Debt (Tables)

12 Months Ended

Dec. 31, 2014

Debt Disclosure [Abstract]

Schedule of Debt Instruments

	December 31, 2014						December 31, 2013
	Amount Outstanding			Interest Rate			Amount Outstanding			Interest Rate
	(In thousands, except percentages)
Dean Foods Company debt obligations:
Senior secured credit facility	$	70,301		2.93	%	*	$	50,250		1.67	%	*
Senior notes due 2016	475,819			7.00			475,579			7.00
Senior notes due 2018	—			—			23,812			9.75
	546,120						549,641
Subsidiary debt obligations:
Senior notes due 2017	134,913			6.90			132,808			6.90
Receivables-backed facility	235,000			1.30			213,000			1.19
Capital lease and other	1,146			—			1,813			—
	371,059						347,621
	917,179						897,262
Less current portion	(698		)				(698		)
Total long-term portion	$	916,481					$	896,564

* Represents a weighted average rate, including applicable interest rate margins.

Schedule of Maturities of Long-Term Debt

The scheduled maturities of long-term debt at December 31, 2014, were as follows (in thousands):

	Total
2015	$	698
2016	476,636
2017	377,000
2018	70,301
Thereafter	—
Subtotal	924,635
Less discounts	(7,456		)
Total outstanding debt	$	917,179

Condensed Consolidating Balance Sheet

	Condensed Consolidating Balance Sheet as of December 31, 2014
	Parent			Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated Totals
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	(1,341	)	$	7,026	$	10,677	$	—		$	16,362
Receivables, net	1,484			76,446		669,700		—			747,630
Income tax receivable	57,105			7,338		—		—			64,443
Inventories	—			251,831		—		—			251,831
Intercompany receivables	—			5,819,460		—		(5,819,460		)	—
Other current assets	2,004			97,593		197		—			99,794
Total current assets	59,252			6,259,694		680,574		(5,819,460		)	1,180,060
Property, plant and equipment, net	—			1,172,575		21		—			1,172,596
Goodwill	—			86,841		—		—			86,841
Identifiable intangible and other assets, net	81,531			248,600		8		—			330,139
Investment in subsidiaries	6,637,085			51,977		—		(6,689,062		)	—
Total	$	6,777,868		$	7,819,687	$	680,603	$	(12,508,522	)	$	2,769,636
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	61,416		$	714,054	$	67	$	(637	)	$	774,900
Intercompany payables	5,425,360			—		393,463		(5,818,823		)	—
Current portion of debt	—			698		—		—			698
Current portion of litigation settlements	18,853			—		—		—			18,853
Total current liabilities	5,505,629			714,752		393,530		(5,819,460		)	794,451
Long-term debt	546,120			135,361		235,000		—			916,481
Other long-term liabilities	81,677			332,489		96		—			414,262
Long-term litigation settlements	17,124			—		—		—			17,124
Stockholders’ equity	627,318			6,637,085		51,977		(6,689,062		)	627,318
Total	$	6,777,868		$	7,819,687	$	680,603	$	(12,508,522	)	$	2,769,636

	Condensed Consolidating Balance Sheet as of December 31, 2013
	Parent			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated Totals
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	(12,289	)	$	17,433	$	11,618		$	—		$	16,762
Receivables, net	1,932			72,660		677,642			—			752,234
Income tax receivable	10,374			5,541		—			—			15,915
Inventories	—			262,858		—			—			262,858
Intercompany receivables	—			5,728,284		(1		)	(5,728,283		)	—
Other current assets	6,944			95,927		58			—			102,929
Total current assets	6,961			6,182,703		689,317			(5,728,283		)	1,150,698
Property, plant and equipment, net	—			1,215,888		159			—			1,216,047
Goodwill	—			86,841		—			—			86,841
Identifiable intangible and other assets, net	90,269			258,109		81			—			348,459
Investment in subsidiaries	6,633,000			72,345		—			(6,705,345		)	—
Total	$	6,730,230		$	7,815,886	$	689,557		$	(12,433,628	)	$	2,802,045
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	47,284		$	713,625	$	554		$	(175	)	$	761,288
Intercompany payables	5,304,051			—		424,057			(5,728,108		)	—
Current portion of debt	—			698		—			—			698
Current portion of litigation settlements	19,101			—		—			—			19,101
Total current liabilities	5,370,436			714,323		424,611			(5,728,283		)	781,087
Long-term debt	549,641			133,923		213,000			—			896,564
Other long-term liabilities	59,764			314,149		92			—			374,005
Long-term litigation settlements	36,074			—		—			—			36,074
Total stockholders’ equity	714,315			6,653,491		51,854			(6,705,345		)	714,315
Total	$	6,730,230		$	7,815,886	$	689,557		$	(12,433,628	)	$	2,802,045

Condensed Consolidating Statement of Operations

	Condensed Consolidating Statement of Comprehensive Income (Loss) for the Year Ended December 31, 2014
	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated Totals
	(In thousands)
Net sales	$	—		$	9,490,049		$	13,147		$	—		$	9,503,196
Cost of sales	—			7,819,276			10,457			—			7,829,733
Gross profit	—			1,670,773			2,690			—			1,673,463
Selling and distribution	—			1,353,810			1,243			—			1,355,053
General and administrative	2,383			284,434			1,927			—			288,744
Amortization of intangibles	—			2,889			—			—			2,889
Facility closing and reorganization costs	—			4,460			—			—			4,460
Litigation settlement	(2,521		)	—			—			—			(2,521		)
Impairment of long-lived assets	—			20,820			—			—			20,820
Other operating loss	—			(4,535		)	—			—			(4,535		)
Interest expense	43,333			11,855			5,831			—			61,019
Loss on early retirement of debt	1,437			—			—			—			1,437
Other (income) expense, net	(2,400		)	3,589			(2,809		)	—			(1,620		)
Loss from continuing operations before income taxes and equity in earnings (loss) of subsidiaries	(42,232		)	(6,549		)	(3,502		)	—			(52,283		)
Income tax expense benefit	(15,290		)	(15,166		)	(1,640		)	—			(32,096		)
Income (loss) before equity in earnings (loss) of subsidiaries	(26,942		)	8,617			(1,862		)	—			(20,187		)
Equity in earnings (loss) of consolidated subsidiaries	6,158			(1,953		)	—			(4,205		)	—
Income (loss) from continuing operations	(20,784		)	6,664			(1,862		)	(4,205		)	(20,187		)
Income (loss) from discontinued operations, net of tax	—			332			(984		)	—			(652		)
Gain on sale of discontinued operations, net of tax	488			—			55			—			543
Net income (loss)	(20,296		)	6,996			(2,791		)	(4,205		)	(20,296		)
Other comprehensive loss, net of tax, attributable to Dean Foods Company	(25,424		)	(1,567		)	(802		)	—			(27,793		)
Comprehensive income (loss) attributable to Dean Foods Company	$	(45,720	)	$	5,429		$	(3,593	)	$	(4,205	)	$	(48,089	)

	Condensed Consolidating Statement of Comprehensive Income (Loss) for the Year Ended December 31, 2013
	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated Totals
	(In thousands)
Net sales	$	—		$	9,002,872		$	13,449		$	—		$	9,016,321
Cost of sales	—			7,151,985			9,749			—			7,161,734
Gross profit	—			1,850,887			3,700			—			1,854,587
Selling and distribution	—			1,336,319			1,426			—			1,337,745
General and administrative	2,301			306,367			1,785			—			310,453
Amortization of intangibles	—			3,669			—			—			3,669
Facility closing and reorganization costs	—			27,008			—			—			27,008
Litigation settlement	(1,019		)	—			—			—			(1,019		)
Impairment of long-lived assets	—			40,027			3,414			—			43,441
Other operating loss	290			2,204			—			—			2,494
Interest expense	184,472			11,945			4,141			—			200,558
Loss on early retirement of debt	63,387			—			—			—			63,387
Gain on disposition of WhiteWave common stock	(415,783		)	—			—			—			(415,783		)
Other (income) expense, net	(2,300		)	3,269			(1,369		)	—			(400		)
Income (loss) from continuing operations before income taxes and equity in earnings (loss) of subsidiaries	168,652			120,079			(5,697		)	—			283,034
Income tax expense (benefit)	(99,908		)	61,829			(4,246		)	—			(42,325		)
Income (loss) before equity in earnings (loss) of subsidiaries	268,560			58,250			(1,451		)	—			325,359
Equity in earnings (loss) of consolidated subsidiaries	544,618			(2,035		)	—			(542,583		)	—
Income (loss) from continuing operations	813,178			56,215			(1,451		)	(542,583		)	325,359
Income from discontinued operations, net of tax	—			—			2,803			—			2,803
Gain (loss) on sale of discontinued operations, net of tax	—			491,200			(5		)	—			491,195
Net income	813,178			547,415			1,347			(542,583		)	819,357
Net loss attributable to non-controlling interest	—			—			(6,179		)	—			(6,179		)
Net income (loss) attributable to Dean Foods Company	813,178			547,415			(4,832		)	(542,583		)	813,178
Other comprehensive income (loss), net of tax, attributable to Dean Foods Company	100,488			4,204			(8,323		)	—			96,369
Comprehensive income (loss) attributable to Dean Foods Company	$	913,666		$	551,619		$	(13,155	)	$	(542,583	)	$	909,547

	Condensed Consolidating Statement of Comprehensive Income for the Year Ended December 31, 2012
	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated Totals
	(In thousands)
Net sales	$	—		$	9,262,725		$	11,937		$	—		$	9,274,662
Cost of sales	—			7,170,595			8,808			—			7,179,403
Gross profit	—			2,092,130			3,129			—			2,095,259
Selling and distribution	—			1,418,615			916			—			1,419,531
General and administrative	8,847			402,518			1,592			—			412,957
Amortization of intangibles	—			3,758			—			—			3,758
Facility closing and reorganization costs	—			55,787			—			—			55,787
Other operating (income) loss	574			—			(58,033		)	—			(57,459		)
Interest expense	131,714			11,744			7,131			—			150,589
Other (income) expense, net	(8,163		)	(44,551		)	51,050			—			(1,664		)
Income (loss) from continuing operations before income taxes and equity in loss of subsidiaries	(132,972		)	244,259			473			—			111,760
Income tax expense (benefit)	(46,699		)	94,725			39,919			—			87,945
Income (loss) before equity in earnings (loss) of subsidiaries	(86,273		)	149,534			(39,446		)	—			23,815
Equity in earnings (loss) of consolidated subsidiaries	247,355			(1,759		)	—			(245,596		)	—
Income (loss) from continuing operations	161,082			147,775			(39,446		)	(245,596		)	23,815
Income from discontinued operations, net of tax	—			—			139,279			—			139,279
Gain (loss) on sale of discontinued operations, net of tax	(2,460		)	—			407			—			(2,053		)
Net income	158,622			147,775			100,240			(245,596		)	161,041
Net loss attributable to non-controlling interest	—			—			(2,419		)	—			(2,419		)
Net income attributable to Dean Foods Company	158,622			147,775			97,821			(245,596		)	158,622
Other comprehensive income (loss), net of tax, attributable to Dean Foods Company	2,002			(1,495		)	7,960			—			8,467
Comprehensive income attributable to Dean Foods Company	$	160,624		$	146,280		$	105,781		$	(245,596	)	$	167,089

Condensed Consolidating Statement of Cash Flows

	Condensed Consolidating Statement of Cash Flows for the Year Ended December 31, 2014
	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated Totals
				(In thousands)
Cash flows from operating activities:
Net cash provided by (used in) operating activities	(60,367		)	206,982			6,331			152,946
Cash flows from investing activities:
Payments for property, plant and equipment	—			(149,421		)	—			(149,421		)
Proceeds from sale of fixed assets	—			27,629			—			27,629
Net cash used in investing activities	—			(121,792		)	—			(121,792		)
Cash flows from financing activities:
Repayments of debt	—			(668		)	—			(668		)
Early retirement of debt	(23,812		)	—			—			(23,812		)
Premiums paid on early retirement of debt	(1,161		)	—			—			(1,161		)
Proceeds from senior secured revolver	2,277,297			—			—			2,277,297
Payments for senior secured revolver	(2,257,246		)	—			—			(2,257,246		)
Proceeds from receivables-backed facility	—			—			2,656,000			2,656,000
Payments for receivables-backed facility	—			—			(2,634,000		)	(2,634,000		)
Common stock repurchase	(25,000		)	—			—			(25,000		)
Cash dividend paid	(26,232		)	—			—			(26,232		)
Payment of financing costs	(1,552		)	—			(1,735		)	(3,287		)
Issuance of common stock, net of share repurchases for withholding taxes	7,861			—			—			7,861
Tax savings on share-based compensation	360			—			—			360
Net change in intercompany balances	120,800			(94,929		)	(25,871		)	—
Net cash provided by (used in) financing activities	71,315			(95,597		)	(5,606		)	(29,888		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(1,666		)	(1,666		)
Increase (decrease) in cash and cash equivalents	10,948			(10,407		)	(941		)	(400		)
Cash and cash equivalents, beginning of period	(12,289		)	17,433			11,618			16,762
Cash and cash equivalents, end of period	$	(1,341	)	$	7,026		$	10,677		$	16,362

	Condensed Consolidating Statement of Cash Flows for the Year Ended December 31, 2013
	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated Totals
	(In thousands)
Cash flows from operating activities:
Net cash provided by (used in) operating activities — continuing operations	$	(550,566	)	$	161,706		$	58,133		$	(330,727	)
Net cash provided by operating activities — discontinued operations	—			—			14,086			14,086
Net cash provided by (used in) operating activities	(550,566		)	161,706			72,219			(316,641		)
Cash flows from investing activities:
Payments for property, plant and equipment	—			(175,163		)	—			(175,163		)
Proceeds from sale of fixed assets	—			9,940			—			9,940
Net cash used in investing activities — continuing operations	—			(165,223		)	—			(165,223		)
Net cash provided by (used in) investing activities — discontinued operations	1,441,322			—			(37,828		)	1,403,494
Net cash provided by (used in) investing activities	1,441,322			(165,223		)	(37,828		)	1,238,271
Cash flows from financing activities:
Repayments of debt	(1,027,198		)	(218		)	—			(1,027,416		)
Early retirement of debt	(400,000		)	—			—			(400,000		)
Premiums paid on early retirement of debt	(57,243		)	—			—			(57,243		)
Proceeds from senior secured revolver	1,043,700			—			—			1,043,700
Payments for senior secured revolver	(1,258,450		)	—			—			(1,258,450		)
Proceeds from receivables-backed facility	—			—			908,000			908,000
Payments for receivables-backed facility	—			—			(695,000		)	(695,000		)
Proceeds from short-term credit facility	626,750			—			—			626,750
Payments for short-term credit facility	(37,521		)	—			—			(37,521		)
Payment of financing costs	(6,197		)	—			—			(6,197		)
Issuance of common stock, net of share repurchases for withholding taxes	23,481			—			—			23,481
Tax savings on share-based compensation	1,954			—			—			1,954
Net change in intercompany balances	172,437			21,166			(193,603		)	—
Net cash provided by (used in) financing activities —   continuing operations	(918,287		)	20,948			19,397			(877,942		)
Net cash used in financing activities —   discontinued operations	—			—			(51,584		)	(51,584		)
Net cash provided by (used in) financing activities	(918,287		)	20,948			(32,187		)	(929,526		)
Effect of exchange rate changes on cash and cash equivalents	—			2			(1		)	1
Increase (decrease) in cash and cash equivalents	(27,531		)	17,433			2,203			(7,895		)
Cash and cash equivalents, beginning of period	15,242			—			9,415			24,657
Cash and cash equivalents, end of period	$	(12,289	)	$	17,433		$	11,618		$	16,762

	Condensed Consolidating Statement of Cash Flows for the Year Ended December 31, 2012
	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated Totals
	(In thousands)
Cash flows from operating activities:
Net cash provided by (used in) operating activities — continuing operations	$	(88,002	)	$	304,686		$	(11,805	)	$	—		$	204,879
Net cash provided by operating activities — discontinued operations	—			—			277,539			—			277,539
Net cash provided by (used in) operating activities	(88,002		)	304,686			265,734			—			482,418
Cash flows from investing activities:
Payments for property, plant and equipment	(1,564		)	(122,328		)	—			—			(123,892		)
Proceeds from intercompany note	1,155,000			—			—			(1,155,000		)	—
Proceeds from insurance and other recoveries	3,075			—			—			—			3,075
Proceeds from dividend	—			—			70,000			(70,000		)	—
Proceeds from divestitures	—			58,034			—			—			58,034
Other, net	—			(253		)	—			—			(253		)
Proceeds from sale of fixed assets	—			12,962			—			—			12,962
Net cash provided by (used in) investing activities — continuing operations	1,156,511			(51,585		)	70,000			(1,225,000		)	(50,074		)
Net cash used in investing activities — discontinued operations	—			—			(124,104		)	—			(124,104		)
Net cash provided by (used in) investing activities	1,156,511			(51,585		)	(54,104		)	(1,225,000		)	(174,178		)
Cash flows from financing activities:
Repayments of debt	(1,350,263		)	(12		)	—			—			(1,350,275		)
Proceeds from senior secured revolver	2,481,800			—			—			—			2,481,800
Payments for senior secured revolver	(2,316,500		)	—			—			—			(2,316,500		)
Proceeds from receivables-backed facility	—			—			2,683,816			—			2,683,816
Payments for receivables-backed facility	—			—			(2,906,311		)	—			(2,906,311		)
Repayment of intercompany note	—			—			(1,155,000		)	1,155,000			—
Payment of intercompany dividend	—			—			(70,000		)	70,000			—
Issuance of common stock, net of share repurchases for withholding taxes	6,434			—			—			—			6,434
Tax savings on share-based compensation	571			—			—			—			571
Net change in intercompany balances	121,630			(259,797		)	138,167			—			—
Net cash used in financing activities — continuing operations	(1,056,328		)	(259,809		)	(1,309,328		)	1,225,000			(1,400,465		)
Net cash provided by financing activities — discontinued operations	—			—			1,098,002			—			1,098,002
Net cash used in financing activities	(1,056,328		)	(259,809		)	(211,326		)	1,225,000			(302,463		)
Effect of exchange rate changes on cash and cash equivalents	—			—			733			—			733
Increase (decrease) in cash and cash equivalents	12,181			(6,708		)	1,037			—			6,510
Cash and cash equivalents, beginning of period	3,061			6,708			8,378			—			18,147
Cash and cash equivalents, end of period	$	15,242		$	—		$	9,415		$	—		$	24,657