Discontinued Operations

6 Months Ended

Jun. 30, 2014

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Discontinued Operations

WhiteWave and Morningstar

We separated The WhiteWave Foods Company ("WhiteWave") from the Company in a series of three transactions: an initial public offering for 13.3% of the WhiteWave common stock in the fourth quarter of 2012; a tax-free spin-off of 66.8% of the WhiteWave common stock in the second quarter of 2013; and a tax-free debt-for-equity exchange of 19.9% of the WhiteWave common stock in the third quarter of 2013. Refer to our 2013 Annual Report on Form 10-K for more information about the WhiteWave separation. While we are a party to a separation and distribution agreement and various other agreements relating to the separation, including a transitional services agreement, an amended and restated tax matters agreement, an employee matters agreement and certain other commercial agreements, we have determined that the continuing cash flows generated by these agreements (which are not expected to extend beyond December 2014) did not constitute significant continuing involvement in the operations of WhiteWave. Accordingly, the net assets, operating results and cash flows of WhiteWave have been separately reflected as discontinued operations for the three and six months ended June 30, 2013. WhiteWave is a stand-alone public company which separately reports its financial results.

In January 2013, we completed the sale of Morningstar Foods ("Morningstar") to a third party for net proceeds of approximately $1.45 billion. During the six months ended June 30, 2013, we recorded a gain of $871.3 million ($492.1 million, net of tax) on the sale of Morningstar in January of 2013. The operating results of Morningstar have been included in discontinued operations for the three and six months ended June 30, 2013.

The following is a summary of operating results and certain other directly attributable expenses, including interest expense, which are included in discontinued operations:

	Three Months Ended June 30, 2013									Six Months Ended June 30, 2013
	WhiteWave			Morningstar			Total			WhiteWave			Morningstar			Total
	(In thousands)
Operations:
Net sales	$	354,085		$	—		$	354,085		$	940,431		$	5,919		$	946,350
Income before income taxes	19,976			(500		)	19,476			57,126			109			57,235
Income tax	(41,431		)	194			(41,237		)	(54,306		)	(38		)	(54,344		)
Net income (loss)	$	(21,455	)	$	(306	)	$	(21,761	)	$	2,820		$	71		$	2,891

The following is a summary of directly attributable transaction expenses which are included in discontinued operations:

	Three Months Ended June 30, 2013		Six Months Ended June 30, 2013
	(In thousands)
WhiteWave	$	9,010	$	12,464
Morningstar	300		300
Total	$	9,310	$	12,764

There were no transaction expenses directly attributable to discontinued operations during the three and six months ended June 30, 2014.

Other

During the three and six months ended June 30, 2014, we recognized net gains of $0.3 million and $1.2 million, respectively, from various taxing authority settlements related to prior discontinued operations.