Note 13 - Pre-tax Income and Income Taxes

12 Months Ended

May 29, 2022

Notes to Financial Statements

Income Tax Disclosure [Text Block]

13. PRE-TAX INCOME AND INCOME TAXES

Pre-tax income from continuing operations (including equity method investment earnings) consisted of the following:

	2022		2021		2020
United States	$	1,106.0	$	1,426.5	$	978.3
Foreign		72.7		68.2		64.8
	$	1,178.7	$	1,494.7	$	1,043.1

The provision for income taxes included the following:

	2022			2021			2020
Current
Federal	$	186.6		$	232.6		$	188.2
State		48.2			31.8			25.5
Foreign		18.4			15.3			9.5
		253.2			279.7			223.2
Deferred
Federal		34.7			(63.5	)		37.6
State		3.9			(26.1	)		(62.3	)
Foreign		(1.3	)		3.7			2.8
		37.3			(85.9	)		(21.9	)
	$	290.5		$	193.8		$	201.3

Income taxes computed by applying the U.S. Federal statutory rates to income from continuing operations before income taxes are reconciled to the provision for income taxes set forth in the Consolidated Statements of Earnings as follows:

	2022			2021			2020
Computed U.S. Federal income taxes	$	247.5		$	313.9		$	219.0
State income taxes, net of U.S. Federal tax impact		37.2			37.4			29.6
Goodwill and intangible impairments		6.1			13.6			11.2
Remeasurement of deferred taxes due to legal entity reorganization		—			35.8			(40.9	)
Tax elections under review by the IRS on capital loss utilization		25.0			—			—
Change of valuation allowance on capital loss carryforward		—			(188.5	)		—
Other		(25.3	)		(18.4	)		(17.6	)
	$	290.5		$	193.8		$	201.3

Income taxes paid, net of refunds, were $299.1 million, $286.3 million, and $178.0 million in fiscal 2022, 2021, and 2020, respectively.

The tax effect of temporary differences and carryforwards that give rise to significant portions of deferred tax assets and liabilities consisted of the following:

	May 29, 2022					May 30, 2021
	Assets			Liabilities		Assets			Liabilities
Property, plant and equipment	$	—		$	327.2	$	—		$	281.7
Inventory	30.5				—		19.5			—
Goodwill, trademarks and other intangible assets		405.8			1,066.6		—			1,118.4
Right-of-use assets		—			47.9		—			45.5
Accrued expenses		12.7			—		12.0			—
Compensation related liabilities		29.3			—		36.5			—
Pension and other postretirement benefits		—			25.1		—			9.8
Investment in unconsolidated subsidiaries		—			9.4		—			2.6
Lease liabilities		56.1			—		54.4			—
Other liabilities that will give rise to future tax deductions		73.2			—		96.2			—
Net capital and operating loss carryforwards		46.4			—		53.8			—
Federal credits		12.0			—		16.1			—
Other		32.0			38.6		33.9			33.1
		698.0			1,514.8		322.4			1,491.1
Less: Valuation allowance		(455.5	)		—		(67.5	)		—
Net deferred taxes	$	242.5		$	1,514.8	$	254.9		$	1,491.1

The liability for gross unrecognized tax benefits at May 29, 2022 was $62.9 million, excluding a related liability of $6.7 million for gross interest and penalties. Included in the balance at May 29, 2022 are $0.2 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred tax accounting, the disallowance of the shorter deductibility period would not affect the annual effective tax rate but would accelerate the payment of cash to the taxing authority to an earlier period. Any associated interest and penalties imposed would affect the tax rate. As of May 30, 2021, our gross liability for unrecognized tax benefits was $33.0 million, excluding a related liability of $8.8 million for gross interest and penalties. Interest and penalties recognized in the Consolidated Statements of Earnings was a benefit of $2.1 million in fiscal 2022, an expense of $1.4 million in fiscal 2021, and a benefit of $4.3 million in fiscal 2020.

The net amount of unrecognized tax benefits at  May 29, 2022 and May 30, 2021 that, if recognized, would favorably impact our effective tax rate was $58.0 million and $28.2 million, respectively.

We accrue interest and penalties associated with uncertain tax positions as part of income tax expense.

We conduct business and file tax returns in numerous countries, states, and local jurisdictions. The U.S. Internal Revenue Service ("IRS") has completed its audit of the Company for tax years through fiscal 2020. All resulting significant items for fiscal 2020 and prior years have been settled with the IRS, with the exception of fiscal 2016. Statutes of limitation for pre-acquisition tax years of Pinnacle generally remain open for calendar year 2003 and subsequent years principally related to net operating losses. Other major jurisdictions where we conduct business generally have statutes of limitations ranging from three to five years.

We estimate that it is reasonably possible that the amount of gross unrecognized tax benefits will decrease by up to $3.0 million over the next twelve months due to various federal, state, and foreign audit settlements and the expiration of statutes of limitations.

The change in the unrecognized tax benefits for the year ended May 29, 2022 was as follows:

Beginning balance on May 30, 2021	$	33.0
Increases from positions established during prior periods		13.2
Decreases from positions established during prior periods		(3.2	)
Increases from positions established during the current period		31.7
Reductions resulting from lapse of applicable statute of limitation		(3.1	)
Decrease from audit settlements		(8.5	)
Other adjustments to liability		(0.2	)
Ending balance on May 29, 2022	$	62.9

We have approximately $14.3 million of foreign net operating loss carryforwards ($11.0 million will expire between fiscal 2027 and 2042 and $3.3 million have no expiration dates) and $87.9 million of federal net operating loss carryforwards which expire between fiscal 2025 and 2027. Included in net deferred tax liabilities are $28.4 million of tax effected state net operating loss carryforwards which expire in various years ranging from fiscal 2023 to 2042 and $1.7 million of tax effected state capital loss balances that expire in fiscal year 2034. Foreign tax credits of $10.3 million will expire between fiscal 2025 and 2032. State tax credits of approximately $5.2 million will expire in various years ranging from fiscal 2023 to 2030.

In fiscal 2022, we reflected additional tax expense of $25.0 million related to tax elections made in conjunction with filing our fiscal 2021 federal tax return.  These elections are still under review with the Internal Revenue Service. These elections may result in increases to the tax basis in those assets and if successful would result in tax benefits being realized in future periods.

We have recognized a valuation allowance for the portion of the net operating loss carryforwards, capital loss carryforwards, tax credit carryforwards, and other deferred tax assets we believe are not more likely than not to be realized. The net change in the valuation allowance for fiscal 2022 was an increase of $388.0 million. For fiscal 2021 and 2020, changes in the valuation allowance were a decrease of $653.9 million and $9.8 million, respectively. The current year change principally relates to valuation allowances on increases to tax basis from tax elections made on our fiscal 2021 federal tax return that are still under review with the Internal Revenue Service.

During fiscal 2022, it was determined that the current earnings of certain foreign subsidiaries were not indefinitely reinvested or that we could not remit to the U.S. parent in a tax-neutral transaction. Accordingly, we recorded a deferred tax liability of $1.5 million on approximately $30.0 million of earnings at May 29, 2022. The deferred tax liability relates to local withholding taxes that will be owed when this cash is distributed. The undistributed historic earnings in our foreign subsidiaries through May 30, 2021 are considered to be indefinitely reinvested or can be remitted in a tax-neutral transaction. Accordingly, we have not recorded a deferred tax liability related to these undistributed historic earnings.