,007 | 12,713 |
Selling and marketing related accruals | 9,826 | 8,335 |
Litigation accrual | 1,200 | 7,700 |
Contingent consideration | 3,553 | 0 |
Other accruals | 4,443 | 4,906 |
Accrued expenses and other current liabilities | $ 78,803 | $ 85,633 |
Debt and Borrowings Debt and 71
Debt and Borrowings Debt and Borrowings (Schedule of Debt Balances) (Details) - USD ($) | Jun. 30, 2016 | Jun. 30, 2015 |
Debt Instrument [Line Items] | ||
Senior notes outstanding | $ 0 | $ 150,000,000 |
Other borrowings | 15,703,000 | 4,067,000 |
Long-term debt | 862,684,000 | 843,883,000 |
Short-term borrowings and current portion of long-term debt | 26,513,000 | 31,275,000 |
Long-term debt, less current portion | 836,171,000 | 812,608,000 |
Credit Agreement borrowings payable to banks | ||
Debt Instrument [Line Items] | ||
Borrowings outstanding under credit agreement | 827,860,000 | 660,216,000 |
Tilda short-term borrowing arrangements | ||
Debt Instrument [Line Items] | ||
Borrowings outstanding under credit agreement | $ 19,121,000 | $ 29,600,000 |
Debt and Borrowings (Narrative)
Debt and Borrowings (Narrative) (Details) | May 02, 2016USD ($) | Dec. 12, 2014USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2016GBP (£) | Jun. 30, 2016EUR (€) |
Line of Credit Facility [Line Items] | |||||||
Line of credit potential incremental borrowing capacity post-amendment | $ 350,000,000 | ||||||
Revolving credit facility expiration date | Dec. 12, 2019 | ||||||
Interest coverage ratio | 4 | ||||||
Leverage ratio | 3.5 | ||||||
Consolidated leverage ratio | 4 | ||||||
Aggregate principal amount of senior notes | $ 150,000,000 | ||||||
Senior notes term, in years | 10 years | ||||||
Senior notes maturity date | May 2, 2016 | ||||||
Senior notes interest percentage | 5.98% | ||||||
Senior notes outstanding | $ 0 | $ 150,000,000 | |||||
Interest paid | 24,288,000 | $ 22,865,000 | $ 20,560,000 | ||||
Credit Agreement borrowings payable to banks | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit facility | $ 1,000,000,000 | ||||||
Borrowing under letters of credit | 827,860,000 | ||||||
Remaining borrowing capacity | $ 168,272,000 | ||||||
Long-term debt, weighted average interest rate | 1.81% | 1.81% | 1.81% | ||||
Letter of credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowing under letters of credit | $ 3,868,000 | ||||||
Tilda short-term borrowing arrangements | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit facility | £ | £ 52,000,000 | ||||||
Debt instrument, term | 6 months | ||||||
Short-term debt, weighted average interest rate | 2.50% | 2.50% | 2.50% | ||||
Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit facility | € | € 12,500,000 | ||||||
Mona | |||||||
Line of Credit Facility [Line Items] | |||||||
Short-term debt, weighted average interest rate | 1.10% | 1.10% | 1.10% | ||||
Minimum | Credit Agreement borrowings payable to banks | |||||||
Line of Credit Facility [Line Items] | |||||||
Unused capacity, commitment fee, percentage | 0.20% | ||||||
Minimum | Eurocurrency Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 0.875% | ||||||
Minimum | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 0.00% | ||||||
Maximum | Credit Agreement borrowings payable to banks | |||||||
Line of Credit Facility [Line Items] | |||||||
Unused capacity, commitment fee, percentage | 0.30% | ||||||
Maximum | Eurocurrency Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 1.70% | ||||||
Maximum | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 0.70% |
Debt and Borrowings Debt and 73
Debt and Borrowings Debt and Borrowings (Maturities of Debt Instruments) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Debt Disclosure [Abstract] | ||
2,017 | $ 26,513 | |
2,018 | 838 | |
2,019 | 484 | |
2,020 | 829,625 | |
2,021 | 1,676 | |
Thereafter | 3,548 | |
Long-term debt | $ 862,684 | $ 843,883 |
Income Taxes (Components of Inc
Income Taxes (Components of Income Before Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ 158,025 | $ 170,884 | $ 154,773 | ||||||||
Foreign | (39,617) | 41,985 | 42,387 | ||||||||
Income before income taxes and equity in earnings of equity-method investees | $ (77,572) | $ 72,863 | $ 80,713 | $ 42,404 | $ 76,265 | $ 59,514 | $ 59,183 | $ 17,907 | $ 118,408 | $ 212,869 | $ 197,160 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Current: | ||||||||||
Federal | $ 21,304 | $ 32,910 | $ 47,660 | |||||||
State and local | 1,798 | 8,311 | 7,640 | |||||||
Foreign | 14,737 | 9,981 | 16,920 | |||||||
Current income tax expense | 37,839 | 51,202 | 72,220 | |||||||
Deferred: | ||||||||||
Federal | 30,711 | (912) | 2,241 | |||||||
State and local | 5,017 | (1,069) | (186) | |||||||
Foreign | (2,635) | (686) | (4,667) | |||||||
Deferred income tax expense | 33,093 | (2,667) | (2,612) | |||||||
Total | $ 23,914 | $ 22,602 | $ 13,330 | $ 4,287 | $ 21,500 | $ 19,838 | $ 2,911 | $ 70,932 | $ 48,535 | $ 69,608 |
Income Taxes Income Taxes (Narr
Income Taxes Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Operating Loss Carryforwards [Line Items] | ||||
Cash paid for income taxes, net of refunds | $ 44,225 | $ 47,317 | $ 47,339 | |
Tax credit carry forwards | 877 | 877 | ||
Undistributed earnings of foreign subsidiaries | 411,000 | |||
Valuation allowances | 15,310 | 10,926 | 10,952 | |
Unrecognized tax benefits | 16,019 | 10,759 | 11,058 | $ 2,507 |
Unrecognized tax benefits that would impact effective tax rate | 10,826 | 9,375 | $ 10,041 | |
Interest and penalties, accrued | 650 | 353 | ||
Decrease in unrecognized tax benefits, reasonably possible | 4,200 | |||
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 38,433 | 42,880 | ||
Foreign | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | $ 42,573 | $ 45,027 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Expected Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Effective Income Tax Rate Reconciliation, Amount | ||||||||||
Expected United States federal income tax at statutory rate | $ 41,443 | $ 74,504 | $ 69,006 | |||||||
State income taxes, net of federal benefit | 5,447 | 4,795 | 4,862 | |||||||
Domestic manufacturing deduction | (1,233) | (1,210) | (2,642) | |||||||
Foreign income at different rates | (2,861) | (9,515) | (295) | |||||||
Goodwill impairment | 23,172 | 0 | 0 | |||||||
Change in Valuation Allowance | 5,067 | 963 | 0 | |||||||
Corporate tax reorganization | (4,173) | (20,670) | 0 | |||||||
Unrealized foreign exchange losses | 7,056 | 0 | 0 | |||||||
Non-taxable gains on acquisition of pre-existing ownership interests in HPPC and Empire | 0 | (2,793) | 0 | |||||||
Reduction of deferred tax liabilities resulting from change in United Kingdom tax rate | (4,942) | 0 | (3,739) | |||||||
Other | 1,956 | 2,461 | 2,416 | |||||||
Total | $ 23,914 | $ 22,602 | $ 13,330 | $ 4,287 | $ 21,500 | $ 19,838 | $ 2,911 | $ 70,932 | $ 48,535 | $ 69,608 |
Effective Income Tax Rate Reconciliation, Percent | ||||||||||
Federal statutory income tax rate, percent | 35.00% | 35.00% | 35.00% | |||||||
State income taxes, net of federal benefit, percent | 4.60% | 2.20% | 2.50% | |||||||
Domestic manufacturing deduction, percent | (1.00%) | (0.60%) | (1.30%) | |||||||
Foreign income at different rates, percent | (2.40%) | (4.50%) | (0.10%) | |||||||
Goodwill Impairment, percent | 19.60% | 0.00% | 0.00% | |||||||
Change in Valuation Allowance, percent | 4.30% | 0.50% | 0.00% | |||||||
Corporate tax reorganization, percent | (3.50%) | (9.70%) | (0.00%) | |||||||
Unrealized foreign exchange losses, percent | 6.00% | 0.00% | 0.00% | |||||||
Non-taxable gains on acquisition of pre-existing ownership interests in HPPC and Empire, percent | 0.00% | (1.30%) | 0.00% | |||||||
Reduction of deferred tax liabilities resulting from change in United Kingdom tax rate, percent | (4.20%) | 0.00% | (1.90%) | |||||||
Other, percent | 1.50% | 1.20% | 1.10% | |||||||
Provision for income taxes, percent | 59.90% | 22.80% | 35.30% |
Income Taxes (Components of Def
Income Taxes (Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Current deferred tax assets: | |||
Basis difference on inventory | $ 0 | $ 13,730 | |
Reserves not currently deductible | 0 | 22,804 | |
Other | 0 | 1,972 | |
Current deferred tax assets | 0 | 38,506 | |
Noncurrent deferred tax assets/(liabilities): | |||
Basis difference on inventory | 11,232 | 0 | |
Reserves not currently deductible | 17,652 | 0 | |
Basis difference on intangible assets | (145,673) | (154,009) | |
Basis difference on property and equipment | (25,933) | (23,415) | |
Other comprehensive income | (4,623) | (1,217) | |
Net operating loss and tax credit carryforwards | 25,340 | 28,875 | |
Stock based compensation | 4,632 | 6,828 | |
Other | 1,176 | 2,723 | |
Valuation allowances | (15,310) | (10,926) | $ (10,952) |
Noncurrent deferred tax liabilities, net | (131,507) | (151,141) | |
Total net deferred tax liabilities | $ (131,507) | $ (112,635) |
Income Taxes (Changes in Valuat
Income Taxes (Changes in Valuation Allowances) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Valuation Allowance [Roll Forward] | ||
Balance at beginning of year | $ 10,926 | $ 10,952 |
Balance at end of year | 15,310 | 10,926 |
Additions charged to income tax expense | ||
Valuation Allowance [Roll Forward] | ||
Change in valuation allowance | 7,484 | 963 |
Reductions credited to income tax expense | ||
Valuation Allowance [Roll Forward] | ||
Change in valuation allowance | (2,417) | 0 |
Currency translation adjustments | ||
Valuation Allowance [Roll Forward] | ||
Change in valuation allowance | $ (683) | $ (989) |
Income Taxes (Unrecognized Tax
Income Taxes (Unrecognized Tax Benefits Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 10,759 | $ 11,058 | $ 2,507 |
Additions based on tax positions related to the current year | 4,276 | 1,089 | 5,946 |
Additions based on tax positions related to prior years | 1,404 | 202 | 3,511 |
Reductions due to lapse in statute of limitations and settlements | (420) | (1,590) | (906) |
Balance at end of year | $ 16,019 | $ 10,759 | $ 11,058 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - shares | Jun. 30, 2016 | Jun. 30, 2015 |
Stockholders' Equity Note [Abstract] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Total other comprehensive income (loss), net of tax | $ (130,480,000) | $ (101,699,000) | $ 87,527,000 |
Foreign currency translation adjustments | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive income (loss) before reclassifications | (129,874,000) | (102,374,000) | |
Deferred gains/(losses) on cash flow hedging instruments | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive income (loss) before reclassifications | 4,666,000 | 5,449,000 | |
Amounts reclassified into income | (5,193,000) | (3,868,000) | |
Reclassified into income, before taxes | 6,788,000 | 5,087,000 | |
Unrealized gain on available for sale investment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive income (loss) before reclassifications | (79,000) | (595,000) | |
Amounts reclassified into income | 0 | (311,000) | |
Reclassified into income, before taxes | 0 | ||
Intra-entity foreign currency transactions | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive income (loss) before reclassifications | $ 107,221,000 | $ 65,185,000 |
Stock Based Compensation And 83
Stock Based Compensation And Incentive Performance Plans (Stock Plans Narrative) (Details) | 12 Months Ended | ||||||
Jun. 30, 2016planshares | Jun. 30, 2015shares | Jun. 30, 2014shares | Jun. 30, 2013shares | Nov. 30, 2012shares | Dec. 31, 2003shares | May 31, 2000shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shareholder-approved plans | plan | 2 | ||||||
Options outstanding (in shares) | 342,000 | 1,249,000 | 2,674,000 | 3,558,000 | |||
Equity instruments other than options, nonvested (in shares) | 1,121,000 | 1,145,000 | 1,259,000 | 1,547,000 | |||
Number of shares available for grant | 13,326,000 | ||||||
Long Term Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock reserved for issuance (in shares) | 31,500,000 | ||||||
Awards denominated in shares of common stock other than options and stock appreciation rights, value again available share limit | 2.07 | ||||||
Expiration period | 7 years | ||||||
Options granted in the period (in shares) | 0 | 0 | 0 | ||||
Equity instruments other than options granted in the period (in shares) | 498,000 | 440,000 | 388,000 | ||||
Options outstanding (in shares) | 220,000 | ||||||
Equity instruments other than options, nonvested (in shares) | 1,104,000 | ||||||
Number of shares available for grant | 11,859,000 | ||||||
Long Term Incentive Plan | Before Amendments | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock reserved for issuance (in shares) | 3,200,000 | ||||||
Executive Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Equity instruments other than options granted in the period (in shares) | 366,000 | 365,000 | 353,000 | ||||
Executive Incentive Plan | Subject To Achievement | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Equity instruments other than options granted in the period (in shares) | 284,000 | 109,000 | 75,000 | ||||
Directors Stock Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock reserved for issuance (in shares) | 1,900,000 | ||||||
Expiration period | 7 years | ||||||
Options granted in the period (in shares) | 0 | 0 | 0 | ||||
Equity instruments other than options granted in the period (in shares) | 0 | 20,000 | 28,000 | ||||
Equity instruments other than options, nonvested (in shares) | 18,000 | ||||||
Directors Stock Plan | Before Amendments | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock reserved for issuance (in shares) | 1,500,000 | ||||||
Prior Hain And Celestial Plans | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 122,000 |
Stock Based Compensation And 84
Stock Based Compensation And Incentive Performance Plans (Compensation Cost And Related Income Tax Benefits Recognized) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Compensation cost (included in selling, general and administrative expense) | $ 12,688 | $ 12,197 | $ 12,448 |
Related income tax benefit | $ 4,758 | $ 4,695 | $ 4,787 |
Stock Based Compensation And 85
Stock Based Compensation And Incentive Performance Plans (Summary Of Stock Option Activity) (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Outstanding | |||
Outstanding at beginning of year (in shares) | 1,249 | 2,674 | 3,558 |
Exercised (in shares) | (907) | (1,425) | (883) |
Canceled and expired (in shares) | 0 | 0 | (1) |
Outstanding at end of the year (in shares) | 342 | 1,249 | 2,674 |
Options exercisable at year end (in shares) | 342 | 1,249 | 2,674 |
Weighted Average Exercise Price | |||
Outstanding options weighted average cost, beginning of the year (USD per share) | $ 6.12 | $ 9.83 | $ 9.44 |
Weighted average cost, exercised (USD per share) | 5.91 | 13.08 | 8.30 |
Canceled and expired, weighted average cost (USD per share) | 0 | 0 | 8.01 |
Options outstanding, weighted average cost, end of the year (USD per share) | 6.66 | 6.12 | 9.83 |
Options exercisable at the end of the year, weighted average cost (USD per share) | $ 6.66 | $ 6.12 | $ 9.83 |
Stock Based Compensation And 86
Stock Based Compensation And Incentive Performance Plans (Schedule Of Cash Proceeds Received From Share-Based Payment Awards) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Intrinsic value of options exercised | $ 27,147 | $ 62,213 | $ 29,778 |
Cash received from stock option exercises | 0 | 18,643 | 7,320 |
Tax benefit recognized from stock option exercises | $ 10,587 | $ 24,213 | $ 11,584 |
Stock Based Compensation And 87
Stock Based Compensation And Incentive Performance Plans (Other Narrative) (Details) | Jul. 03, 2012USD ($)tranchetarget$ / sharesshares | Dec. 31, 2015USD ($)shares | Jun. 30, 2016USD ($)conditionshares | Jun. 30, 2015USD ($)shares | Jun. 30, 2014USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate intrinsic value of outstanding options | $ | $ 14,721,000 | ||||
Weighted average remaining contractual life | 5 years 7 months | ||||
Unrecognized compensation expense | $ | $ 0 | ||||
CEO Grant July 2012 granted (in shares) | shares | 13,326,000 | ||||
CEO Grant July 2012 Total Fair Value | $ | $ 10,203,000 | $ 16,462,000 | $ 9,303,000 | ||
Nonvested awards other than options, unrecognized cots | $ | $ 16,754,000 | ||||
LTIP value settled after deducting initial equity grants | $ | $ 4,400,000 | ||||
Shares issued in the period (in shares) | shares | 416,000 | 311,000 | 225,000 | ||
Compensation expense, other than stock based equity or TSR grants | $ | $ 2,037,000 | $ 4,967,000 | $ 9,495,000 | ||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation costs not yet recognized, period for recognition | 1 year 8 months | ||||
Long Term Incentive Plan 2015-2016 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award requisite service period | 2 years | ||||
Long Term Incentive Plan 2016-2018 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award requisite service period | 3 years | ||||
Conversion of common stock | shares | 1 | ||||
Long Term Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
CEO Grant July 2012 granted (in shares) | shares | 11,859,000 | ||||
Performance Based | Long Term Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued in the period (in shares) | shares | 82,000 | ||||
CEO | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
CEO Grant July 2012 granted (in shares) | shares | 800,000 | ||||
Number of share price targets | target | 4 | ||||
Consecutive trading days | 45 days | ||||
Award vesting period | 5 years | ||||
CEO Grant July 2012 Total Fair Value | $ | $ 16,151,000 | ||||
Compensation costs not yet recognized, period for recognition | 4 years | ||||
Number of market conditions | condition | 4 | ||||
Number of tranches | tranche | 4 | ||||
CEO | Tranche One | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
CEO Grant July 2012 granted (in shares) | shares | 200,000 | ||||
CEO Grant July 2012 Market Price Targets (in USD per share) | $ / shares | $ 31.25 | ||||
CEO | Tranche Two | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
CEO Grant July 2012 Market Price Targets (in USD per share) | $ / shares | 36.25 | ||||
CEO | Tranche Three | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
CEO Grant July 2012 Market Price Targets (in USD per share) | $ / shares | 41.25 | ||||
CEO | Tranche Four | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
CEO Grant July 2012 Market Price Targets (in USD per share) | $ / shares | $ 50 |
Stock Based Compensation And 88
Stock Based Compensation And Incentive Performance Plans (Non-Vested Restricted Stock And Restricted Share Unit Awards) (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Number of Shares | |||
Non-vested restricted stock and restricted share units - beginning of year (in shares) | 1,145 | 1,259 | 1,547 |
Granted (in shares) | 416 | 311 | 225 |
Vested (in shares) | (408) | (402) | (476) |
Forfeited (in shares) | (32) | (23) | (37) |
Non-vested restricted stock and units - end of year, Number of Shares and Units | 1,121 | 1,145 | 1,259 |
Weighted Average Grant Date Fair Value | |||
Non-vested restricted stock and units - beginning of year, Weighted Average Grant Date Fair Value (USD per share) | $ 32.30 | $ 25.44 | $ 21.22 |
Granted, Weighted Average Grant Date Fair Value Non-vested restricted stock and units - end of year, Weighted Average Grant Date Fair Value (USD per share) | 24.54 | 54.11 | 41.39 |
Vested, Weighted Average Grant Date Fair Value Non-vested restricted stock and units - end of year, Weighted Average Grant Date Fair Value (USD per share) | 35.13 | 26.86 | 19.09 |
Forfeited, Weighted Average Grant Date Fair Value Non-vested restricted stock and units - end of year, Weighted Average Grant Date Fair Value (USD per share) | 45.83 | 40.65 | 28.72 |
Non-vested restricted stock and units - end of year, Weighted Average Grant Date Fair Value (USD per share) | $ 28.24 | $ 32.30 | $ 25.44 |
Stock Based Compensation And 89
Stock Based Compensation And Incentive Performance Plans (Restricted Stock Grant Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Fair value of restricted stock and restricted share units granted | $ 10,203 | $ 16,462 | $ 9,303 |
Fair value of shares vested | 18,917 | 21,481 | 19,905 |
Tax benefit recognized from restricted shares vesting | $ 7,139 | $ 8,364 | $ 7,535 |
Investments And Joint Ventures
Investments And Joint Ventures (Equity Method Investments) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Oct. 27, 2015 | Jun. 30, 2015 |
Hutchison Hain Organic Holdings Limited | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 50.00% | ||
Advances to affiliate | $ 1,729 | $ 1,109 | |
Chop't | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 14.90% | ||
Carrying value of investment | $ 17,448 | ||
Percentage of diluted basis | 12.10% |
Investments And Joint Venture91
Investments And Joint Ventures (Available for Sale Securities) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | ||
Percentage of ownership (less than) | 1.00% | |
Sale of available for sale security (in shares) | 0 | 2,037,000 |
Again on sale of available for sale security | $ 311 | |
Shares held (in shares) | 1,035,000 | |
Available for sale securities | $ 1,067 | 1,196 |
Amortized cost basis, available for sale securities | $ 1,291 | $ 1,291 |
Financial Instruments Measure92
Financial Instruments Measured At Fair Value (Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Assets: | |||
Cash equivalents | $ 20,706 | $ 45,101 | |
Forward foreign currency contracts | 531 | 1,590 | |
Available for sale securities | 1,067 | 1,196 | |
Assets total | 22,304 | 47,887 | |
Liabilities: | |||
Forward foreign currency contracts | 274 | ||
Contingent consideration | 3,553 | 1,636 | $ 6,230 |
Total | 3,553 | 1,910 | |
Quoted prices in active markets (Level 1) | |||
Assets: | |||
Cash equivalents | 20,706 | 45,101 | |
Forward foreign currency contracts | 0 | 0 | |
Available for sale securities | 1,067 | 1,196 | |
Assets total | 21,773 | 46,297 | |
Liabilities: | |||
Forward foreign currency contracts | 0 | ||
Contingent consideration | 0 | 0 | |
Total | 0 | 0 | |
Significant other observable inputs (Level 2) | |||
Assets: | |||
Cash equivalents | 0 | 0 | |
Forward foreign currency contracts | 531 | 1,590 | |
Available for sale securities | 0 | 0 | |
Assets total | 531 | 1,590 | |
Liabilities: | |||
Forward foreign currency contracts | 274 | ||
Contingent consideration | 0 | 0 | |
Total | 0 | 274 | |
Significant unobservable inputs (Level 3) | |||
Assets: | |||
Cash equivalents | 0 | 0 | |
Forward foreign currency contracts | 0 | 0 | |
Available for sale securities | 0 | 0 | |
Assets total | 0 | 0 | |
Liabilities: | |||
Forward foreign currency contracts | 0 | ||
Contingent consideration | 3,553 | 1,636 | |
Total | $ 3,553 | $ 1,636 |
Financial Instruments Measure93
Financial Instruments Measured At Fair Value (Narrative) (Details) | Sep. 15, 2016USD ($) | Sep. 15, 2016GBP (£) | Feb. 20, 2015USD ($)period | Jun. 22, 2017CAD | Jun. 30, 2016CAD | Jun. 30, 2016USD ($) | Jun. 30, 2016GBP (£) | Jun. 30, 2015USD ($) | Jun. 30, 2015GBP (£) | Jun. 30, 2014USD ($) | Dec. 21, 2015USD ($) | Dec. 21, 2015GBP (£) | Feb. 20, 2015CAD |
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration paid | £ (1,547,000) | $ 5,477,000 | £ (5,477,000) | ||||||||||
Contingent consideration expense | $ 1,511,000 | (253,000) | $ (983,000) | ||||||||||
Derivative, notional amount | 6,000,000 | 47,202,000 | |||||||||||
Fair value amounts of foreign exchange derivative contracts, net assets (liabilities) | $ 531,000 | (1,316,000) | |||||||||||
Foreign exchange contracts, maturities | 5 months | 5 months | |||||||||||
Discontinued foreign exchange hedges | $ 0 | $ 0 | |||||||||||
Belvedere | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration, high range | CAD | CAD 4,000,000 | ||||||||||||
Contingent consideration arrangements, number of periods for achievement operating results | period | 2 | ||||||||||||
Contingent consideration arrangements, period for achievement operating results | 1 year | ||||||||||||
Contingent consideration paid | CAD | CAD 2,000,000 | ||||||||||||
Business combination, contingent consideration | $ 1,603,000 | ||||||||||||
Orchard House | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business combination, contingent consideration | $ 2,225,000 | £ 3,000,000 | |||||||||||
Subsequent Event | Belvedere | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration paid | CAD | CAD 2,000,000 | ||||||||||||
Subsequent Event | Orchard House | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration paid | $ 2,225,000 | £ 1,500,000 |
Financial Instruments Measure94
Financial Instruments Measured At Fair Value (Summary Of Level 3 Activity) (Details) £ in Thousands, $ in Thousands | 12 Months Ended | |||
Jun. 30, 2016USD ($) | Jun. 30, 2016GBP (£) | Jun. 30, 2015USD ($) | Jun. 30, 2015GBP (£) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at beginning of year | $ 1,636 | $ 6,230 | ||
Fair value of initial contingent consideration | 2,225 | 1,603 | ||
Contingent consideration adjustments | £ 1,511 | (253) | ||
Contingent consideration paid | £ (1,547) | 5,477 | £ (5,477) | |
Translation adjustment | (272) | (467) | ||
Balance at end of year | $ 3,553 | $ 1,636 |
Commitments And Contingencies -
Commitments And Contingencies - Operating Lease Future Minimum Payments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||
2,017 | $ 19,163 | ||
2,018 | 15,907 | ||
2,019 | 13,648 | ||
2,020 | 10,400 | ||
2,021 | 7,496 | ||
Thereafter | 40,572 | ||
Total | 107,186 | ||
Rent expense | $ 28,097 | $ 27,028 | $ 20,567 |
- Legal Proceedings (Details)
- Legal Proceedings (Details) $ in Thousands | Apr. 26, 2017complaint | Oct. 17, 2016plaintiff | Aug. 17, 2016complaint | Dec. 29, 2016complaint | Jul. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) |
Loss Contingencies [Line Items] | |||||||
Settlement amount | $ 7,500 | ||||||
Coupons to be issued for legal settlement | $ 2,000 | ||||||
Litigation charge | $ 5,725 | ||||||
Prior year expense amount | $ 1,975 | ||||||
Securities Complaints [Member] | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Number of complaints | complaint | 3 | ||||||
Number of plaintiffs | plaintiff | 6 | ||||||
Derivative Complaints [Member] | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Number of complaints | complaint | 2 | ||||||
Barnes Complaint [Member] | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Number of complaints | complaint | 2 |
Defined Contribution Plans (Det
Defined Contribution Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Defined contribution plan eligibility minimum days worked | 30 days | ||
Defined contribution plan, costs | $ 1,236 | $ 1,090 | $ 586 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) - segment | Jul. 01, 2016 | Jun. 30, 2016 |
Segment Reporting [Abstract] | ||
Number of operating segments | 8 | 7 |
Number of reportable segments | 4 |
Segment Information (Segment Da
Segment Information (Segment Data) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 2,885,374,000 | $ 2,609,613,000 | $ 2,107,822,000 | ||||||||
Operating Income | $ (65,138,000) | $ 71,148,000 | $ 90,078,000 | $ 54,272,000 | $ 77,339,000 | $ 68,154,000 | $ 67,997,000 | $ 20,372,000 | 150,360,000 | 233,862,000 | 216,746,000 |
Acquisition and restructuring charges | 15,541,000 | 8,248,000 | 7,088,000 | ||||||||
Goodwill impairment | 84,548,000 | 0 | 0 | ||||||||
Intangibles impairment | 39,724,000 | $ 39,724,000 | $ 0 | $ 6,399,000 | |||||||
Sales to First Customer | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Concentration risk, percentage | 10.00% | 11.00% | 13.00% | ||||||||
Sales to Second Customer | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Concentration risk, percentage | 10.00% | 10.00% | 11.00% | ||||||||
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Goodwill impairment | $ 0 | ||||||||||
Intangibles impairment | 18,792,000 | ||||||||||
United Kingdom | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Goodwill impairment | $ 84,548,000 | 84,548,000 | |||||||||
Intangibles impairment | 20,932,000 | $ 6,399,000 | |||||||||
HPPC | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Goodwill impairment | 0 | ||||||||||
Rest of World | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Goodwill impairment | 0 | ||||||||||
Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 2,885,374,000 | $ 2,609,613,000 | 2,107,822,000 | ||||||||
Operating Income | 318,937,000 | 276,934,000 | 267,321,000 | ||||||||
Operating Segments | United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 1,321,547,000 | 1,325,996,000 | 1,247,113,000 | ||||||||
Operating Income | 209,099,000 | 188,054,000 | 201,063,000 | ||||||||
Operating Segments | United Kingdom | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 774,877,000 | 722,830,000 | 628,828,000 | ||||||||
Operating Income | 56,000,000 | 44,985,000 | 49,509,000 | ||||||||
Operating Segments | HPPC | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 492,510,000 | 337,197,000 | 0 | ||||||||
Operating Income | 31,558,000 | 28,685,000 | 0 | ||||||||
Operating Segments | Rest of World | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 296,440,000 | 223,590,000 | 231,881,000 | ||||||||
Operating Income | 22,280,000 | 15,210,000 | 16,749,000 | ||||||||
Corporate and Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating Income | $ (168,577,000) | $ (43,072,000) | $ (50,575,000) |
Segment Information (Net Sales)
Segment Information (Net Sales) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue from External Customer [Line Items] | |||
Revenues | $ 2,885,374 | $ 2,609,613 | $ 2,107,822 |
United States | |||
Revenue from External Customer [Line Items] | |||
Revenues | 1,729,751 | 1,582,553 | 1,171,936 |
United Kingdom | |||
Revenue from External Customer [Line Items] | |||
Revenues | 859,183 | 803,470 | 704,005 |
All Other | |||
Revenue from External Customer [Line Items] | |||
Revenues | 296,440 | 223,590 | 231,881 |
Grocery | |||
Revenue from External Customer [Line Items] | |||
Revenues | 1,800,640 | 1,724,675 | 1,634,070 |
Poultry/Protein | |||
Revenue from External Customer [Line Items] | |||
Revenues | 492,510 | 337,197 | 0 |
Snacks | |||
Revenue from External Customer [Line Items] | |||
Revenues | 307,797 | 291,719 | 242,557 |
Personal Care | |||
Revenue from External Customer [Line Items] | |||
Revenues | 171,669 | 135,627 | 114,643 |
Tea | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 112,758 | $ 120,395 | $ 116,552 |
Segment Information (Long-lived
Segment Information (Long-lived Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Segment Reporting Information [Line Items] | ||
Long lived assets | $ 442,723 | $ 388,543 |
United States | ||
Segment Reporting Information [Line Items] | ||
Long lived assets | 193,192 | 156,195 |
United Kingdom | ||
Segment Reporting Information [Line Items] | ||
Long lived assets | 196,271 | 198,012 |
All Other | ||
Segment Reporting Information [Line Items] | ||
Long lived assets | $ 53,260 | $ 34,336 |
Quarterly Financial Data (Un102
Quarterly Financial Data (Unaudited) (Schedule of Quarterly Data) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 737,547 | $ 736,663 | $ 743,437 | $ 667,727 | $ 680,565 | $ 652,351 | $ 679,759 | $ 596,938 | $ 2,885,374 | $ 2,609,613 | $ 2,107,822 |
Gross profit | 150,081 | 159,908 | 166,261 | 137,881 | 155,725 | 149,609 | 150,359 | 107,162 | 614,131 | 562,855 | 528,282 |
Operating income (loss) | (65,138) | 71,148 | 90,078 | 54,272 | 77,339 | 68,154 | 67,997 | 20,372 | 150,360 | 233,862 | 216,746 |
Income before income taxes and equity in earnings of equity-method investees | (77,572) | 72,863 | 80,713 | 42,404 | 76,265 | 59,514 | 59,183 | 17,907 | 118,408 | 212,869 | 197,160 |
Net income (loss) | $ (88,597) | $ 48,788 | $ 58,080 | $ 29,158 | $ 72,152 | $ 38,001 | $ 39,653 | $ 15,155 | $ 47,429 | $ 164,962 | $ 129,922 |
Net income (loss) per common share: | |||||||||||
Basic (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.70 | $ 0.37 | $ 0.39 | $ 0.15 | $ 0.46 | $ 1.62 | $ 1.33 |
Diluted (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.69 | $ 0.37 | $ 0.38 | $ 0.15 | $ 0.46 | $ 1.60 | $ 1.30 |
Quarterly Financial Data (Un103
Quarterly Financial Data (Unaudited) (Narrative) (Details) - USD ($) | Oct. 25, 2014 | Jul. 17, 2014 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Effect of Fourth Quarter Events [Line Items] | |||||||||||||
Goodwill impairment | $ 84,548,000 | $ 0 | $ 0 | ||||||||||
Intangibles impairment | $ 39,724,000 | 39,724,000 | 0 | 6,399,000 | |||||||||
Intangibles impairment, net | 30,772,000 | ||||||||||||
Gain on fire insurance recovery | $ 9,013,000 | $ 0 | $ 0 | 9,752,000 | 0 | 0 | |||||||
Gain related to a tax restructuring | $ 20,670,000 | ||||||||||||
Charges from legal settlement | 5,725,000 | ||||||||||||
Charges from legal settlement, net | 3,550,000 | ||||||||||||
Inventory recall charge | 1,798,000 | $ 742,000 | $ 7,267,000 | $ 24,844,000 | |||||||||
Inventory recall charge, net | $ 1,115,000 | $ 460,000 | $ 4,506,000 | 15,403,000 | |||||||||
Gains on pre-existing ownership interests in HPPC and Empire | 0 | $ 9,669,000 | 0 | ||||||||||
United Kingdom | |||||||||||||
Effect of Fourth Quarter Events [Line Items] | |||||||||||||
Goodwill impairment | 84,548,000 | 84,548,000 | |||||||||||
Intangibles impairment | 20,932,000 | $ 6,399,000 | |||||||||||
Tilda Milling Facility Fire | |||||||||||||
Effect of Fourth Quarter Events [Line Items] | |||||||||||||
Gain on fire insurance recovery | $ 9,752,000 | 9,013,000 | |||||||||||
Gain on fire insurance recovery, net | $ 6,231,000 | ||||||||||||
Orchard House | |||||||||||||
Effect of Fourth Quarter Events [Line Items] | |||||||||||||
Goodwill impairment | $ 1,934,000 | ||||||||||||
Orchard House | United Kingdom | |||||||||||||
Effect of Fourth Quarter Events [Line Items] | |||||||||||||
Impairment charge related to long-lived assets | 3,476,000 | ||||||||||||
Impairment charge related to long-lived assets, net | $ 2,855,000 | ||||||||||||
HPPC | |||||||||||||
Effect of Fourth Quarter Events [Line Items] | |||||||||||||
Gains on pre-existing ownership interests in HPPC and Empire, before tax | 6,747,000 | ||||||||||||
Gains on pre-existing ownership interests in HPPC and Empire | $ 6,747,000 | $ 4,183,000 |
Quarterly Financial Data (Un104
Quarterly Financial Data (Unaudited) (Revised Quarterly Consolidated Statements of Income) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jul. 01, 2013 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net sales | $ 737,547 | $ 736,663 | $ 743,437 | $ 667,727 | $ 680,565 | $ 652,351 | $ 679,759 | $ 596,938 | $ 2,885,374 | $ 2,609,613 | $ 2,107,822 | |
Cost of sales | 576,755 | 577,176 | 529,846 | 524,840 | 502,742 | 529,400 | 489,776 | 2,271,243 | 2,046,758 | 1,579,540 | ||
Gross profit | 150,081 | 159,908 | 166,261 | 137,881 | 155,725 | 149,609 | 150,359 | 107,162 | 614,131 | 562,855 | 528,282 | |
Selling, general and administrative expenses | 78,890 | 68,981 | 75,550 | 71,337 | 72,510 | 78,244 | 80,735 | 303,763 | 302,827 | 279,510 | ||
Amortization of acquired intangibles | 4,553 | 4,704 | 4,639 | 4,462 | 4,647 | 4,267 | 4,471 | 18,869 | 17,846 | 15,440 | ||
Tradename impairment | 0 | 0 | 0 | 0 | ||||||||
Acquisition related expenses, restructuring and integration charges | 5,317 | 2,498 | 3,420 | 2,587 | 4,298 | (149) | 1,584 | 16,867 | 8,320 | 10,187 | ||
Operating income | (65,138) | 71,148 | 90,078 | 54,272 | 77,339 | 68,154 | 67,997 | 20,372 | 150,360 | 233,862 | 216,746 | |
Interest and other financing expense, net | 6,920 | 6,131 | 6,467 | 6,420 | 6,298 | 6,542 | 6,713 | 25,161 | 25,973 | 24,366 | ||
Other (income)/expense, net | 378 | 3,234 | 5,401 | (3,968) | 3,886 | 2,272 | 2,499 | 16,543 | 4,689 | (4,780) | ||
Gain on sale of business | (1,378) | (1,544) | 0 | (6,747) | 0 | (9,669) | 0 | |||||
Gain on fire insurance recovery | (9,013) | 0 | 0 | (9,752) | 0 | 0 | ||||||
Income before income taxes and equity in earnings of equity-method investees | (77,572) | 72,863 | 80,713 | 42,404 | 76,265 | 59,514 | 59,183 | 17,907 | 118,408 | 212,869 | 197,160 | |
Provision for income taxes | 23,914 | 22,602 | 13,330 | 4,287 | 21,500 | 19,838 | 2,911 | 70,932 | 48,535 | 69,608 | ||
Equity in net loss (income) of equity-method investees | 161 | 31 | (84) | (174) | 13 | (308) | (159) | 47 | (628) | (3,999) | ||
Net income | $ (88,597) | $ 48,788 | $ 58,080 | $ 29,158 | $ 72,152 | $ 38,001 | $ 39,653 | $ 15,155 | $ 47,429 | $ 164,962 | $ 129,922 | |
Net income per common share: | ||||||||||||
Basic (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.70 | $ 0.37 | $ 0.39 | $ 0.15 | $ 0.46 | $ 1.62 | $ 1.33 | |
Diluted (USD per share) | $ (0.86) | $ 0.47 | $ 0.56 | $ 0.28 | $ 0.69 | $ 0.37 | $ 0.38 | $ 0.15 | $ 0.46 | $ 1.60 | $ 1.30 | |
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 103,135 | 101,703 | 97,750 | ||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 104,183 | 103,421 | 100,006 | ||
As Reported | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net sales | $ 749,862 | $ 752,589 | $ 687,188 | $ 698,136 | $ 662,739 | $ 696,383 | $ 631,257 | $ 2,688,515 | $ 2,153,611 | |||
Cost of sales | 576,653 | 575,026 | 535,141 | 530,439 | 504,990 | 529,056 | 505,413 | 2,069,898 | 1,586,418 | |||
Gross profit | 173,209 | 177,563 | 152,047 | 167,697 | 157,749 | 167,327 | 125,844 | 618,617 | 567,193 | |||
Selling, general and administrative expenses | 93,915 | 82,607 | 86,254 | 85,904 | 83,068 | 88,621 | 90,924 | 348,517 | 311,288 | |||
Amortization of acquired intangibles | 4,586 | 4,736 | 4,672 | 4,494 | 4,679 | 4,303 | 4,509 | 17,985 | 15,600 | |||
Tradename impairment | 0 | 5,510 | 0 | 0 | ||||||||
Acquisition related expenses, restructuring and integration charges | 5,701 | 2,498 | 3,653 | 2,587 | 4,298 | 391 | 1,584 | 8,860 | 12,568 | |||
Operating income | 69,007 | 87,722 | 57,468 | 74,712 | 60,194 | 74,012 | 28,827 | 237,745 | 227,737 | |||
Interest and other financing expense, net | 6,920 | 6,131 | 6,467 | 6,420 | 6,298 | 6,542 | 6,762 | 26,022 | 24,691 | |||
Other (income)/expense, net | 378 | 3,234 | 5,401 | (3,968) | 3,886 | 2,272 | 2,499 | 4,689 | (4,548) | |||
Gain on sale of business | (1,378) | (1,544) | 0 | (5,334) | (8,256) | 0 | ||||||
Gain on fire insurance recovery | (9,013) | 0 | 0 | |||||||||
Income before income taxes and equity in earnings of equity-method investees | 70,722 | 78,357 | 45,600 | 73,638 | 51,554 | 65,198 | 24,900 | 215,290 | 207,594 | |||
Provision for income taxes | 21,576 | 21,379 | 14,382 | 2,740 | 18,147 | 20,931 | 6,065 | 47,883 | 70,099 | |||
Equity in net loss (income) of equity-method investees | 161 | 31 | (84) | (174) | 13 | (308) | (20) | (489) | (3,985) | |||
Net income | $ 48,985 | $ 56,947 | $ 31,302 | $ 71,072 | $ 33,394 | $ 44,575 | $ 18,855 | $ 167,896 | $ 139,851 | |||
Net income per common share: | ||||||||||||
Basic (USD per share) | $ 0.47 | $ 0.55 | $ 0.30 | $ 0.69 | $ 0.33 | $ 0.44 | $ 0.19 | $ 1.65 | $ 1.43 | |||
Diluted (USD per share) | $ 0.47 | $ 0.55 | $ 0.30 | $ 0.68 | $ 0.32 | $ 0.43 | $ 0.18 | $ 1.62 | $ 1.40 | |||
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 101,703 | 97,750 | |||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 103,421 | 100,006 | |||
Adjustment | ||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||
Net sales | $ (13,199) | $ (9,152) | $ (19,461) | $ (17,571) | $ (10,388) | $ (16,624) | $ (34,319) | $ (78,902) | $ (45,789) | |||
Cost of sales | 102 | 2,150 | (5,295) | (5,599) | (2,248) | 344 | (15,637) | (23,140) | (6,878) | |||
Gross profit | (13,301) | (11,302) | (14,166) | (11,972) | (8,140) | (16,968) | (18,682) | (55,762) | (38,911) | |||
Selling, general and administrative expenses | (15,025) | (13,626) | (10,704) | (14,567) | (10,558) | (10,377) | (10,189) | (45,690) | (31,778) | |||
Amortization of acquired intangibles | (33) | (32) | (33) | (32) | (32) | (36) | (38) | (139) | (160) | |||
Tradename impairment | 0 | (5,510) | 0 | 0 | ||||||||
Acquisition related expenses, restructuring and integration charges | (384) | 0 | (233) | 0 | 0 | (540) | 0 | (540) | (2,381) | |||
Operating income | 2,141 | 2,356 | (3,196) | 2,627 | 7,960 | (6,015) | (8,455) | (3,883) | (10,991) | |||
Interest and other financing expense, net | 0 | 0 | 0 | 0 | 0 | 0 | (49) | (49) | (325) | |||
Other (income)/expense, net | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (232) | |||
Gain on sale of business | 0 | 0 | 0 | (1,413) | (1,413) | 0 | ||||||
Gain on fire insurance recovery | 0 | 0 | 0 | |||||||||
Income before income taxes and equity in earnings of equity-method investees | 2,141 | 2,356 | (3,196) | 2,627 | 7,960 | (6,015) | (6,993) | (2,421) | (10,434) | |||
Provision for income taxes | 2,338 | 1,223 | (1,052) | 1,547 | 3,353 | (1,093) | (3,154) | 652 | (491) | |||
Equity in net loss (income) of equity-method investees | 0 | 0 | 0 | 0 | 0 | 0 | (139) | (139) | (14) | |||
Net income | $ (30,688) | $ (197) | $ 1,133 | $ (2,144) | $ 1,080 | $ 4,607 | $ (4,922) | $ (3,700) | $ (2,934) | $ (9,929) | ||
Net income per common share: | ||||||||||||
Basic (USD per share) | $ 0 | $ 0.01 | $ (0.02) | $ 0.01 | $ 0.05 | $ (0.05) | $ (0.04) | $ (0.03) | $ (0.10) | |||
Diluted (USD per share) | $ 0 | $ 0.01 | $ (0.02) | $ 0.01 | $ 0.04 | $ (0.05) | $ (0.04) | $ (0.03) | $ (0.10) | |||
Shares used in the calculation of net income per common share: | ||||||||||||
Basic (shares) | 103,265 | 103,017 | 102,807 | 102,610 | 102,252 | 101,267 | 100,682 | 101,703 | 97,750 | |||
Diluted (shares) | 104,087 | 104,161 | 104,258 | 104,005 | 103,796 | 103,226 | 102,656 | 103,421 | 100,006 |
Schedule II - Valuation and 105
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Allowance for doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | $ 896 | $ 1,586 | $ 2,564 |
Charged to costs and expenses | 208 | 791 | 51 |
Charged to other accounts | 54 | 20 | 330 |
Deductions | (222) | (1,501) | (1,359) |
Balance at end of period | 936 | 896 | 1,586 |
Valuation allowance for deferred tax assets | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | 10,926 | 10,952 | 10,456 |
Charged to costs and expenses | 7,484 | 963 | 1,483 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | (3,100) | (989) | (987) |
Balance at end of period | $ 15,310 | $ 10,926 | $ 10,952 |