10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2022

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                    to                   

Commission file number 1-1361

TOOTSIE ROLL INDUSTRIES, INC.

(Exact name of Registrant as specified in its charter)

Virginia	22-1318955
(State or other jurisdiction of	(IRS Employer Identification No.)
incorporation or organization)

7401 South Cicero Avenue, Chicago, Illinois 60629

(Address of principal executive offices) (Zip Code)

Registrant’s Telephone Number: (773) 838-3400

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock — Par Value $.69-4/9 Per Share	TR	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: Class B Common Stock — Par Value $.69-4/9 Per Share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ 

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of February 13, 2023, there were outstanding 39,684,473 shares of Common Stock par value $.69-4/9 per share, and 28,606,918 shares of Class B Common Stock par value $.69-4/9 per share.

As of June 30, 2022 the aggregate market value of the Common Stock (based upon the closing price of the stock on the New York Stock Exchange on such date) held by non-affiliates was approximately $611,433,000. Class B Common Stock is not traded on any exchange, is restricted as to transfer or other disposition, but is convertible into Common Stock on a share-for-share basis. Upon such conversion, the resulting shares of Common Stock are freely transferable and publicly traded. Assuming all 28,622,730 shares of outstanding Class B Common Stock were converted into Common Stock, the aggregate market value of Common Stock held by non-affiliates on June 30, 2021 (based upon the closing price of the stock on the New York Stock Exchange on such date) would have been approximately $768,227,000. Determination of stock ownership by non-affiliates was made solely for the purpose of this requirement, and the Registrant is not bound by these determinations for any other purpose.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Company’s Definitive Proxy Statement for the Company’s Annual Meeting of Shareholders (the “Proxy Statement”) scheduled to be held on May 1, 2023 are incorporated by reference in Part III of this report.

TABLE OF CONTENTS

	Explanatory Note	3
ITEM 8.	Financial Statements and Supplementary Data	3
ITEM 15.	Exhibits, Financial Statement Schedules	27
	Index To Exhibits	27
	Signatures	30

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Explanatory Note

Tootsie Roll Industries, Inc. and its consolidated subsidiaries (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (the “Amendment No. 1”) to its Annual Report on Form 10-K for fiscal year ended December 31, 2022, which was filed with the Securities and Exchange Commission on March 1, 2023 (the “Original Filing”), for the sole purpose of including the auditor’s signature in the auditor’s opinion letter. The signature had been inadvertently omitted.

​
Except as expressly set forth in the Amendment, the Original Filing has not been amended, updated or otherwise modified. This Amendment No. 1 continues to speak as of the date of the Original Filing, and the Company has not updated the disclosures contained therein to reflect any events that occurred at a date subsequent to the date of the Original Filing.  The filing of this Amendment No. 1 is not a representation that any statements contained in the Company’s Form 10-K are true and complete as of any date other than the date of the Original Filing. This Amendment No. 1 should be read in conjunction with the Original Filing.

​
In addition, the Company’s Chief Executive Officer and Chief Financial Officer have provided new certifications dated as of the date of this filing in connection with this Amendment No. 1 on Form 10-K/A (Exhibit 31.1, 31.2, and 32).

ITEM 8.               Financial Statements and Supplementary Data.

Management’s Report on Internal Control Over Financial Reporting

The management of Tootsie Roll Industries, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in the Securities Exchange Act of 1934 (SEC) Rule 13a-15(f). Company management conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2022 as required by SEC Rule 13a-15(c). In making this assessment, the Company used the criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Based on the Company’s evaluation under the COSO criteria, Company management concluded that its internal control over financial reporting was effective as of December 31, 2022.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2022 has been audited by Grant Thornton LLP (PCAOB ID: 248), an independent registered public accounting firm, as stated in their report which is included herein.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders

Tootsie Roll Industries, Inc.

Opinions on the financial statements and internal control over financial reporting

We have audited the accompanying consolidated financial position of Tootsie Roll Industries, Inc. (a Virginia corporation) and subsidiaries (the “Company”) as of December 31, 2022 and 2021, and the related consolidated statements of comprehensive earnings, earnings and retained earnings, and cash flows for each of the three years in the period ended December 31, 2022, and the related notes and financial statement schedule(s) included under Item 15(a) (collectively referred to as the “financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

Basis for opinions

The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and limitations of internal control over financial reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles,

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and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical audit matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Trademark Impairment Assessment

As described in Note 1 and Note 12 to the consolidated financial statements, the Company’s consolidated trademark balance was $175 million at December 31, 2022 which is allocated to the Company’s brands that were purchased. Indefinite-lived trademarks are tested for impairment at least annually. For several trademarks, a
Step 0 approach is used to test for impairment based on relevant qualitative factors, as outlined within Accounting Standards Codifications (ASC) 350-20 and 350-30. For the fair value assessment of certain other trademarks where a Step 0 analysis was not considered appropriate, Step 1 impairment testing is performed annually using discounted cash flows, derived from projected revenue, operating margins and estimated discount rates. The determination of the fair value of the trademarks subjected to a Step 1 impairment test requires management to make significant estimates and assumptions related to forecasts of future revenues, operating margins and discount rates. As disclosed by management, changes in these assumptions could have a significant impact on either the fair value of the trademark, the amount of any trademark impairment charge, or both.

We identified the Step 1 trademark impairment assessment as a critical audit matter, as auditing management’s judgements regarding forecasts of future revenue, operating margin and discount rate involves a high degree of subjectivity.

Our audit procedures related to the Trademark Impairment Assessment included the following, among others:

● Testing the operating effectiveness of controls relating to management’s impairment tests, including controls over the determination of the fair value of these specific trademarks. Through these tests, we evaluated management’s review controls over the financial projections, including reperformance and approval of the reasonableness of the key assumptions and inputs to the analysis, such as discount rates, growth rates, and key performance indicators such as sales forecast and operating margins.

● Testing management’s process for determining the fair value of the trademarks. We considered whether such assumptions were consistent with historical forecasts and operating results for the Company, as well as evidence obtained in other areas of the audit. Additionally, a sensitivity analysis was performed using a Capital Asset Pricing Model in order to evaluate whether the assumptions used in management’s model fell within reasonable ranges based on third-party industry market data.

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● Utilizing a valuation specialist to assist in evaluating the reasonableness of and testing the methodology used in the Company’s discounted cash flow model for the trademarks and certain significant assumptions, including the discount rate.

/s/ GRANT THORNTON LLP

We have served as the Company’s auditor since 2018.

Chicago, Illinois

March 1, 2023

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CONSOLIDATED STATEMENTS OF

Earnings and Retained Earnings

TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES   (in thousands except per share data)

	For the year ended December 31,
	2022		2021		2020
Net product sales	$	681,440	$	566,043	$	467,427
Rental and royalty revenue		5,530		4,733		3,636
Total revenue		686,970		570,776		471,063
Product cost of goods sold		452,552		370,105		299,710
Rental and royalty cost		1,687		1,430		992
Total costs		454,239		371,535		300,702
Product gross margin		228,888		195,938		167,717
Rental and royalty gross margin		3,843		3,303		2,644
Total gross margin		232,731		199,241		170,361
Selling, marketing and administrative expenses		121,976		132,108		112,117
Earnings from operations		110,755		67,133		58,244
Other income (expense), net		(12,614)		18,596		18,018
Earnings before income taxes		98,141		85,729		76,262
Provision for income taxes		22,249		20,421		17,288
Net earnings		75,892		65,308		58,974
Less: net earnings (loss) attributable to noncontrolling interests		(45)		(18)		(21)
Net earnings attributable to Tootsie Roll Industries, Inc.	$	75,937	$	65,326	$	58,995
Net earnings attributable to Tootsie Roll Industries, Inc. per share	$	1.10	$	0.94	$	0.84
Average number of shares outstanding		68,829		69,438		70,488
Retained earnings at beginning of period	$	39,545	$	32,312	$	40,809
Net earnings attributable to Tootsie Roll Industries, Inc.		75,937		65,326		58,995
Cash dividends		(24,571)		(24,061)		(23,739)
Stock dividends		(42,635)		(34,032)		(43,753)
Retained earnings at end of period	$	48,276	$	39,545	$	32,312

(The accompanying notes are an integral part of these statements.)

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CONSOLIDATED STATEMENTS OF

Comprehensive Earnings

TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES   (in thousands)

	For the year ended December 31,
	2022		2021		2020
Net earnings	$	75,892	$	65,308	$	58,974
Other comprehensive income (loss), before tax:
Foreign currency translation adjustments		1,087		(301)		(1,213)
Pension and postretirement reclassification adjustments:
Unrealized gains (losses) for the period on postretirement and pension benefits		3,338		448		467
Less: reclassification adjustment for (gains) losses to net earnings		(826)		(1,405)		(1,349)
Unrealized gains (losses) on postretirement and pension benefits		2,512		(957)		(882)
Investments:
Unrealized gains (losses) for the period on investments		(9,909)		(4,227)		1,463
Less: reclassification adjustment for (gains) losses to net earnings		(16)		(96)		—
Unrealized gains (losses) on investments		(9,925)		(4,323)		1,463
Derivatives:
Unrealized gains (losses) for the period on derivatives		(251)		1,423		1,259
Less: reclassification adjustment for (gains) losses to net earnings		(570)		(2,593)		325
Unrealized gains (losses) on derivatives		(821)		(1,170)		1,584
Total other comprehensive income (loss), before tax		(7,147)		(6,751)		952
Income tax benefit (expense) related to items of other comprehensive income		1,991		1,553		(522)
Total comprehensive earnings		70,736		60,110		59,404
Comprehensive earnings (loss) attributable to noncontrolling interests		(45)		(18)		(21)
Total comprehensive earnings attributable to Tootsie Roll Industries, Inc.	$	70,781	$	60,128	$	59,425

(The accompanying notes are an integral part of these statements.)

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CONSOLIDATED STATEMENTS OF
Financial Position
TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES	(in thousands)

Assets

	December 31,
	2022		2021
CURRENT ASSETS:
Cash and cash equivalents	$	53,270	$	105,840
Restricted cash		365		386
Investments		96,128		39,968
Accounts receivable trade, less allowances of $2,335 and $2,281		58,556		54,921
Other receivables		4,299		3,920
Inventories:
Finished goods and work-in-process		43,595		31,431
Raw materials and supplies		40,671		24,074
Prepaid expenses		12,144		7,761
Total current assets		309,028		268,301
PROPERTY, PLANT AND EQUIPMENT, at cost:
Land		21,715		21,704
Buildings		142,462		130,158
Machinery and equipment		467,977		446,777
Construction in progress		4,325		15,344
Operating lease right-of-use assets		4,703		7,419
		641,182		621,402
Less — accumulated depreciation		429,139		412,496
Net property, plant and equipment		212,043		208,906
OTHER ASSETS:
Goodwill		73,237		73,237
Trademarks		175,024		175,024
Investments		247,528		291,175
Prepaid expenses and other assets		465		603
Deferred income taxes		1,454		1,372
Total other assets		497,708		541,411
Total assets	$	1,018,779	$	1,018,618

(The accompanying notes are an integral part of these statements.)

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(in thousands except per share data)

Liabilities and Shareholders’ Equity

	December 31,
	2022		2021
CURRENT LIABILITIES:
Accounts payable	$	25,246	$	14,969
Bank loans		1,051		939
Dividends payable		6,154		6,042
Accrued liabilities		54,444		53,896
Postretirement health care benefits		658		616
Operating lease liabilities		791		1,072
Income taxes payable		1,790		2,434
Total current liabilities		90,134		79,968
NONCURRENT LIABILITIES:
Deferred income taxes		45,005		45,461
Postretirement health care benefits		9,303		12,619
Industrial development bonds		7,500		7,500
Liability for uncertain tax positions		3,747		3,415
Operating lease liabilities		3,952		6,347
Deferred compensation and other liabilities		76,256		94,511
Total noncurrent liabilities		145,763		169,853
TOOTSIE ROLL INDUSTRIES, INC. SHAREHOLDERS’ EQUITY:
Common stock, $.69-4/9 par value — 120,000 shares authorized — 39,721 and 39,344, respectively, issued		27,584		27,322
Class B common stock, $.69-4/9 par value — 40,000 shares authorized — 28,607 and 27,793, respectively, issued		19,866		19,300
Capital in excess of par value		719,606		709,880
Retained earnings		48,276		39,545
Accumulated other comprehensive loss		(30,169)		(25,013)
Treasury stock (at cost) — 99 shares and 96 shares, respectively		(1,992)		(1,992)
Total Tootsie Roll Industries, Inc. shareholders’ equity		783,171		769,042
Noncontrolling interests		(289)		(245)
Total equity		782,882		768,797
Total liabilities and shareholders' equity	$	1,018,779	$	1,018,618

(The accompanying notes are an integral part of these statements.)

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CONSOLIDATED STATEMENTS OF
Cash Flows
TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES	(in thousands)

	For the year ended December 31,
	2022		2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	75,892	$	65,308	$	58,974
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation		17,668		17,570		18,184
Deferred income taxes		1,535		(1,263)		(279)
Amortization of marketable security premiums		5,531		3,837		1,404
Changes in operating assets and liabilities:
Accounts receivable		(3,073)		(14,130)		3,483
Other receivables		(1,020)		(706)		636
Inventories		(28,415)		3,940		(770)
Prepaid expenses and other assets		49		2,622		2,961
Accounts payable and accrued liabilities		10,329		10,010		3,849
Income taxes payable		(4,565)		(1,296)		3,012
Postretirement health care benefits		(804)		(1,281)		(1,041)
Deferred compensation and other liabilities		(1,076)		687		(15,703)
Net cash provided by operating activities		72,051		85,298		74,710
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(23,356)		(31,426)		(17,970)
Repayment of premiums on split dollar life insurance policies		—		2,514		23,527
Purchases of trading securities		(1,543)		(2,668)		(3,183)
Sales of trading securities		2,806		968		18,058
Purchase of available for sale securities		(96,114)		(108,576)		(109,816)
Sale and maturity of available for sale securities		49,618		47,289		98,885
Net cash (used in) provided by investing activities		(68,589)		(91,899)		9,501
CASH FLOWS FROM FINANCING ACTIVITIES:
Shares purchased and retired		(31,910)		(30,184)		(32,055)
Dividends paid in cash		(24,629)		(24,136)		(23,810)
Proceeds from bank loans		3,989		3,792		3,902
Repayment of bank loans		(3,850)		(3,618)		(3,883)
Net cash used in financing activities		(56,400)		(54,146)		(55,846)
Effect of exchange rate changes on cash		347		(283)		(449)
Increase (decrease) in cash and cash equivalents		(52,591)		(61,030)		27,916
Cash, cash equivalents and restricted cash at beginning of year		106,226		167,256		139,340
Cash, cash equivalents and restricted cash at end of year	$	53,635	$	106,226	$	167,256
Supplemental cash flow information:
Income taxes paid	$	23,884	$	22,855	$	14,503
Interest paid	$	78	$	6	$	57
Stock dividend issued	$	70,242	$	64,667	$	63,402

(The accompanying notes are an integral part of these statements.)

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Notes to Consolidated Financial Statements ($ in thousands except per share data)

TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES

NOTE 1—SIGNIFICANT ACCOUNTING POLICIES:

Basis of consolidation:

The consolidated financial statements include the accounts of Tootsie Roll Industries, Inc. and its wholly-owned and majority-owned subsidiaries (the Company), which are primarily engaged in the manufacture and sales of candy products. Non-controlling interests relating to majority-owned subsidiaries are reflected in the consolidated financial statements and all significant intercompany transactions have been eliminated. Certain amounts previously reported have been reclassified to conform to the current year presentation. These reclassifications had no effect on previously reported net earnings.

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue recognition:

The Company’s revenues, primarily net product sales, principally result from the sale of goods, reflect the consideration to which the Company expects to be entitled, generally based on customer purchase orders. The Company records revenue based on a five-step model in accordance with Accounting Standards Codification ("ASC") Topic 606. Adjustments for estimated customer cash discounts upon payment, discounts for price adjustments, product returns, allowances, and certain advertising and promotional costs, including consumer coupons, are variable consideration and are recorded as a reduction of product sales revenue in the same period the related product sales are recorded. Such estimates are calculated using historical averages adjusted for any expected changes due to current business conditions and experience. A net product sale is recorded when the Company delivers the product to the customer, or in certain instances, the customer picks up the goods at the Company’s distribution centers, and thereby obtains control of such product. Amounts billed and due from our customers are classified as accounts receivables trade on the balance sheet and require payment on a short-term basis. Accounts receivable are unsecured. Shipping and handling costs of $67,342, $55,289, and $42,593 in 2022, 2021 and 2020, respectively, are included in selling, marketing and administrative expenses. A minor amount of royalty income (less than 0.1% of our consolidated net sales) is also recognized from sales-based licensing arrangements, pursuant to which revenue is recognized as the third-party licensee sales occur. Rental income (less than 1% of our consolidated net sales) is not considered revenue from contracts from customers.

Leases:

The Company identifies leases by evaluating its contracts to determine if the contract conveys the right to use an identified asset for a stated period of time in exchange for consideration. The Company considers whether it can control the underlying asset and has the right to obtain substantially all of the economic benefits or outputs from the asset. Leases with terms greater than 12 months are classified as either operating or finance leases at the commencement date.  For these leases, the Company capitalized the present value of the minimum lease payments over the lease terms as a right-of-use asset with an offsetting lease liability. The discount rate used to calculate the present value of the minimum lease payments is typically the Company’s incremental borrowing rate, as the rate implicit in the lease is generally not known or determinable. The lease term includes any noncancelable period for which the Company has the right to use the asset. Currently, all capitalized leases are classified as operating leases and the Company records lease expense on a straight-line basis over the term of the lease.

Cash and cash equivalents:

The Company considers short-term debt securities with an original maturity of three months or less to be cash equivalents. Substantially all cash and cash equivalents are held at a major U.S. money center bank or its foreign branches (Bank of America), or its investment broker affiliate (Merrill Lynch). The Company also holds certificates of deposit (CDs)

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of U.S. banks selected by this investment broker based on their financial ratings; substantially all such CDs are invested in separate individual banks which are generally not in excess of the Federal Deposit Insurance Corporation (FDIC) limit of $250 per bank. The cash in the Company's U.S. banks (primarily Bank of America) is not fully insured by the FDIC due to the statutory limit of $250. The Company had approximately $5,191 and $4,577 of cash held by it is foreign subsidiaries, principally foreign branches of a U.S. bank (Bank of America), at December 31, 2022 and 2021, respectively. The Company's cash in its foreign bank accounts is also not fully insured.

Investments:

Investments consist of various marketable securities principally corporate bonds, with maturities of generally from three to five years, and variable rate demand notes with interest rates that are generally reset weekly and the security can be “put” back and sold weekly. The Company classifies debt and equity securities as either available for sale or trading. Available for sale debt securities are not actively traded by the Company and are carried at fair value. The Company follows current fair value measurement guidance and unrealized gains and losses on these securities are excluded from earnings and are reported as a separate component of shareholders’ equity, net of applicable taxes, until realized or impaired. Trading securities related to deferred compensation arrangements are carried at fair value with gains or losses included in other income, net. The Company invests in trading securities to economically hedge changes in its deferred compensation liabilities.

The Company regularly reviews its investments to determine whether fair value is less than carrying value and, when necessary, makes qualitative assessments considering impairment indicators to evaluate whether investments are impaired. If impaired, the cost basis of the security is written down to fair value. Further information regarding the fair value of the Company’s investments is included in Note 9 of the Company’s Notes to Consolidated Financial Statements.

Derivative instruments and hedging activities:

From time to time, the Company enters into commodity futures and foreign currency forward contracts. Commodity futures are intended and are effective as hedges of market price risks associated with the anticipated purchase of certain raw materials (primarily sugar). Foreign currency forward contracts are intended and are effective as hedges of the Company’s exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of products manufactured in Canada and sold in the United States, and periodic equipment purchases from foreign suppliers denominated in a foreign currency. The Company does not engage in trading or other speculative use of derivative instruments. Further information regarding derivative instruments and hedging activities is included in Note 10 of the Company’s Notes to Consolidated Financial Statements.

Inventories:

Inventories are stated at lower of cost or net realizable value. The cost of substantially all of the Company’s inventories ($77,083 and $51,355 at December 31, 2022 and 2021, respectively) has been determined by the last-in, first-out (LIFO) method. The excess of current cost over LIFO cost of inventories approximates $34,898 and $21,348 at December 31, 2022 and 2021, respectively. The cost of certain foreign inventories ($7,183 and $4,150 at December 31, 2022 and 2021 respectively) has been determined by the first-in, first-out (FIFO) method. Rebates, discounts and other cash consideration received from vendors related to inventory purchases is reflected as a reduction in the cost of the related inventory item, and is, therefore, reflected in cost of sales when the related inventory item is sold.

Property, plant and equipment:

Depreciation is computed for financial reporting purposes by use of the straight-line method based on useful lives of 20 to 50 years for buildings and 5 to 20 years for machinery and equipment. Depreciation expense was $17,668, $17,570 and $18,184 in 2022, 2021 and 2020, respectively.

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Carrying value of long-lived assets:

The Company reviews long-lived assets to determine if there are events or circumstances indicating that the amount of the asset reflected in the Company’s balance sheet may not be recoverable. When such indicators are present, the Company compares the carrying value of the long-lived asset, or asset group, to the future undiscounted cash flows of the underlying assets to determine if impairment exists. If applicable, an impairment charge would be recorded to write down the carrying value to its fair value. The determination of fair value involves the use of estimates of future cash flows that involve considerable management judgment and are based upon assumptions about expected future operating performance. The actual cash flows could differ from management’s estimates due to changes in business conditions, operating performance, and economic conditions. No impairment charges of long-lived assets were recorded by the Company during 2022, 2021 or 2020.

Postretirement health care benefits:

The Company provides certain postretirement health care benefits to a group of “grandfathered” corporate office and management employees. The cost of these postretirement benefits is accrued during the employees’ working careers. See Note 7 of the Company’s Notes to Consolidated Financial Statements for additional information. The Company also provided split dollar life benefits to an executive officer. The Company recorded an asset equal to the cumulative insurance premiums paid that will be recovered upon the death of the covered executive officer or earlier under the terms of the plan. During 2021, the Company received $2,514 of previously paid premiums on these insurance policies which was recorded as a reduction to this asset and has now fully recovered all the premiums under the terms of the plan. No premiums were paid in 2022, 2021 or 2020.

Goodwill and indefinite-lived intangible assets:

In accordance with authoritative guidance, goodwill and intangible assets with indefinite lives are not amortized, but rather reviewed and tested for impairment at least annually unless certain interim triggering events or circumstances require more frequent testing. All trademarks have been assessed by management to have indefinite lives because they are expected to generate cash flows indefinitely. Management believes that all assumptions used for the impairment review and testing are consistent with those utilized by market participants performing similar valuations. No impairments of intangibles, including trademarks and goodwill, were recorded in 2022, 2021 or 2020.

Current accounting guidance provides entities an option of performing a qualitative assessment (a "step-zero" test) before performing a quantitative analysis. If the entity determines, on the basis of certain qualitative factors, that it is more-likely-than-not that the intangibles (goodwill and certain trademarks) are not impaired, the entity would not need to proceed to the two step impairment testing process (quantitative analysis) as prescribed in the guidance. During fourth quarter 2022 and 2021, the Company performed a “step zero” test of its goodwill and certain trademarks, and concluded that there was no impairment based on this guidance. For the fair value assessment of certain trademarks where the “step-zero” analysis was not considered appropriate, impairment testing was performed in fourth quarter 2022 and 2021 using discounted cash flows and estimated royalty rates. For these trademarks, holding all other assumptions constant at the test date in 2022, a 100 basis point increase in the discount rate or a 100 basis point decrease in the royalty rate would reduce the fair value of these trademarks by approximately 13% and 10%, respectively. Individually, a 100 basis point increase in the discount rate or a 100 basis point decrease in the royalty rate would not result in a potential impairment as of December 31, 2022. 

Income taxes:

Deferred income taxes are recorded and recognized for future tax effects of temporary differences between financial and income tax reporting. The Company records valuation allowances in situations where the realization of deferred tax assets is not more-likely-than-not. The Company periodically reviews assumptions and estimates of the Company’s probable tax obligations and effects on its liability for uncertain tax positions, using informed judgment which may include the use of third-party consultants, advisors and legal counsel, as well as historical experience.

Further information regarding income tax matters are included in Note 4 of the Company’s Notes to Consolidated Financial Statements.

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Foreign currency translation:

The U.S. dollar is used as the functional currency where a substantial portion of the subsidiary’s business is indexed to the U.S. dollar or where its manufactured products are principally sold in the U.S. All other foreign subsidiaries use the local currency as their functional currency. Where the U.S. dollar is used as the functional currency, foreign currency remeasurements are recorded as a charge or credit to other income, net in the statement of earnings. Where the foreign local currency is used as the functional currency, translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss).

Restricted cash:

Restricted cash comprises certain cash deposits of the Company’s majority-owned Spanish subsidiary with international banks that are pledged as collateral for letters of credit and bank borrowings.

VEBA trust:

The Company maintains a VEBA trust managed and controlled by the Company, to fund the estimated future costs of certain employee health, welfare and other benefits. The Company made a $5,000 contribution to the VEBA trust in 2022 but no contributions were made to the trust in 2021 or 2020. The Company will continue using the VEBA trust funds to pay the actual cost of such benefits through most or possibly all of 2023. At December 31, 2022 and 2021, the VEBA trust held $3,879 and $3,941, respectively, of aggregate cash and cash equivalents. This asset value is included in prepaid expenses and long-term other assets in the Company’s Consolidated Statement of Financial Position. These assets are categorized as Level 1 within the fair value hierarchy.

Bank loans:

Bank loans consist of short term (less than 120 days) borrowings by the Company’s Spanish subsidiary that are held by international banks. The weighted-average interest rate as of December 31, 2022 and 2021 was 3.1% and 3.1%, respectively.

Comprehensive earnings:

Comprehensive earnings include net earnings, foreign currency translation adjustments and unrealized gains/losses on commodity and/or foreign currency hedging contracts, available for sale securities and certain postretirement benefit obligations.

Earnings per share:

A dual presentation of basic and diluted earnings per share is not required due to the lack of potentially dilutive securities under the Company’s simple capital structure. Therefore, all earnings per share amounts represent basic earnings per share.

The Class B common stock has essentially the same rights as common stock, except that each share of Class B common stock has ten votes per share (compared to one vote per share of common stock), is not traded on any exchange, is restricted as to transfer and is convertible on a share-for-share basis, at any time and at no cost to the holders, into shares of common stock which are traded on the New York Stock Exchange.

Use of estimates:

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported. Estimates are used when accounting for sales discounts, allowances and incentives, product liabilities, assets recorded at fair value, income

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taxes, depreciation, amortization, employee benefits, contingencies and intangible asset and liability valuations. Actual results may or may not differ from those estimates.

Recently adopted accounting pronouncements:

As of the date of this report, there are no recent accounting pronouncements that have not yet been adopted that Management believes would have a material impact on the Company’s consolidated financial statements.

NOTE 2—ACCRUED LIABILITIES:

Accrued liabilities are comprised of the following:

	December 31,
	2022		2021
Compensation	$	12,801	$	10,865
Other employee benefits		6,893		8,640
Taxes, other than income		4,078		3,574
Advertising and promotions		21,220		22,547
Other		9,452		8,270
	$	54,444	$	53,896

NOTE 3—INDUSTRIAL DEVELOPMENT BONDS:

Industrial development bonds are due in 2027. The average floating interest rate, which is reset weekly, was 1.3% and 0.7% in 2022 and 2021, respectively. See Note 9 of the Company’s Notes to Consolidated Financial Statements for fair value disclosures.

NOTE 4—INCOME TAXES:

The domestic and foreign components of pretax income are as follows:

	2022		2021		2020
Domestic	$	84,286	$	77,434	$	69,211
Foreign		13,855		8,295		7,051
	$	98,141	$	85,729	$	76,262

The provision for income taxes is comprised of the following:

	2022		2021		2020
Current:
Federal	$	13,070	$	16,886	$	14,831
Foreign		4,110		1,983		1,029
State		2,605		2,822		1,763
		19,785		21,691		17,623
Deferred:
Federal		2,364		(2,069)		(1,006)
Foreign		81		39		1,316
State		19		760		(645)
		2,464		(1,270)		(335)
	$	22,249	$	20,421	$	17,288

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Significant components of the Company’s net deferred tax liability at year end were as follows:

	December 31,
	2022		2021
Deferred tax assets:
Accrued customer promotions	$	1,269	$	2,107
Deferred compensation		17,533		22,311
Postretirement benefits		2,466		3,324
Other accrued expenses		7,744		5,158
Foreign subsidiary tax loss carry forward		4,650		4,497
Outside basis difference in foreign subsidiary		359		365
Capitalized research and development costs		2,049		—
Deductible state tax depreciation		893		736
Tax credit carry forward		2,047		2,517
		39,010		41,015
Valuation allowances		(5,703)		(5,555)
Total deferred tax assets	$	33,307	$	35,460
Deferred tax liabilities:
Depreciation	$	27,153	$	23,342
Deductible goodwill and trademarks		37,608		38,255
Accrued export company commissions		4,580		4,615
Employee benefit plans		395		525
Inventory reserves		934		2,532
Prepaid insurance		1,016		965
Unrealized capital gains		(160)		3,874
Deferred foreign exchange gain		119		132
Deferred gain on sale of real estate		5,213		5,309
Total deferred tax liabilities	$	76,858	$	79,549
Net deferred tax liability	$	43,551	$	44,089

At December 31, 2022, the Company has benefits related to state tax credit carry-forwards expiring by year as follows: $50 in 2028, $130 in 2029, $212 in 2030, $225 in 2031, $238 in 2032, $211 in 2033, $235 in 2034, $274 in 2035, $235 in 2036 and $237 in 2037. The Company expects that not all the credits will be utilized before their expiration and has provided a valuation allowance for the estimated amounts that will expire. Such valuation allowances were $1,053 and $924 at December 31, 2022 and 2021, respectively.

At December 31, 2022, the amounts of the Company’s Spanish subsidiary loss carry-forwards expiring by year are as follows: $270 in 2026, $57 in 2027, $171 in 2028, $98 in 2029, $296 in 2030, $394 in 2031, $297 in 2032, $120 in 2033, $415 in 2034, $524 in 2035, $761 in 2036, $388 in 2037, $186 in 2038, $151 in 2039 and $369 in 2040. A full valuation allowance has been provided for all of these Spanish loss carry-forwards as the Company expects that the losses will not be utilized before their expiration.

The effective income tax rate differs from the statutory rate as follows:

	2022		2021		2020
U.S. statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net	2.3		2.4		2.1
Foreign income tax rates	1.0		0.2		1.0
Income tax credits and adjustments	(0.8)		(0.6)		(1.4)
Adjustment of deferred tax balances	(0.7)		0.6		(0.2)
Reserve for uncertain tax benefits	0.3		—		(0.8)
Other, net	(0.4)		0.2		1.0
Effective income tax rate	22.7	%	23.8	%	22.7	%

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As a result of the 2017 Tax Cuts and Jobs Act, the Company does not assert permanent reinvestment of its foreign subsidiaries earnings.

At December 31, 2022 and 2021, the Company had unrecognized tax benefits of $3,392 and $3,133, respectively. Included in this balance is $1,734 and $1,547, respectively, of unrecognized tax benefits that, if recognized, would favorably affect the annual effective income tax rate. As of December 31, 2022 and 2021, $355 and $282, respectively, of interest and penalties were included in the liability for uncertain tax positions.

A reconciliation of the beginning and ending balances of the total amounts of unrecognized tax benefits is as follows:

	2022		2021		2020
Unrecognized tax benefits at January 1	$	3,133	$	3,011	$	3,678
Increases in tax positions for the current year		393		700		377
Reductions in tax positions for lapse of statute of limitations		(134)		(578)		(501)
Reductions in tax positions for settlements and payments		—		—		(308)
Increases (decreases) in prior period unrecognized tax benefits due to change in judgment		—		—		(235)
Unrecognized tax benefits at December 31	$	3,392	$	3,133	$	3,011

The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes on the Consolidated Statements of Earnings and Retained Earnings.

The Company is subject to taxation in the U.S. and various state and foreign jurisdictions, primarily Canada and Mexico. The Company generally remains subject to examination by U.S. federal, state and foreign tax authorities for the years 2019 through 2021. With few exceptions, the Company is no longer subject to examinations by tax authorities for the years 2018 and prior.

NOTE 5—SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE:

										Capital in
				Class B						Excess
	Common Stock			Common Stock			Treasury Stock			of Par
	Shares	Amount		Shares	Amount		Shares	Amount		Value
	(000’s)			(000’s)			(000’s)
Balance at December 31, 2019	38,836		26,969	26,287		18,254	90		(1,992)		696,059
Issuance of 3% stock dividend	1,157		804	787		547	3		—		42,244
Conversion of Class B common shares to common shares	62		43	(62)		(43)	—		—		—
Purchase and retirement of common shares	(982)		(682)	—		—	—		—		(31,373)
Balance at December 31, 2020	39,073		27,134	27,012		18,758	93		(1,992)		706,930
Issuance of 3% stock dividend	1,163		807	810		562	3		—		32,495
Conversion of Class B common shares to common shares	29		20	(29)		(20)	—		—		—
Purchase and retirement of common shares	(921)		(639)	—		—	—		—		(29,545)
Balance at December 31, 2021	39,344		27,322	27,793		19,300	96		(1,992)		709,880
Issuance of 3% stock dividend	1,176		817	833		579	3		—		41,068
Conversion of Class B common shares to common shares	19		13	(19)		(13)	—		—		—
Purchase and retirement of common shares	(818)		(568)	—		—	—		—		(31,342)
Balance at December 31, 2022	39,721	$	27,584	28,607	$	19,866	99	$	(1,992)	$	719,606

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Average shares outstanding and all per share amounts included in the financial statements and notes thereto have been adjusted retroactively to reflect annual three percent stock dividends.

While the Company does not have a formal or publicly announced Company common stock purchase program, the Company’s board of directors periodically authorizes a dollar amount for such share purchases.

Based upon this policy, shares were purchased and retired as follows:

	Total Number of Shares
Year	Purchased (000’s)	Average Price Paid Per Share
2022	818	$	38.98
2021	921	$	32.76
2020	982	$	32.59

NOTE 6—OTHER INCOME, NET:

Other income, net is comprised of the following:

	2022		2021		2020
Interest and dividend income	$	2,641	$	2,740	$	4,005
Gains (losses) on trading securities relating to deferred compensation plans		(17,263)		14,207		12,519
Interest expense		(104)		(46)		(164)
Foreign exchange gains		1,307		667		534
Capital gains (losses)		121		(286)		(6)
Miscellaneous, net		684		1,314		1,130
	$	(12,614)	$	18,596	$	18,018

NOTE 7—EMPLOYEE BENEFIT PLANS:

Pension plans:

The Company sponsors a defined contribution pension plan covering certain non-union employees with over one year of credited service. The Company’s policy is to fund pension costs accrued based on compensation levels. Total expense for this plan for 2022, 2021 and 2020 approximated $2,682, $3,010 and $2,772, respectively. The Company also maintains certain defined contribution 401K profit sharing and retirement plans. Company contributions in 2022, 2021 and 2020 to these plans were $3,265, $3,201 and $2,766 respectively.

The Company also contributes to a multi-employer defined benefit pension plan for certain of its union employees under a collective bargaining agreement which is as follows:

Plan name: Bakery and Confectionery Union and Industry International Pension Fund (Plan)

Employer Identification Number and plan number: 52-6118572, plan number 001

Funded Status as of the most recent year available: 48.50% funded as of January 1, 2021

The Company’s contributions to such plan: $3,508, $3,118 and $2,850 in 2022, 2021 and 2020, respectively

Plan status: Critical and declining for the plan year beginning January 1, 2022 (most recent date information is available)

Beginning in 2012, the Company has received periodic notices from the Plan, a multi-employer defined benefit pension plan for certain Company union employees, that the Plan’s actuary certified the Plan to be in “critical status”, as defined by the Pension Protection Act (PPA) and the Pension Benefit Guaranty Corporation (PBGC); and that a plan of

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rehabilitation was adopted by the trustees of the Plan in 2012. Beginning in 2015, the Plan was reclassified to “critical and declining status”, as defined by the PPA and PBGC, for the plan year beginning January 1, 2015. A designation of “critical and declining status” implies that the Plan is expected to become insolvent in the next 20 years. In 2016, the Company received new notices that the Plan’s trustees adopted an updated Rehabilitation Plan effective January 1, 2016, and all annual notices through 2021 have continued to classify the Plan in the “critical and declining status” category.

The Company has been advised that its withdrawal liability would have been $104,300, $99,300 and $99,800 if it had withdrawn from the Plan during 2021, 2020 and 2019 respectively. The Plan will not have updated actuarial and withdrawal liability information until second quarter 2023. Should the Company actually withdraw from the Plan at a future date, a withdrawal liability, which could be higher than the above discussed amounts, could be payable to the Plan.

The amended rehabilitation plan, which continues, requires that employer contributions include 5% compounded annual surcharge increases each year for an unspecified period of time beginning January 2013 (in addition to the 5% interim surcharge initiated in 2012) as well as certain plan benefit reductions. In fourth quarter 2020, the Plan Trustees advised the Company that the surcharges would no longer increase and therefore be “frozen” at the rates and amounts in effect as of December 31, 2020 provided that the local bargaining union and the Company executed a formal consenting agreement by March 31, 2021. During first quarter 2021, the local bargaining union and the Company executed this agreement which resulted in the “freezing” of such surcharges as of December 31, 2020. The Company’s pension expense for this Plan for 2022, 2021 and 2020 was $3,510, $3,156 and $2,866, respectively. The aforementioned expense includes surcharges of $1,237, $1,112 and $1,010 in 2022, 2021 and 2020, respectively, as required under the plan of rehabilitation, as amended.

The Company is currently unable to determine the ultimate outcome of the above discussed matter and therefore is unable to determine the effects on its consolidated financial statements, but the ultimate outcome or the effects of any modifications to the current rehabilitation plan could be material to its consolidated results of operations or cash flows in one or more future periods.

Deferred compensation:

The Company sponsors three deferred compensation plans for selected executives and other employees: (i) the Excess Benefit Plan, which restores retirement benefits lost due to IRS limitations on contributions to tax-qualified plans, (ii) the Supplemental Plan, which allows eligible employees to defer the receipt of eligible compensation until designated future dates and (iii) the Career Achievement Plan, which provides a deferred annual incentive award to selected executives. Participants in these plans earn a return on amounts due them based on several investment options, which mirror returns on underlying investments (primarily mutual funds). The Company economically hedges its obligations under the plans by investing in the actual underlying investments. These investments are classified as trading securities and are carried at fair value. At December 31, 2022 and 2021, these investments totaled $71,208 and $89,736, respectively. All gains and losses and related investment income from these investments, which are recorded in other income, net, are equally offset by corresponding increases and decreases in the Company’s deferred compensation liabilities.

Postretirement health care benefit plans:

The Company maintains a post-retirement health benefits plan for a group of “grandfathered” corporate employees. The plan, as amended in 2013, generally limited future annual cost increases in health benefits to 3%, restricted this benefit to current employees and retirees with long-term service with the Company, and eliminated all post-retirement benefits for future employees effective April 1, 2014. Post-retirement benefits liabilities (as amended) were $9,961 and $13,235 at December 31, 2022 and 2021, respectively.

Amounts recognized in accumulated other comprehensive loss (pre-tax) at December 31, 2022 are as follows:

Prior service credit	$	—
Net actuarial gain		(4,452)
Net amount recognized in accumulated other comprehensive loss	$	(4,452)

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The changes in the accumulated postretirement benefit obligation at December 31, 2022 and 2021 consist of the following:

	December 31,
	2022		2021
Benefit obligation, beginning of year	$	13,235	$	13,487
Service cost		241		270
Interest cost		336		291
Actuarial (gain)/loss		(3,323)		(326)
Benefits paid		(528)		(487)
Benefit obligation, end of year	$	9,961	$	13,235

The actuarial (gain) in 2022 is attributable to an increase in the discount rate, resulting in a (gain). The actuarial (gain) in 2021 is attributable to an increase in the discount rate, resulting in a (gain), partially offset by updated mortality projections for the year ended December 31, 2021, resulting in a loss.

Net periodic postretirement benefit cost (income) included the following components:

	2022		2021		2020
Service cost—benefits attributed to service during the period	$	241	$	270	$	288
Interest cost on the accumulated postretirement benefit obligation		336		291		403
Net amortization		(826)		(1,405)		(1,349)
Net periodic postretirement benefit cost (income)	$	(249)	$	(844)	$	(658)

The Company estimates future benefit payments will be $658, $663, $677, $688 and $696 in each year beginning in 2023 through 2027, respectively, and a total of $3,543 in 2028 through 2032.

NOTE 8—SEGMENT AND GEOGRAPHIC INFORMATION:

The Company operates as a single reportable segment encompassing the manufacture and sale of confectionery products. Its principal manufacturing operations are located in the United States and Canada, and its principal market is the United States. The Company also manufactures confectionery products in Mexico, primarily for sale in Mexico, and exports products to Canada and other countries worldwide.

The following geographic data includes net product sales summarized on the basis of the customer location and long-lived assets based on their physical location:

	2022		2021		2020
Net product sales:
United States	$	622,817	$	514,437	$	431,024
Canada, Mexico and Other		58,623		51,606		36,403
	$	681,440	$	566,043	$	467,427
Long-lived assets:
United States	$	182,393	$	178,936	$	155,664
Canada		25,715		27,051		28,765
Mexico and Other		3,935		2,919		2,899
	$	212,043	$	208,906	$	187,328

Sales revenues from Wal-Mart Stores, Inc. aggregated approximately 23.0%, 22.7%, and 23.5% of net product sales during the year ended December 31, 2022, 2021 and 2020, respectively. Sales revenues from Dollar Tree, Inc. (which includes Family Dollar which was acquired by Dollar Tree) aggregated approximately 12.4%, 12.1%, and 11.7% of net product sales during the year ended December 31, 2022, 2021 and 2020, respectively. Some of the aforementioned sales to Wal-Mart and Dollar Tree are sold to McLane Company, a large national grocery wholesaler, which services and

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delivers certain of the Company’s products to Wal-Mart, Dollar Tree and other retailers in the U.S.A. Net product sales revenues from McLane, which includes these Wal-Mart and Dollar Tree sales as well as sales and deliveries to other Company customers, were 20.4% in 2022 and 21.0% in 2021 and 22.1% in 2020. At December 31, 2022 and 2021, the Company’s three largest customers discussed above accounted for approximately 37% and 36% of total accounts receivable, respectively.

NOTE 9—FAIR VALUE MEASUREMENTS:

Current accounting guidance defines fair value as the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Guidance requires disclosure of the extent to which fair value is used to measure financial assets and liabilities, the inputs utilized in calculating valuation measurements, and the effect of the measurement of significant unobservable inputs on earnings, or changes in net assets, as of the measurement date. Guidance establishes a three-level valuation hierarchy based upon the transparency of inputs utilized in the measurement and valuation of financial assets or liabilities as of the measurement date. Level 1 inputs include quoted prices for identical instruments and are the most observable. Level 2 inputs include quoted prices for similar assets and observable inputs such as interest rates, foreign currency exchange rates, commodity rates and yield curves. Level 3 inputs are not observable in the market and include management’s own judgments about the assumptions market participants would use in pricing the asset or liability. The use of observable and unobservable inputs is reflected in the hierarchy assessment disclosed in the table below.

As of December 31, 2022 and 2021, the Company held certain financial assets that are required to be measured at fair value on a recurring basis. These include derivative hedging instruments related to the foreign currency forward contracts and purchase of certain raw materials, investments in trading securities and available for sale securities. The Company’s available for sale and trading securities principally consist of corporate bonds and variable rate demand notes.

The fair value of the Company’s industrial revenue development bonds at December 31, 2022 and 2021 were valued using Level 2 inputs which approximates the carrying value of $7,500 for both periods. Interest rates on these bonds reset weekly based on current market conditions.

The following tables present information about the Company’s financial assets and liabilities measured at fair value as of December 31, 2022 and 2021, and indicate the fair value hierarchy and the valuation techniques utilized by the Company to determine such fair value:

	Estimated Fair Value December 31, 2022
	Total		Input Levels Used
	Fair Value		Level 1		Level 2		Level 3
Cash and equivalents	$	53,270	$	53,270	$	—	$	—
Available for sale securities		272,448		1,889		270,559		—
Foreign currency derivatives		(282)		—		(282)		—
Commodity derivatives		10		10		—		—
Trading securities		71,208		56,049		15,159		—
Total assets measured at fair value	$	396,654	$	111,218	$	285,436	$	—

	Estimated Fair Value December 31, 2021
	Total		Input Levels Used
	Fair Value		Level 1		Level 2		Level 3
Cash and equivalents	$	105,840	$	105,840	$	—	$	—
Available for sale securities		241,407		1,282		240,125		—
Foreign currency derivatives		426		—		426		—
Commodity derivatives		124		124		—		—
Trading securities		89,736		76,196		13,540		—
Total assets measured at fair value	$	437,533	$	183,442	$	254,091	$	—

Available for sale securities which utilize Level 2 inputs consist primarily of corporate bonds and variable rate demand notes, which are valued based on quoted market prices or alternative pricing sources with reasonable levels of price transparency.

22

A summary of the aggregate fair value, gross unrealized gains, gross unrealized losses, realized losses and amortized cost basis of the Company’s investment portfolio by major security type is as follows:

	December 31, 2022
	Amortized		Fair		Unrealized
Available for Sale:	Cost		Value		Gains		Losses
Municipal bonds	$	41	$	40	$	—	$	(1)
Variable rate demand notes		4,800		4,800		—		—
Corporate bonds		276,148		264,575		—		(11,573)
Government securities		1,924		1,889		—		(35)
Certificates of deposit		1,157		1,144		—		(13)
	$	284,070	$	272,448	$	—	$	(11,622)

	December 31, 2021
	Amortized		Fair		Unrealized
Available for Sale:	Cost		Value		Gains		Losses
Municipal bonds	$	542	$	536	$	—	$	(6)
Variable rate demand notes		—		—		—		—
Corporate bonds		238,045		236,332		—		(1,713)
Government securities		1,271		1,282		11		—
Certificates of deposit		3,246		3,257		11		—
	$	243,104	$	241,407	$	22	$	(1,719)

NOTE 10—DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES:

From time to time, the Company uses derivative instruments, including foreign currency forward contracts and commodity futures contracts to manage its exposures to foreign exchange and commodity prices. Commodity futures contracts are intended and effective as hedges of market price risks associated with the anticipated purchase of certain raw materials (primarily sugar). Foreign currency forward contracts are intended and effective as hedges of the Company’s exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of products manufactured in Canada and sold in the United States, and periodic equipment purchases from foreign suppliers denominated in a foreign currency. The Company does not engage in trading or other speculative use of derivative instruments.

The Company recognizes all derivative instruments as either assets or liabilities at fair value in the Consolidated Statements of Financial Position. Derivative assets are recorded in other receivables and derivative liabilities are recorded in accrued liabilities. The Company uses either hedge accounting or mark-to-market accounting for its derivative instruments. Derivatives that qualify for hedge accounting are designated as cash flow hedges by formally documenting the hedge relationships, including identification of the hedging instruments, the hedged items and other critical terms, as well as the Company’s risk management objectives and strategies for undertaking the hedge transaction. As of December 31, 2022 and 2021, all derivative instruments are accounted for using hedge accounting.

Changes in the fair value of the Company’s cash flow hedges are recorded in accumulated other comprehensive loss, net of tax, and are reclassified to earnings in the periods in which earnings are affected by the hedged item. Substantially all amounts reported in accumulated other comprehensive loss for commodity derivatives are expected to be reclassified to cost of goods sold. Approximately $10 of this accumulated comprehensive gain is expected to be charged to earnings in 2023. Approximately $282 in accumulated other comprehensive loss for foreign currency derivatives is expected to be reclassified to other income, net in 2023.

23

The following table summarizes the Company’s outstanding derivative contracts and their effects on its Consolidated Statements of Financial Position at December 31, 2022 and 2021:

	December 31, 2022
	Notional
	Amounts		Assets		Liabilities
Derivatives designated as hedging instruments:
Foreign currency derivatives	$	7,264	$	—	$	(282)
Commodity derivatives		189		10		—
Total derivatives			$	10	$	(282)

	December 31, 2021
	Notional
	Amounts		Assets		Liabilities
Derivatives designated as hedging instruments:
Foreign currency derivatives	$	6,729	$	426	$	—
Commodity derivatives		6,012		231		(107)
Total derivatives			$	657	$	(107)

The effects of derivative instruments on the Company’s Consolidated Statement of Earnings, Comprehensive Earnings and Retained Earnings for year ended December 31, 2022 and 2021 are as follows:

	For Year Ended December 31, 2022
					Gain (Loss)
			Gain (Loss)		on Amount Excluded
	Gain (Loss)		Reclassified from		from Effectiveness
	Recognized		Accumulated OCI		Testing Recognized
	in OCI		into Earnings		in Earnings
Foreign currency derivatives	$	(484)	$	223	$	—
Commodity derivatives		233		347		—
Total	$	(251)	$	570	$	—

	For Year Ended December 31, 2021
					Gain (Loss)
			Gain (Loss)		on Amount Excluded
	Gain (Loss)		Reclassified from		from Effectiveness
	Recognized		Accumulated OCI		Testing Recognized
	in OCI		into Earnings		in Earnings
Foreign currency derivatives	$	93	$	445	$	—
Commodity derivatives		1,330		2,148		—
Total	$	1,423	$	2,593	$	—

24

NOTE 11—ACCUMULATED OTHER COMPREHENSIVE LOSS:

The following table sets forth information with respect to accumulated other comprehensive earnings (loss):

											Accumulated
	Foreign				Foreign				Postretirement		Other
	Currency				Currency		Commodity		and Pension		Comprehensive
	Translation		Investments		Derivatives		Derivatives		Benefits		Earnings (Loss)
Balance at December 31, 2020	$	(24,581)	$	1,992	$	589	$	713	$	1,472	$	(19,815)
Other comprehensive earnings (loss) before reclassifications		(301)		(3,205)		70		1,009		332		(2,095)
Reclassifications from accumulated other comprehensive loss		—		(73)		(337)		(1,628)		(1,065)		(3,103)
Other comprehensive earnings (loss) net of tax		(301)		(3,278)		(267)		(619)		(733)		(5,198)
Balance at December 31, 2021	$	(24,882)	$	(1,286)	$	322	$	94	$	739	$	(25,013)
Other comprehensive earnings (loss) before reclassifications		1,087		(7,511)		(368)		177		2,529		(4,086)
Reclassifications from accumulated other comprehensive loss		—		(12)		(169)		(263)		(626)		(1,070)
Other comprehensive earnings (loss) net of tax		1,087		(7,523)		(537)		(86)		1,903		(5,156)
Balance at December 31, 2022	$	(23,795)	$	(8,809)	$	(215)	$	8	$	2,642	$	(30,169)

The amounts reclassified from accumulated other comprehensive income (loss) consisted of the following:

Details about Accumulated Other	Year to Date Ended
Comprehensive Income Components	December 31, 2022		December 31, 2021		Location of (Gain) Loss Recognized in Earnings
Investments	$	(16)	$	(96)	Other income, net
Foreign currency derivatives		(223)		(445)	Other income, net
Commodity derivatives		(347)		(2,148)	Product cost of goods sold
Postretirement and pension benefits		(826)		(1,405)	Other income, net
Total before tax		(1,412)		(4,094)
Tax expense (benefit)		342		991
Net of tax	$	(1,070)	$	(3,103)

NOTE 12—GOODWILL AND INTANGIBLE ASSETS:

All of the Company’s intangible indefinite-lived assets are trademarks.

The changes in the carrying amount of trademarks for 2022 and 2021 were as follows:

	2022		2021
Original cost	$	193,767	$	193,767
Accumulated impairment losses as of January 1		(18,743)		(18,743)
Balance at January 1	$	175,024	$	175,024
Current year impairment losses		—		—
Balance at December 31	$	175,024	$	175,024
Accumulated impairment losses as of December 31	$	(18,743)	$	(18,743)

The fair value of indefinite-lived intangible assets was primarily assessed using the present value of estimated future cash flows and relief-from-royalty method.

25

The Company has no accumulated impairment losses of goodwill.

NOTE 13—LEASES:  

The Company leases certain buildings, land and equipment that are classified as operating leases. These leases have remaining lease terms of up to approximately 19 years.  Operating lease cost totaled $979 and $1,068 for twelve months 2022 and 2021, respectively. Cash paid for operating lease liabilities is substantially the same as operating lease cost and is presented in cash flows from operating activities. As of December 31, 2022 and 2021, operating lease right-of-use assets were $4,703 and $7,419, respectively, and operating lease liabilities were $4,743 and $7,419, respectively. The weighted-average remaining lease term related to these operating leases was 15.9 years and 16.9 years as of December 31, 2022 and 2021, respectively. The weighted-average discount rate related to the Company’s operating leases was 3.3% and 2.3% as of December 31, 2022 and 2021, respectively. Maturities of operating lease liabilities at December 31, 2022 are as follows: $654 in 2023, $154 in 2024, $159 in 2025, $153 in 2026 and $3,623 in 2027 through 2041.

The Company, as lessor, rents certain commercial real estate to third party lessees. The December 31, 2022 and 2021 cost related to these leased properties was $51,370 and $51,384, respectively, and the accumulated depreciation related to these leased properties was $16,903 and $15,844, respectively. Terms of certain such leases, including renewal options, may be extended for up to approximately fifty-eight years, many of which provide for periodic adjustment of rent payments based on changes in consumer or other price indices. The Company recognizes lease income on a straight-line basis over the lease term. Lease income in the twelve months of 2022 and 2021 was $4,934 and $4,223, respectively, and is classified in cash flows from operating activities.

26

ITEM 15.             Exhibits, Financial Statement Schedules.

                             (a) Financial Statements.

                             (1) The following financial statements are included in Item 8:

                                        Report of Independent Registered Public Accounting Firm

                                        Consolidated Statements of Earnings and Retained Earnings for each of the three years ended December 31, 2022, 2021 and 2020

                                        Consolidated Statements of Comprehensive Earnings for each of the three years ended December 31, 2022, 2021 and 2020

                                        Consolidated Statements of Financial Position at December 31, 2022 and 2021

                                        Consolidated Statements of Cash Flows for each of the three years ended in the period December 31, 2022, 2021 and 2020

                                        Notes to Consolidated Financial Statements

                             (2) Financial Statement Schedules.

The financial statement schedule included in the Original Filing is Schedule II - Valuation and Qualifying Accounts and Reserves for the Year Ended December 31, 2022, 2021 and 2020 (see Schedule II immediately following ITEM 16 of the Original Filing).

(3) Exhibits required by Item 601 of Regulation S-K:

INDEX TO EXHIBITS

3.1	Restated Articles of Incorporation. Incorporated by reference to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1997.
3.2	Amendment to Restated Articles of Incorporation. Incorporated by reference to Exhibit 3.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1999.
3.3	Amended and Restated By-Laws. Incorporated by reference to Exhibit 3.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996.
4.1	Specimen Class B Common Stock Certificate. Incorporated by reference to Exhibit 1.1 of the Company’s Registration Statement on Form 8-A dated February 29, 1988.
4.2	Description of Common Stock. Incorporated by reference to Exhibit 4.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.
10.1*	Excess Benefit Plan. Incorporated by reference to Exhibit 10.8.1 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1990.
10.2*	Amended and Restated Career Achievement Plan of the Company. Incorporated by reference to Exhibit 10.8.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1998.

27

10.3*	Amendment to the Amended and Restated Career Achievement Plan of the Company. Incorporated by reference to Exhibit 10.8.3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1999.
10.4*	Restatement of Split Dollar Agreement (Special Trust) between the Company and the trustee of the Gordon Family 1993 Special Trust dated January 31, 1997. Incorporated by reference to Exhibit 10.12 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996.
10.5*	Form of Change In Control Agreement dated August, 1997 between the Company and certain executive officers. Incorporated by reference to Exhibit 10.25 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1997.
10.6*	Amendment to Split Dollar Agreement (Special Trust) dated April 2, 1998 between the Company and the trustee of the Gordon Family 1993 Special Trust, together with related Collateral Assignments. Incorporated by reference to Exhibit 10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1998.
10.7*	Form of Amendment to Change in Control Agreement between the Company and certain executive officers. Incorporated by reference to Exhibit 10.28 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.
10.8*	Post 2004 Supplemental Savings Plan of the Company. Incorporated by reference to Exhibit 10.29 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.
10.9*	Post 2004 Excess Benefit Plan of the Company. Incorporated by reference to Exhibit 10.30 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.
10.10*	Amended and Restated Career Achievement Plan of the Company. Incorporated by reference to Exhibit 10.31 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.
10.11*	Exhibit 10.1- Tootsie Roll Industries, Inc. Management Incentive Plan. Incorporated by reference to Appendix A to the Company’s definitive Proxy Statement filed with the Commission on March 24, 2006.
10.12*	Amendment 2015-1, to the Tootsie Roll Industries, Inc. Post 2004 Excess Benefit Plan. Incorporated by reference to Exhibit 10.12 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.
10.13*	Amendment 2015-1, to the Tootsie Roll Industries, Inc. Career Achievement Plan. Incorporated by reference to Exhibit 10.13 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.
10.14*	Second Amendment to the Tootsie Roll Industries, Inc. Post 2004 Excess Benefit Plan. Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 13, 2021.
21	List of Subsidiaries of the Company. Incorporated by reference to Exhibit 21 of the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 1, 2023
31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

28

32	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
104	Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

*Management compensation plan or arrangement.

29

SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, Tootsie Roll Industries, Inc., has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TOOTSIE ROLL INDUSTRIES, INC.
By:	/s/ Ellen R. Gordon
	Ellen R. Gordon, Chairman of the Board of Directors and Chief Executive Officer
Date:	March 8, 2023

30

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Ellen R. Gordon, Chairman and Chief Executive Officer of Tootsie Roll Industries, Inc., certify that:

1. I have reviewed this annual report on Form 10-K of Tootsie Roll Industries, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 8, 2023
	By:	/s/ Ellen R. Gordon
		Ellen R. Gordon
		Chairman and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, G. Howard Ember, Jr., Vice President/Finance and Chief Financial Officer of Tootsie Roll Industries, Inc., certify that:

1. I have reviewed this annual report on Form 10-K of Tootsie Roll Industries, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

7
Date: March 8, 2023
	By:	/s/ G. Howard Ember, Jr.
		G. Howard Ember, Jr.
		Vice President/Finance and Chief Financial Officer

EX-32

Exhibit 32

Certificate Pursuant to 18 U.S.C. Section 1350, as Adopted

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Each of the undersigned officers of Tootsie Roll Industries, Inc. certifies that (i) the Annual Report on Form 10-K of Tootsie Roll Industries, Inc. for the year ended December 31, 2022 (the Form 10-K) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended and (ii) the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of Tootsie Roll Industries, Inc.

Dated:	March 8, 2023	/s/ Ellen R. Gordon
		Ellen R. Gordon
		Chairman and Chief Executive Officer
Dated:	March 8, 2023	/s/ G. Howard Ember, Jr.
		G. Howard Ember, Jr.
		Vice President/Finance and Chief Financial Officer

XML

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2022	Feb. 13, 2023	Jun. 30, 2022
Document Information [Line Items]
Document Type	10-K/A
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2022
Entity File Number	1-1361
Entity Registrant Name	TOOTSIE ROLL INDUSTRIES, INC
Entity Incorporation, State or Country Code	VA
Entity Tax Identification Number	22-1318955
Entity Address, Address Line One	7401 South Cicero Avenue
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60629
City Area Code	773
Local Phone Number	838-3400
Title of 12(b) Security	Common Stock — Par Value $.69-4/9 Per Share
Trading Symbol	TR
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Central Index Key	0000098677
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	true
Amendment Description	Tootsie Roll Industries, Inc. and its consolidated subsidiaries (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (the “Amendment No. 1”) to its Annual Report on Form 10-K for fiscal year ended December 31, 2022, which was filed with the Securities and Exchange Commission on March 1, 2023 (the “Original Filing”), for the sole purpose of including the auditor’s signature in the auditor’s opinion letter. The signature had been inadvertently omitted.
Entity Public Float			$ 611,433,000
Auditor Name	Grant Thornton LLP
Auditor Firm ID	248
Auditor Location	Chicago, Illinois
Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		39,684,473
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		28,606,918

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CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue	$ 686,970	$ 570,776	$ 471,063
Costs	454,239	371,535	300,702
Gross Margin	232,731	199,241	170,361
Selling, marketing and administrative expenses	121,976	132,108	112,117
Earnings from operations	110,755	67,133	58,244
Other income (expense), net	(12,614)	18,596	18,018
Earnings before income taxes	98,141	85,729	76,262
Provision for income taxes	22,249	20,421	17,288
Net earnings	75,892	65,308	58,974
Less: net earnings (loss) attributable to noncontrolling interests	(45)	(18)	(21)
Net earnings attributable to Tootsie Roll Industries, Inc.	$ 75,937	$ 65,326	$ 58,995
Net earnings attributable to Tootsie Roll Industries, Inc. per share (in dollars per share)	$ 1.10	$ 0.94	$ 0.84
Average number of shares outstanding (in shares)	68,829	69,438	70,488
Product
Revenue	$ 681,440	$ 566,043	$ 467,427
Costs	452,552	370,105	299,710
Gross Margin	228,888	195,938	167,717
Rental and Royalty
Revenue	5,530	4,733	3,636
Costs	1,687	1,430	992
Gross Margin	$ 3,843	$ 3,303	$ 2,644

XML

CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS
Retained earnings at beginning of period	$ 39,545	$ 32,312	$ 40,809
Net earnings attributable to Tootsie Roll Industries, Inc.	75,937	65,326	58,995
Cash dividends	(24,571)	(24,061)	(23,739)
Stock dividends	(42,635)	(34,032)	(43,753)
Retained earnings at end of period	$ 48,276	$ 39,545	$ 32,312

XML

CONSOLIDATED STATEMENT OF COMPREHENSIVE EARNINGS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
CONSOLIDATED STATEMENT OF COMPREHENSIVE EARNINGS
Net earnings	$ 75,892	$ 65,308	$ 58,974
Other comprehensive income (loss), before tax:
Foreign currency translation adjustments	1,087	(301)	(1,213)
Pension and postretirement reclassification adjustments:
Unrealized gains (losses) for the period on postretirement and pension benefits	3,338	448	467
Less: reclassification adjustment for (gains) losses to net earnings	(826)	(1,405)	(1,349)
Unrealized gains (losses) on postretirement and pension benefits	2,512	(957)	(882)
Investments:
Unrealized gains (losses) for the period on investments	(9,909)	(4,227)	1,463
Less: reclassification adjustment for (gains) losses to net earnings	(16)	(96)
Unrealized gains (losses) on investments	(9,925)	(4,323)	1,463
Derivatives:
Unrealized gains (losses) for the period on derivatives	(251)	1,423	1,259
Less: reclassification adjustment for (gains) losses to net earnings	(570)	(2,593)	325
Unrealized gains (losses) on derivatives	(821)	(1,170)	1,584
Total other comprehensive income (loss), before tax	(7,147)	(6,751)	952
Income tax benefit (expense) related to items of other comprehensive income	1,991	1,553	(522)
Total comprehensive earnings	70,736	60,110	59,404
Comprehensive earnings (loss) attributable to noncontrolling interests	(45)	(18)	(21)
Total comprehensive earnings attributable to Tootsie Roll Industries, Inc.	$ 70,781	$ 60,128	$ 59,425

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CONSOLIDATED STATEMENTS OF FINANCIAL POSITION - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
CURRENT ASSETS:
Cash and cash equivalents	$ 53,270	$ 105,840
Restricted cash	365	386
Investments	96,128	39,968
Accounts receivable trade, less allowances of $2,335 and $2,281	58,556	54,921
Other receivables	4,299	3,920
Inventories:
Finished goods and work-in-process	43,595	31,431
Raw materials and supplies	40,671	24,074
Prepaid expenses	12,144	7,761
Total current assets	309,028	268,301
PROPERTY, PLANT AND EQUIPMENT, at cost:
Land	21,715	21,704
Buildings	142,462	130,158
Machinery and equipment	467,977	446,777
Construction in progress	4,325	15,344
Operating lease right-of-use assets	4,703	7,419
Property, plant and equipment, gross	641,182	621,402
Less - accumulated depreciation	429,139	412,496
Net property, plant and equipment	212,043	208,906
OTHER ASSETS:
Goodwill	73,237	73,237
Trademarks	175,024	175,024
Investments	247,528	291,175
Prepaid expenses and other assets	465	603
Deferred income taxes	1,454	1,372
Total other assets	497,708	541,411
Total assets	1,018,779	1,018,618
CURRENT LIABILITIES:
Accounts payable	25,246	14,969
Bank loans	1,051	939
Dividends payable	6,154	6,042
Accrued liabilities	54,444	53,896
Postretirement health care benefits	658	616
Operating lease liabilities	791	1,072
Income taxes payable	1,790	2,434
Total current liabilities	90,134	79,968
NONCURRENT LIABILITIES:
Deferred income taxes	45,005	45,461
Postretirement health care benefits	9,303	12,619
Industrial development bonds	7,500	7,500
Liability for uncertain tax positions	3,747	3,415
Operating lease liabilities	3,952	6,347
Deferred compensation and other liabilities	76,256	94,511
Total noncurrent liabilities	145,763	169,853
TOOTSIE ROLL INDUSTRIES, INC. SHAREHOLDERS' EQUITY:
Capital in excess of par value	719,606	709,880
Retained earnings	48,276	39,545
Accumulated other comprehensive loss	(30,169)	(25,013)
Treasury stock (at cost) - 99 and 96 shares, respectively	(1,992)	(1,992)
Total Tootsie Roll Industries, Inc. shareholders' equity	783,171	769,042
Noncontrolling interests	(289)	(245)
Total equity	782,882	768,797
Total liabilities and shareholders' equity	1,018,779	1,018,618
Common Stock
TOOTSIE ROLL INDUSTRIES, INC. SHAREHOLDERS' EQUITY:
Common stock, value	27,584	27,322
Class B Common Stock
TOOTSIE ROLL INDUSTRIES, INC. SHAREHOLDERS' EQUITY:
Common stock, value	$ 19,866	$ 19,300

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CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Trade accounts receivable, allowances	$ 2,335	$ 2,281
Treasury stock, shares	99,000	96,000
Common Stock
Common stock, par value (in dollars per share)	$ 0.6944	$ 0.6944
Common stock, shares authorized	120,000	120,000
Common stock, shares issued	39,721	39,344
Class B Common Stock
Common stock, par value (in dollars per share)	$ 0.6944	$ 0.6944
Common stock, shares authorized	40,000	40,000
Common stock, shares issued	28,607	27,793

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$ 75,892	$ 65,308	$ 58,974
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation	17,668	17,570	18,184
Deferred income taxes	1,535	(1,263)	(279)
Amortization of marketable security premiums	5,531	3,837	1,404
Changes in operating assets and liabilities:
Accounts receivable	(3,073)	(14,130)	3,483
Other receivables	(1,020)	(706)	636
Inventories	(28,415)	3,940	(770)
Prepaid expenses and other assets	49	2,622	2,961
Accounts payable and accrued liabilities	10,329	10,010	3,849
Income taxes payable	(4,565)	(1,296)	3,012
Postretirement health care benefits	(804)	(1,281)	(1,041)
Deferred compensation and other liabilities	(1,076)	687	(15,703)
Net cash provided by operating activities	72,051	85,298	74,710
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(23,356)	(31,426)	(17,970)
Repayment of premiums on split dollar life insurance policies		2,514	23,527
Purchases of trading securities	(1,543)	(2,668)	(3,183)
Sales of trading securities	2,806	968	18,058
Purchase of available for sale securities	(96,114)	(108,576)	(109,816)
Sale and maturity of available for sale securities	49,618	47,289	98,885
Net cash (used in) provided by investing activities	(68,589)	(91,899)	9,501
CASH FLOWS FROM FINANCING ACTIVITIES:
Shares purchased and retired	(31,910)	(30,184)	(32,055)
Dividends paid in cash	(24,629)	(24,136)	(23,810)
Proceeds from bank loans	3,989	3,792	3,902
Repayment of bank loans	(3,850)	(3,618)	(3,883)
Net cash used in financing activities	(56,400)	(54,146)	(55,846)
Effect of exchange rate changes on cash	347	(283)	(449)
Increase (decrease) in cash and cash equivalents	(52,591)	(61,030)	27,916
Cash, cash equivalents and restricted cash at beginning of year	106,226	167,256	139,340
Cash, cash equivalents and restricted cash at end of year	53,635	106,226	167,256
Supplemental cash flow information:
Income taxes paid	23,884	22,855	14,503
Interest paid	78	6	57
Stock dividend issued	$ 70,242	$ 64,667	$ 63,402

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SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2022

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES

NOTE 1—SIGNIFICANT ACCOUNTING POLICIES:

Basis of consolidation:

The consolidated financial statements include the accounts of Tootsie Roll Industries, Inc. and its wholly-owned and majority-owned subsidiaries (the Company), which are primarily engaged in the manufacture and sales of candy products. Non-controlling interests relating to majority-owned subsidiaries are reflected in the consolidated financial statements and all significant intercompany transactions have been eliminated. Certain amounts previously reported have been reclassified to conform to the current year presentation. These reclassifications had no effect on previously reported net earnings.

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue recognition:

The Company’s revenues, primarily net product sales, principally result from the sale of goods, reflect the consideration to which the Company expects to be entitled, generally based on customer purchase orders. The Company records revenue based on a five-step model in accordance with Accounting Standards Codification ("ASC") Topic 606. Adjustments for estimated customer cash discounts upon payment, discounts for price adjustments, product returns, allowances, and certain advertising and promotional costs, including consumer coupons, are variable consideration and are recorded as a reduction of product sales revenue in the same period the related product sales are recorded. Such estimates are calculated using historical averages adjusted for any expected changes due to current business conditions and experience. A net product sale is recorded when the Company delivers the product to the customer, or in certain instances, the customer picks up the goods at the Company’s distribution centers, and thereby obtains control of such product. Amounts billed and due from our customers are classified as accounts receivables trade on the balance sheet and require payment on a short-term basis. Accounts receivable are unsecured. Shipping and handling costs of $67,342, $55,289, and $42,593 in 2022, 2021 and 2020, respectively, are included in selling, marketing and administrative expenses. A minor amount of royalty income (less than 0.1% of our consolidated net sales) is also recognized from sales-based licensing arrangements, pursuant to which revenue is recognized as the third-party licensee sales occur. Rental income (less than 1% of our consolidated net sales) is not considered revenue from contracts from customers.

Leases:

The Company identifies leases by evaluating its contracts to determine if the contract conveys the right to use an identified asset for a stated period of time in exchange for consideration. The Company considers whether it can control the underlying asset and has the right to obtain substantially all of the economic benefits or outputs from the asset. Leases with terms greater than 12 months are classified as either operating or finance leases at the commencement date.  For these leases, the Company capitalized the present value of the minimum lease payments over the lease terms as a right-of-use asset with an offsetting lease liability. The discount rate used to calculate the present value of the minimum lease payments is typically the Company’s incremental borrowing rate, as the rate implicit in the lease is generally not known or determinable. The lease term includes any noncancelable period for which the Company has the right to use the asset. Currently, all capitalized leases are classified as operating leases and the Company records lease expense on a straight-line basis over the term of the lease.

Cash and cash equivalents:

The Company considers short-term debt securities with an original maturity of three months or less to be cash equivalents. Substantially all cash and cash equivalents are held at a major U.S. money center bank or its foreign branches (Bank of America), or its investment broker affiliate (Merrill Lynch). The Company also holds certificates of deposit (CDs)

of U.S. banks selected by this investment broker based on their financial ratings; substantially all such CDs are invested in separate individual banks which are generally not in excess of the Federal Deposit Insurance Corporation (FDIC) limit of $250 per bank. The cash in the Company's U.S. banks (primarily Bank of America) is not fully insured by the FDIC due to the statutory limit of $250. The Company had approximately $5,191 and $4,577 of cash held by it is foreign subsidiaries, principally foreign branches of a U.S. bank (Bank of America), at December 31, 2022 and 2021, respectively. The Company's cash in its foreign bank accounts is also not fully insured.

Investments:

Investments consist of various marketable securities principally corporate bonds, with maturities of generally from three to five years, and variable rate demand notes with interest rates that are generally reset weekly and the security can be “put” back and sold weekly. The Company classifies debt and equity securities as either available for sale or trading. Available for sale debt securities are not actively traded by the Company and are carried at fair value. The Company follows current fair value measurement guidance and unrealized gains and losses on these securities are excluded from earnings and are reported as a separate component of shareholders’ equity, net of applicable taxes, until realized or impaired. Trading securities related to deferred compensation arrangements are carried at fair value with gains or losses included in other income, net. The Company invests in trading securities to economically hedge changes in its deferred compensation liabilities.

The Company regularly reviews its investments to determine whether fair value is less than carrying value and, when necessary, makes qualitative assessments considering impairment indicators to evaluate whether investments are impaired. If impaired, the cost basis of the security is written down to fair value. Further information regarding the fair value of the Company’s investments is included in Note 9 of the Company’s Notes to Consolidated Financial Statements.

Derivative instruments and hedging activities:

From time to time, the Company enters into commodity futures and foreign currency forward contracts. Commodity futures are intended and are effective as hedges of market price risks associated with the anticipated purchase of certain raw materials (primarily sugar). Foreign currency forward contracts are intended and are effective as hedges of the Company’s exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of products manufactured in Canada and sold in the United States, and periodic equipment purchases from foreign suppliers denominated in a foreign currency. The Company does not engage in trading or other speculative use of derivative instruments. Further information regarding derivative instruments and hedging activities is included in Note 10 of the Company’s Notes to Consolidated Financial Statements.

Inventories:

Inventories are stated at lower of cost or net realizable value. The cost of substantially all of the Company’s inventories ($77,083 and $51,355 at December 31, 2022 and 2021, respectively) has been determined by the last-in, first-out (LIFO) method. The excess of current cost over LIFO cost of inventories approximates $34,898 and $21,348 at December 31, 2022 and 2021, respectively. The cost of certain foreign inventories ($7,183 and $4,150 at December 31, 2022 and 2021 respectively) has been determined by the first-in, first-out (FIFO) method. Rebates, discounts and other cash consideration received from vendors related to inventory purchases is reflected as a reduction in the cost of the related inventory item, and is, therefore, reflected in cost of sales when the related inventory item is sold.

Property, plant and equipment:

Depreciation is computed for financial reporting purposes by use of the straight-line method based on useful lives of 20 to 50 years for buildings and 5 to 20 years for machinery and equipment. Depreciation expense was $17,668, $17,570 and $18,184 in 2022, 2021 and 2020, respectively.

Carrying value of long-lived assets:

The Company reviews long-lived assets to determine if there are events or circumstances indicating that the amount of the asset reflected in the Company’s balance sheet may not be recoverable. When such indicators are present, the Company compares the carrying value of the long-lived asset, or asset group, to the future undiscounted cash flows of the underlying assets to determine if impairment exists. If applicable, an impairment charge would be recorded to write down the carrying value to its fair value. The determination of fair value involves the use of estimates of future cash flows that involve considerable management judgment and are based upon assumptions about expected future operating performance. The actual cash flows could differ from management’s estimates due to changes in business conditions, operating performance, and economic conditions. No impairment charges of long-lived assets were recorded by the Company during 2022, 2021 or 2020.

Postretirement health care benefits:

The Company provides certain postretirement health care benefits to a group of “grandfathered” corporate office and management employees. The cost of these postretirement benefits is accrued during the employees’ working careers. See Note 7 of the Company’s Notes to Consolidated Financial Statements for additional information. The Company also provided split dollar life benefits to an executive officer. The Company recorded an asset equal to the cumulative insurance premiums paid that will be recovered upon the death of the covered executive officer or earlier under the terms of the plan. During 2021, the Company received $2,514 of previously paid premiums on these insurance policies which was recorded as a reduction to this asset and has now fully recovered all the premiums under the terms of the plan. No premiums were paid in 2022, 2021 or 2020.

Goodwill and indefinite-lived intangible assets:

In accordance with authoritative guidance, goodwill and intangible assets with indefinite lives are not amortized, but rather reviewed and tested for impairment at least annually unless certain interim triggering events or circumstances require more frequent testing. All trademarks have been assessed by management to have indefinite lives because they are expected to generate cash flows indefinitely. Management believes that all assumptions used for the impairment review and testing are consistent with those utilized by market participants performing similar valuations. No impairments of intangibles, including trademarks and goodwill, were recorded in 2022, 2021 or 2020.

Current accounting guidance provides entities an option of performing a qualitative assessment (a "step-zero" test) before performing a quantitative analysis. If the entity determines, on the basis of certain qualitative factors, that it is more-likely-than-not that the intangibles (goodwill and certain trademarks) are not impaired, the entity would not need to proceed to the two step impairment testing process (quantitative analysis) as prescribed in the guidance. During fourth quarter 2022 and 2021, the Company performed a “step zero” test of its goodwill and certain trademarks, and concluded that there was no impairment based on this guidance. For the fair value assessment of certain trademarks where the “step-zero” analysis was not considered appropriate, impairment testing was performed in fourth quarter 2022 and 2021 using discounted cash flows and estimated royalty rates. For these trademarks, holding all other assumptions constant at the test date in 2022, a 100 basis point increase in the discount rate or a 100 basis point decrease in the royalty rate would reduce the fair value of these trademarks by approximately 13% and 10%, respectively. Individually, a 100 basis point increase in the discount rate or a 100 basis point decrease in the royalty rate would not result in a potential impairment as of December 31, 2022. 

Income taxes:

Deferred income taxes are recorded and recognized for future tax effects of temporary differences between financial and income tax reporting. The Company records valuation allowances in situations where the realization of deferred tax assets is not more-likely-than-not. The Company periodically reviews assumptions and estimates of the Company’s probable tax obligations and effects on its liability for uncertain tax positions, using informed judgment which may include the use of third-party consultants, advisors and legal counsel, as well as historical experience.

Further information regarding income tax matters are included in Note 4 of the Company’s Notes to Consolidated Financial Statements.

Foreign currency translation:

The U.S. dollar is used as the functional currency where a substantial portion of the subsidiary’s business is indexed to the U.S. dollar or where its manufactured products are principally sold in the U.S. All other foreign subsidiaries use the local currency as their functional currency. Where the U.S. dollar is used as the functional currency, foreign currency remeasurements are recorded as a charge or credit to other income, net in the statement of earnings. Where the foreign local currency is used as the functional currency, translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss).

Restricted cash:

Restricted cash comprises certain cash deposits of the Company’s majority-owned Spanish subsidiary with international banks that are pledged as collateral for letters of credit and bank borrowings.

VEBA trust:

The Company maintains a VEBA trust managed and controlled by the Company, to fund the estimated future costs of certain employee health, welfare and other benefits. The Company made a $5,000 contribution to the VEBA trust in 2022 but no contributions were made to the trust in 2021 or 2020. The Company will continue using the VEBA trust funds to pay the actual cost of such benefits through most or possibly all of 2023. At December 31, 2022 and 2021, the VEBA trust held $3,879 and $3,941, respectively, of aggregate cash and cash equivalents. This asset value is included in prepaid expenses and long-term other assets in the Company’s Consolidated Statement of Financial Position. These assets are categorized as Level 1 within the fair value hierarchy.

Bank loans:

Bank loans consist of short term (less than 120 days) borrowings by the Company’s Spanish subsidiary that are held by international banks. The weighted-average interest rate as of December 31, 2022 and 2021 was 3.1% and 3.1%, respectively.

Comprehensive earnings:

Comprehensive earnings include net earnings, foreign currency translation adjustments and unrealized gains/losses on commodity and/or foreign currency hedging contracts, available for sale securities and certain postretirement benefit obligations.

Earnings per share:

A dual presentation of basic and diluted earnings per share is not required due to the lack of potentially dilutive securities under the Company’s simple capital structure. Therefore, all earnings per share amounts represent basic earnings per share.

The Class B common stock has essentially the same rights as common stock, except that each share of Class B common stock has ten votes per share (compared to one vote per share of common stock), is not traded on any exchange, is restricted as to transfer and is convertible on a share-for-share basis, at any time and at no cost to the holders, into shares of common stock which are traded on the New York Stock Exchange.

Use of estimates:

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported. Estimates are used when accounting for sales discounts, allowances and incentives, product liabilities, assets recorded at fair value, income

taxes, depreciation, amortization, employee benefits, contingencies and intangible asset and liability valuations. Actual results may or may not differ from those estimates.

Recently adopted accounting pronouncements:

As of the date of this report, there are no recent accounting pronouncements that have not yet been adopted that Management believes would have a material impact on the Company’s consolidated financial statements.

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ACCRUED LIABILITIES

12 Months Ended

Dec. 31, 2022

ACCRUED LIABILITIES

ACCRUED LIABILITIES

NOTE 2—ACCRUED LIABILITIES:

Accrued liabilities are comprised of the following:

	December 31,
	2022		2021
Compensation	$	12,801	$	10,865
Other employee benefits		6,893		8,640
Taxes, other than income		4,078		3,574
Advertising and promotions		21,220		22,547
Other		9,452		8,270
	$	54,444	$	53,896

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INDUSTRIAL DEVELOPMENT BONDS

12 Months Ended

Dec. 31, 2022

INDUSTRIAL DEVELOPMENT BONDS

INDUSTRIAL DEVELOPMENT BONDS

NOTE 3—INDUSTRIAL DEVELOPMENT BONDS:

Industrial development bonds are due in 2027. The average floating interest rate, which is reset weekly, was 1.3% and 0.7% in 2022 and 2021, respectively. See Note 9 of the Company’s Notes to Consolidated Financial Statements for fair value disclosures.

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INCOME TAXES

12 Months Ended

Dec. 31, 2022

INCOME TAXES

INCOME TAXES

NOTE 4—INCOME TAXES:

The domestic and foreign components of pretax income are as follows:

	2022		2021		2020
Domestic	$	84,286	$	77,434	$	69,211
Foreign		13,855		8,295		7,051
	$	98,141	$	85,729	$	76,262

The provision for income taxes is comprised of the following:

	2022		2021		2020
Current:
Federal	$	13,070	$	16,886	$	14,831
Foreign		4,110		1,983		1,029
State		2,605		2,822		1,763
		19,785		21,691		17,623
Deferred:
Federal		2,364		(2,069)		(1,006)
Foreign		81		39		1,316
State		19		760		(645)
		2,464		(1,270)		(335)
	$	22,249	$	20,421	$	17,288

Significant components of the Company’s net deferred tax liability at year end were as follows:

	December 31,
	2022		2021
Deferred tax assets:
Accrued customer promotions	$	1,269	$	2,107
Deferred compensation		17,533		22,311
Postretirement benefits		2,466		3,324
Other accrued expenses		7,744		5,158
Foreign subsidiary tax loss carry forward		4,650		4,497
Outside basis difference in foreign subsidiary		359		365
Capitalized research and development costs		2,049		—
Deductible state tax depreciation		893		736
Tax credit carry forward		2,047		2,517
		39,010		41,015
Valuation allowances		(5,703)		(5,555)
Total deferred tax assets	$	33,307	$	35,460
Deferred tax liabilities:
Depreciation	$	27,153	$	23,342
Deductible goodwill and trademarks		37,608		38,255
Accrued export company commissions		4,580		4,615
Employee benefit plans		395		525
Inventory reserves		934		2,532
Prepaid insurance		1,016		965
Unrealized capital gains		(160)		3,874
Deferred foreign exchange gain		119		132
Deferred gain on sale of real estate		5,213		5,309
Total deferred tax liabilities	$	76,858	$	79,549
Net deferred tax liability	$	43,551	$	44,089

At December 31, 2022, the Company has benefits related to state tax credit carry-forwards expiring by year as follows: $50 in 2028, $130 in 2029, $212 in 2030, $225 in 2031, $238 in 2032, $211 in 2033, $235 in 2034, $274 in 2035, $235 in 2036 and $237 in 2037. The Company expects that not all the credits will be utilized before their expiration and has provided a valuation allowance for the estimated amounts that will expire. Such valuation allowances were $1,053 and $924 at December 31, 2022 and 2021, respectively.

At December 31, 2022, the amounts of the Company’s Spanish subsidiary loss carry-forwards expiring by year are as follows: $270 in 2026, $57 in 2027, $171 in 2028, $98 in 2029, $296 in 2030, $394 in 2031, $297 in 2032, $120 in 2033, $415 in 2034, $524 in 2035, $761 in 2036, $388 in 2037, $186 in 2038, $151 in 2039 and $369 in 2040. A full valuation allowance has been provided for all of these Spanish loss carry-forwards as the Company expects that the losses will not be utilized before their expiration.

The effective income tax rate differs from the statutory rate as follows:

	2022		2021		2020
U.S. statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net	2.3		2.4		2.1
Foreign income tax rates	1.0		0.2		1.0
Income tax credits and adjustments	(0.8)		(0.6)		(1.4)
Adjustment of deferred tax balances	(0.7)		0.6		(0.2)
Reserve for uncertain tax benefits	0.3		—		(0.8)
Other, net	(0.4)		0.2		1.0
Effective income tax rate	22.7	%	23.8	%	22.7	%

As a result of the 2017 Tax Cuts and Jobs Act, the Company does not assert permanent reinvestment of its foreign subsidiaries earnings.

At December 31, 2022 and 2021, the Company had unrecognized tax benefits of $3,392 and $3,133, respectively. Included in this balance is $1,734 and $1,547, respectively, of unrecognized tax benefits that, if recognized, would favorably affect the annual effective income tax rate. As of December 31, 2022 and 2021, $355 and $282, respectively, of interest and penalties were included in the liability for uncertain tax positions.

A reconciliation of the beginning and ending balances of the total amounts of unrecognized tax benefits is as follows:

	2022		2021		2020
Unrecognized tax benefits at January 1	$	3,133	$	3,011	$	3,678
Increases in tax positions for the current year		393		700		377
Reductions in tax positions for lapse of statute of limitations		(134)		(578)		(501)
Reductions in tax positions for settlements and payments		—		—		(308)
Increases (decreases) in prior period unrecognized tax benefits due to change in judgment		—		—		(235)
Unrecognized tax benefits at December 31	$	3,392	$	3,133	$	3,011

The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes on the Consolidated Statements of Earnings and Retained Earnings.

The Company is subject to taxation in the U.S. and various state and foreign jurisdictions, primarily Canada and Mexico. The Company generally remains subject to examination by U.S. federal, state and foreign tax authorities for the years 2019 through 2021. With few exceptions, the Company is no longer subject to examinations by tax authorities for the years 2018 and prior.

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SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE

12 Months Ended

Dec. 31, 2022

SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE

SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE

NOTE 5—SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE:

										Capital in
				Class B						Excess
	Common Stock			Common Stock			Treasury Stock			of Par
	Shares	Amount		Shares	Amount		Shares	Amount		Value
	(000’s)			(000’s)			(000’s)
Balance at December 31, 2019	38,836		26,969	26,287		18,254	90		(1,992)		696,059
Issuance of 3% stock dividend	1,157		804	787		547	3		—		42,244
Conversion of Class B common shares to common shares	62		43	(62)		(43)	—		—		—
Purchase and retirement of common shares	(982)		(682)	—		—	—		—		(31,373)
Balance at December 31, 2020	39,073		27,134	27,012		18,758	93		(1,992)		706,930
Issuance of 3% stock dividend	1,163		807	810		562	3		—		32,495
Conversion of Class B common shares to common shares	29		20	(29)		(20)	—		—		—
Purchase and retirement of common shares	(921)		(639)	—		—	—		—		(29,545)
Balance at December 31, 2021	39,344		27,322	27,793		19,300	96		(1,992)		709,880
Issuance of 3% stock dividend	1,176		817	833		579	3		—		41,068
Conversion of Class B common shares to common shares	19		13	(19)		(13)	—		—		—
Purchase and retirement of common shares	(818)		(568)	—		—	—		—		(31,342)
Balance at December 31, 2022	39,721	$	27,584	28,607	$	19,866	99	$	(1,992)	$	719,606

Average shares outstanding and all per share amounts included in the financial statements and notes thereto have been adjusted retroactively to reflect annual three percent stock dividends.

While the Company does not have a formal or publicly announced Company common stock purchase program, the Company’s board of directors periodically authorizes a dollar amount for such share purchases.

Based upon this policy, shares were purchased and retired as follows:

	Total Number of Shares
Year	Purchased (000’s)	Average Price Paid Per Share
2022	818	$	38.98
2021	921	$	32.76
2020	982	$	32.59

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OTHER INCOME, NET

12 Months Ended

Dec. 31, 2022

OTHER INCOME, NET

OTHER INCOME, NET

NOTE 6—OTHER INCOME, NET:

Other income, net is comprised of the following:

	2022		2021		2020
Interest and dividend income	$	2,641	$	2,740	$	4,005
Gains (losses) on trading securities relating to deferred compensation plans		(17,263)		14,207		12,519
Interest expense		(104)		(46)		(164)
Foreign exchange gains		1,307		667		534
Capital gains (losses)		121		(286)		(6)
Miscellaneous, net		684		1,314		1,130
	$	(12,614)	$	18,596	$	18,018

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EMPLOYEE BENEFIT PLANS

12 Months Ended

Dec. 31, 2022

EMPLOYEE BENEFIT PLANS

EMPLOYEE BENEFIT PLANS

NOTE 7—EMPLOYEE BENEFIT PLANS:

Pension plans:

The Company sponsors a defined contribution pension plan covering certain non-union employees with over one year of credited service. The Company’s policy is to fund pension costs accrued based on compensation levels. Total expense for this plan for 2022, 2021 and 2020 approximated $2,682, $3,010 and $2,772, respectively. The Company also maintains certain defined contribution 401K profit sharing and retirement plans. Company contributions in 2022, 2021 and 2020 to these plans were $3,265, $3,201 and $2,766 respectively.

The Company also contributes to a multi-employer defined benefit pension plan for certain of its union employees under a collective bargaining agreement which is as follows:

Plan name: Bakery and Confectionery Union and Industry International Pension Fund (Plan)

Employer Identification Number and plan number: 52-6118572, plan number 001

Funded Status as of the most recent year available: 48.50% funded as of January 1, 2021

The Company’s contributions to such plan: $3,508, $3,118 and $2,850 in 2022, 2021 and 2020, respectively

Plan status: Critical and declining for the plan year beginning January 1, 2022 (most recent date information is available)

Beginning in 2012, the Company has received periodic notices from the Plan, a multi-employer defined benefit pension plan for certain Company union employees, that the Plan’s actuary certified the Plan to be in “critical status”, as defined by the Pension Protection Act (PPA) and the Pension Benefit Guaranty Corporation (PBGC); and that a plan of

rehabilitation was adopted by the trustees of the Plan in 2012. Beginning in 2015, the Plan was reclassified to “critical and declining status”, as defined by the PPA and PBGC, for the plan year beginning January 1, 2015. A designation of “critical and declining status” implies that the Plan is expected to become insolvent in the next 20 years. In 2016, the Company received new notices that the Plan’s trustees adopted an updated Rehabilitation Plan effective January 1, 2016, and all annual notices through 2021 have continued to classify the Plan in the “critical and declining status” category.

The Company has been advised that its withdrawal liability would have been $104,300, $99,300 and $99,800 if it had withdrawn from the Plan during 2021, 2020 and 2019 respectively. The Plan will not have updated actuarial and withdrawal liability information until second quarter 2023. Should the Company actually withdraw from the Plan at a future date, a withdrawal liability, which could be higher than the above discussed amounts, could be payable to the Plan.

The amended rehabilitation plan, which continues, requires that employer contributions include 5% compounded annual surcharge increases each year for an unspecified period of time beginning January 2013 (in addition to the 5% interim surcharge initiated in 2012) as well as certain plan benefit reductions. In fourth quarter 2020, the Plan Trustees advised the Company that the surcharges would no longer increase and therefore be “frozen” at the rates and amounts in effect as of December 31, 2020 provided that the local bargaining union and the Company executed a formal consenting agreement by March 31, 2021. During first quarter 2021, the local bargaining union and the Company executed this agreement which resulted in the “freezing” of such surcharges as of December 31, 2020. The Company’s pension expense for this Plan for 2022, 2021 and 2020 was $3,510, $3,156 and $2,866, respectively. The aforementioned expense includes surcharges of $1,237, $1,112 and $1,010 in 2022, 2021 and 2020, respectively, as required under the plan of rehabilitation, as amended.

The Company is currently unable to determine the ultimate outcome of the above discussed matter and therefore is unable to determine the effects on its consolidated financial statements, but the ultimate outcome or the effects of any modifications to the current rehabilitation plan could be material to its consolidated results of operations or cash flows in one or more future periods.

Deferred compensation:

The Company sponsors three deferred compensation plans for selected executives and other employees: (i) the Excess Benefit Plan, which restores retirement benefits lost due to IRS limitations on contributions to tax-qualified plans, (ii) the Supplemental Plan, which allows eligible employees to defer the receipt of eligible compensation until designated future dates and (iii) the Career Achievement Plan, which provides a deferred annual incentive award to selected executives. Participants in these plans earn a return on amounts due them based on several investment options, which mirror returns on underlying investments (primarily mutual funds). The Company economically hedges its obligations under the plans by investing in the actual underlying investments. These investments are classified as trading securities and are carried at fair value. At December 31, 2022 and 2021, these investments totaled $71,208 and $89,736, respectively. All gains and losses and related investment income from these investments, which are recorded in other income, net, are equally offset by corresponding increases and decreases in the Company’s deferred compensation liabilities.

Postretirement health care benefit plans:

The Company maintains a post-retirement health benefits plan for a group of “grandfathered” corporate employees. The plan, as amended in 2013, generally limited future annual cost increases in health benefits to 3%, restricted this benefit to current employees and retirees with long-term service with the Company, and eliminated all post-retirement benefits for future employees effective April 1, 2014. Post-retirement benefits liabilities (as amended) were $9,961 and $13,235 at December 31, 2022 and 2021, respectively.

Amounts recognized in accumulated other comprehensive loss (pre-tax) at December 31, 2022 are as follows:

Prior service credit	$	—
Net actuarial gain		(4,452)
Net amount recognized in accumulated other comprehensive loss	$	(4,452)

The changes in the accumulated postretirement benefit obligation at December 31, 2022 and 2021 consist of the following:

	December 31,
	2022		2021
Benefit obligation, beginning of year	$	13,235	$	13,487
Service cost		241		270
Interest cost		336		291
Actuarial (gain)/loss		(3,323)		(326)
Benefits paid		(528)		(487)
Benefit obligation, end of year	$	9,961	$	13,235

The actuarial (gain) in 2022 is attributable to an increase in the discount rate, resulting in a (gain). The actuarial (gain) in 2021 is attributable to an increase in the discount rate, resulting in a (gain), partially offset by updated mortality projections for the year ended December 31, 2021, resulting in a loss.

Net periodic postretirement benefit cost (income) included the following components:

	2022		2021		2020
Service cost—benefits attributed to service during the period	$	241	$	270	$	288
Interest cost on the accumulated postretirement benefit obligation		336		291		403
Net amortization		(826)		(1,405)		(1,349)
Net periodic postretirement benefit cost (income)	$	(249)	$	(844)	$	(658)

The Company estimates future benefit payments will be $658, $663, $677, $688 and $696 in each year beginning in 2023 through 2027, respectively, and a total of $3,543 in 2028 through 2032.

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SEGMENT AND GEOGRAPHIC INFORMATION

12 Months Ended

Dec. 31, 2022

SEGMENT AND GEOGRAPHIC INFORMATION

SEGMENT AND GEOGRAPHIC INFORMATION

NOTE 8—SEGMENT AND GEOGRAPHIC INFORMATION:

The Company operates as a single reportable segment encompassing the manufacture and sale of confectionery products. Its principal manufacturing operations are located in the United States and Canada, and its principal market is the United States. The Company also manufactures confectionery products in Mexico, primarily for sale in Mexico, and exports products to Canada and other countries worldwide.

The following geographic data includes net product sales summarized on the basis of the customer location and long-lived assets based on their physical location:

	2022		2021		2020
Net product sales:
United States	$	622,817	$	514,437	$	431,024
Canada, Mexico and Other		58,623		51,606		36,403
	$	681,440	$	566,043	$	467,427
Long-lived assets:
United States	$	182,393	$	178,936	$	155,664
Canada		25,715		27,051		28,765
Mexico and Other		3,935		2,919		2,899
	$	212,043	$	208,906	$	187,328

Sales revenues from Wal-Mart Stores, Inc. aggregated approximately 23.0%, 22.7%, and 23.5% of net product sales during the year ended December 31, 2022, 2021 and 2020, respectively. Sales revenues from Dollar Tree, Inc. (which includes Family Dollar which was acquired by Dollar Tree) aggregated approximately 12.4%, 12.1%, and 11.7% of net product sales during the year ended December 31, 2022, 2021 and 2020, respectively. Some of the aforementioned sales to Wal-Mart and Dollar Tree are sold to McLane Company, a large national grocery wholesaler, which services and

delivers certain of the Company’s products to Wal-Mart, Dollar Tree and other retailers in the U.S.A. Net product sales revenues from McLane, which includes these Wal-Mart and Dollar Tree sales as well as sales and deliveries to other Company customers, were 20.4% in 2022 and 21.0% in 2021 and 22.1% in 2020. At December 31, 2022 and 2021, the Company’s three largest customers discussed above accounted for approximately 37% and 36% of total accounts receivable, respectively.

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FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2022

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

NOTE 9—FAIR VALUE MEASUREMENTS:

Current accounting guidance defines fair value as the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Guidance requires disclosure of the extent to which fair value is used to measure financial assets and liabilities, the inputs utilized in calculating valuation measurements, and the effect of the measurement of significant unobservable inputs on earnings, or changes in net assets, as of the measurement date. Guidance establishes a three-level valuation hierarchy based upon the transparency of inputs utilized in the measurement and valuation of financial assets or liabilities as of the measurement date. Level 1 inputs include quoted prices for identical instruments and are the most observable. Level 2 inputs include quoted prices for similar assets and observable inputs such as interest rates, foreign currency exchange rates, commodity rates and yield curves. Level 3 inputs are not observable in the market and include management’s own judgments about the assumptions market participants would use in pricing the asset or liability. The use of observable and unobservable inputs is reflected in the hierarchy assessment disclosed in the table below.

As of December 31, 2022 and 2021, the Company held certain financial assets that are required to be measured at fair value on a recurring basis. These include derivative hedging instruments related to the foreign currency forward contracts and purchase of certain raw materials, investments in trading securities and available for sale securities. The Company’s available for sale and trading securities principally consist of corporate bonds and variable rate demand notes.

The fair value of the Company’s industrial revenue development bonds at December 31, 2022 and 2021 were valued using Level 2 inputs which approximates the carrying value of $7,500 for both periods. Interest rates on these bonds reset weekly based on current market conditions.

The following tables present information about the Company’s financial assets and liabilities measured at fair value as of December 31, 2022 and 2021, and indicate the fair value hierarchy and the valuation techniques utilized by the Company to determine such fair value:

	Estimated Fair Value December 31, 2022
	Total		Input Levels Used
	Fair Value		Level 1		Level 2		Level 3
Cash and equivalents	$	53,270	$	53,270	$	—	$	—
Available for sale securities		272,448		1,889		270,559		—
Foreign currency derivatives		(282)		—		(282)		—
Commodity derivatives		10		10		—		—
Trading securities		71,208		56,049		15,159		—
Total assets measured at fair value	$	396,654	$	111,218	$	285,436	$	—

	Estimated Fair Value December 31, 2021
	Total		Input Levels Used
	Fair Value		Level 1		Level 2		Level 3
Cash and equivalents	$	105,840	$	105,840	$	—	$	—
Available for sale securities		241,407		1,282		240,125		—
Foreign currency derivatives		426		—		426		—
Commodity derivatives		124		124		—		—
Trading securities		89,736		76,196		13,540		—
Total assets measured at fair value	$	437,533	$	183,442	$	254,091	$	—

Available for sale securities which utilize Level 2 inputs consist primarily of corporate bonds and variable rate demand notes, which are valued based on quoted market prices or alternative pricing sources with reasonable levels of price transparency.

A summary of the aggregate fair value, gross unrealized gains, gross unrealized losses, realized losses and amortized cost basis of the Company’s investment portfolio by major security type is as follows:

	December 31, 2022
	Amortized		Fair		Unrealized
Available for Sale:	Cost		Value		Gains		Losses
Municipal bonds	$	41	$	40	$	—	$	(1)
Variable rate demand notes		4,800		4,800		—		—
Corporate bonds		276,148		264,575		—		(11,573)
Government securities		1,924		1,889		—		(35)
Certificates of deposit		1,157		1,144		—		(13)
	$	284,070	$	272,448	$	—	$	(11,622)

	December 31, 2021
	Amortized		Fair		Unrealized
Available for Sale:	Cost		Value		Gains		Losses
Municipal bonds	$	542	$	536	$	—	$	(6)
Variable rate demand notes		—		—		—		—
Corporate bonds		238,045		236,332		—		(1,713)
Government securities		1,271		1,282		11		—
Certificates of deposit		3,246		3,257		11		—
	$	243,104	$	241,407	$	22	$	(1,719)

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DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

12 Months Ended

Dec. 31, 2022

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

NOTE 10—DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES:

From time to time, the Company uses derivative instruments, including foreign currency forward contracts and commodity futures contracts to manage its exposures to foreign exchange and commodity prices. Commodity futures contracts are intended and effective as hedges of market price risks associated with the anticipated purchase of certain raw materials (primarily sugar). Foreign currency forward contracts are intended and effective as hedges of the Company’s exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of products manufactured in Canada and sold in the United States, and periodic equipment purchases from foreign suppliers denominated in a foreign currency. The Company does not engage in trading or other speculative use of derivative instruments.

The Company recognizes all derivative instruments as either assets or liabilities at fair value in the Consolidated Statements of Financial Position. Derivative assets are recorded in other receivables and derivative liabilities are recorded in accrued liabilities. The Company uses either hedge accounting or mark-to-market accounting for its derivative instruments. Derivatives that qualify for hedge accounting are designated as cash flow hedges by formally documenting the hedge relationships, including identification of the hedging instruments, the hedged items and other critical terms, as well as the Company’s risk management objectives and strategies for undertaking the hedge transaction. As of December 31, 2022 and 2021, all derivative instruments are accounted for using hedge accounting.

Changes in the fair value of the Company’s cash flow hedges are recorded in accumulated other comprehensive loss, net of tax, and are reclassified to earnings in the periods in which earnings are affected by the hedged item. Substantially all amounts reported in accumulated other comprehensive loss for commodity derivatives are expected to be reclassified to cost of goods sold. Approximately $10 of this accumulated comprehensive gain is expected to be charged to earnings in 2023. Approximately $282 in accumulated other comprehensive loss for foreign currency derivatives is expected to be reclassified to other income, net in 2023.

The following table summarizes the Company’s outstanding derivative contracts and their effects on its Consolidated Statements of Financial Position at December 31, 2022 and 2021:

	December 31, 2022
	Notional
	Amounts		Assets		Liabilities
Derivatives designated as hedging instruments:
Foreign currency derivatives	$	7,264	$	—	$	(282)
Commodity derivatives		189		10		—
Total derivatives			$	10	$	(282)

	December 31, 2021
	Notional
	Amounts		Assets		Liabilities
Derivatives designated as hedging instruments:
Foreign currency derivatives	$	6,729	$	426	$	—
Commodity derivatives		6,012		231		(107)
Total derivatives			$	657	$	(107)

The effects of derivative instruments on the Company’s Consolidated Statement of Earnings, Comprehensive Earnings and Retained Earnings for year ended December 31, 2022 and 2021 are as follows:

	For Year Ended December 31, 2022
					Gain (Loss)
			Gain (Loss)		on Amount Excluded
	Gain (Loss)		Reclassified from		from Effectiveness
	Recognized		Accumulated OCI		Testing Recognized
	in OCI		into Earnings		in Earnings
Foreign currency derivatives	$	(484)	$	223	$	—
Commodity derivatives		233		347		—
Total	$	(251)	$	570	$	—

	For Year Ended December 31, 2021
					Gain (Loss)
			Gain (Loss)		on Amount Excluded
	Gain (Loss)		Reclassified from		from Effectiveness
	Recognized		Accumulated OCI		Testing Recognized
	in OCI		into Earnings		in Earnings
Foreign currency derivatives	$	93	$	445	$	—
Commodity derivatives		1,330		2,148		—
Total	$	1,423	$	2,593	$	—

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ACCUMULATED OTHER COMPREHENSIVE LOSS

12 Months Ended

Dec. 31, 2022

ACCUMULATED OTHER COMPREHENSIVE LOSS

ACCUMULATED OTHER COMPREHENSIVE LOSS

NOTE 11—ACCUMULATED OTHER COMPREHENSIVE LOSS:

The following table sets forth information with respect to accumulated other comprehensive earnings (loss):

											Accumulated
	Foreign				Foreign				Postretirement		Other
	Currency				Currency		Commodity		and Pension		Comprehensive
	Translation		Investments		Derivatives		Derivatives		Benefits		Earnings (Loss)
Balance at December 31, 2020	$	(24,581)	$	1,992	$	589	$	713	$	1,472	$	(19,815)
Other comprehensive earnings (loss) before reclassifications		(301)		(3,205)		70		1,009		332		(2,095)
Reclassifications from accumulated other comprehensive loss		—		(73)		(337)		(1,628)		(1,065)		(3,103)
Other comprehensive earnings (loss) net of tax		(301)		(3,278)		(267)		(619)		(733)		(5,198)
Balance at December 31, 2021	$	(24,882)	$	(1,286)	$	322	$	94	$	739	$	(25,013)
Other comprehensive earnings (loss) before reclassifications		1,087		(7,511)		(368)		177		2,529		(4,086)
Reclassifications from accumulated other comprehensive loss		—		(12)		(169)		(263)		(626)		(1,070)
Other comprehensive earnings (loss) net of tax		1,087		(7,523)		(537)		(86)		1,903		(5,156)
Balance at December 31, 2022	$	(23,795)	$	(8,809)	$	(215)	$	8	$	2,642	$	(30,169)

The amounts reclassified from accumulated other comprehensive income (loss) consisted of the following:

Details about Accumulated Other	Year to Date Ended
Comprehensive Income Components	December 31, 2022		December 31, 2021		Location of (Gain) Loss Recognized in Earnings
Investments	$	(16)	$	(96)	Other income, net
Foreign currency derivatives		(223)		(445)	Other income, net
Commodity derivatives		(347)		(2,148)	Product cost of goods sold
Postretirement and pension benefits		(826)		(1,405)	Other income, net
Total before tax		(1,412)		(4,094)
Tax expense (benefit)		342		991
Net of tax	$	(1,070)	$	(3,103)

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GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2022

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS

NOTE 12—GOODWILL AND INTANGIBLE ASSETS:

All of the Company’s intangible indefinite-lived assets are trademarks.

The changes in the carrying amount of trademarks for 2022 and 2021 were as follows:

	2022		2021
Original cost	$	193,767	$	193,767
Accumulated impairment losses as of January 1		(18,743)		(18,743)
Balance at January 1	$	175,024	$	175,024
Current year impairment losses		—		—
Balance at December 31	$	175,024	$	175,024
Accumulated impairment losses as of December 31	$	(18,743)	$	(18,743)

The fair value of indefinite-lived intangible assets was primarily assessed using the present value of estimated future cash flows and relief-from-royalty method.

The Company has no accumulated impairment losses of goodwill.

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LEASES

12 Months Ended

Dec. 31, 2022

LEASES

LEASES

NOTE 13—LEASES:  

The Company leases certain buildings, land and equipment that are classified as operating leases. These leases have remaining lease terms of up to approximately 19 years.  Operating lease cost totaled $979 and $1,068 for twelve months 2022 and 2021, respectively. Cash paid for operating lease liabilities is substantially the same as operating lease cost and is presented in cash flows from operating activities. As of December 31, 2022 and 2021, operating lease right-of-use assets were $4,703 and $7,419, respectively, and operating lease liabilities were $4,743 and $7,419, respectively. The weighted-average remaining lease term related to these operating leases was 15.9 years and 16.9 years as of December 31, 2022 and 2021, respectively. The weighted-average discount rate related to the Company’s operating leases was 3.3% and 2.3% as of December 31, 2022 and 2021, respectively. Maturities of operating lease liabilities at December 31, 2022 are as follows: $654 in 2023, $154 in 2024, $159 in 2025, $153 in 2026 and $3,623 in 2027 through 2041.

The Company, as lessor, rents certain commercial real estate to third party lessees. The December 31, 2022 and 2021 cost related to these leased properties was $51,370 and $51,384, respectively, and the accumulated depreciation related to these leased properties was $16,903 and $15,844, respectively. Terms of certain such leases, including renewal options, may be extended for up to approximately fifty-eight years, many of which provide for periodic adjustment of rent payments based on changes in consumer or other price indices. The Company recognizes lease income on a straight-line basis over the lease term. Lease income in the twelve months of 2022 and 2021 was $4,934 and $4,223, respectively, and is classified in cash flows from operating activities.

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SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2022

SIGNIFICANT ACCOUNTING POLICIES

Basis of consolidation

Basis of consolidation:

The consolidated financial statements include the accounts of Tootsie Roll Industries, Inc. and its wholly-owned and majority-owned subsidiaries (the Company), which are primarily engaged in the manufacture and sales of candy products. Non-controlling interests relating to majority-owned subsidiaries are reflected in the consolidated financial statements and all significant intercompany transactions have been eliminated. Certain amounts previously reported have been reclassified to conform to the current year presentation. These reclassifications had no effect on previously reported net earnings.

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Revenue recognition:

The Company’s revenues, primarily net product sales, principally result from the sale of goods, reflect the consideration to which the Company expects to be entitled, generally based on customer purchase orders. The Company records revenue based on a five-step model in accordance with Accounting Standards Codification ("ASC") Topic 606. Adjustments for estimated customer cash discounts upon payment, discounts for price adjustments, product returns, allowances, and certain advertising and promotional costs, including consumer coupons, are variable consideration and are recorded as a reduction of product sales revenue in the same period the related product sales are recorded. Such estimates are calculated using historical averages adjusted for any expected changes due to current business conditions and experience. A net product sale is recorded when the Company delivers the product to the customer, or in certain instances, the customer picks up the goods at the Company’s distribution centers, and thereby obtains control of such product. Amounts billed and due from our customers are classified as accounts receivables trade on the balance sheet and require payment on a short-term basis. Accounts receivable are unsecured. Shipping and handling costs of $67,342, $55,289, and $42,593 in 2022, 2021 and 2020, respectively, are included in selling, marketing and administrative expenses. A minor amount of royalty income (less than 0.1% of our consolidated net sales) is also recognized from sales-based licensing arrangements, pursuant to which revenue is recognized as the third-party licensee sales occur. Rental income (less than 1% of our consolidated net sales) is not considered revenue from contracts from customers.

Leases

Leases:

The Company identifies leases by evaluating its contracts to determine if the contract conveys the right to use an identified asset for a stated period of time in exchange for consideration. The Company considers whether it can control the underlying asset and has the right to obtain substantially all of the economic benefits or outputs from the asset. Leases with terms greater than 12 months are classified as either operating or finance leases at the commencement date.  For these leases, the Company capitalized the present value of the minimum lease payments over the lease terms as a right-of-use asset with an offsetting lease liability. The discount rate used to calculate the present value of the minimum lease payments is typically the Company’s incremental borrowing rate, as the rate implicit in the lease is generally not known or determinable. The lease term includes any noncancelable period for which the Company has the right to use the asset. Currently, all capitalized leases are classified as operating leases and the Company records lease expense on a straight-line basis over the term of the lease.

Cash and cash equivalents

Cash and cash equivalents:

The Company considers short-term debt securities with an original maturity of three months or less to be cash equivalents. Substantially all cash and cash equivalents are held at a major U.S. money center bank or its foreign branches (Bank of America), or its investment broker affiliate (Merrill Lynch). The Company also holds certificates of deposit (CDs)

of U.S. banks selected by this investment broker based on their financial ratings; substantially all such CDs are invested in separate individual banks which are generally not in excess of the Federal Deposit Insurance Corporation (FDIC) limit of $250 per bank. The cash in the Company's U.S. banks (primarily Bank of America) is not fully insured by the FDIC due to the statutory limit of $250. The Company had approximately $5,191 and $4,577 of cash held by it is foreign subsidiaries, principally foreign branches of a U.S. bank (Bank of America), at December 31, 2022 and 2021, respectively. The Company's cash in its foreign bank accounts is also not fully insured.

Investments

Investments:

Investments consist of various marketable securities principally corporate bonds, with maturities of generally from three to five years, and variable rate demand notes with interest rates that are generally reset weekly and the security can be “put” back and sold weekly. The Company classifies debt and equity securities as either available for sale or trading. Available for sale debt securities are not actively traded by the Company and are carried at fair value. The Company follows current fair value measurement guidance and unrealized gains and losses on these securities are excluded from earnings and are reported as a separate component of shareholders’ equity, net of applicable taxes, until realized or impaired. Trading securities related to deferred compensation arrangements are carried at fair value with gains or losses included in other income, net. The Company invests in trading securities to economically hedge changes in its deferred compensation liabilities.

The Company regularly reviews its investments to determine whether fair value is less than carrying value and, when necessary, makes qualitative assessments considering impairment indicators to evaluate whether investments are impaired. If impaired, the cost basis of the security is written down to fair value. Further information regarding the fair value of the Company’s investments is included in Note 9 of the Company’s Notes to Consolidated Financial Statements.

Derivative instruments and hedging activities

Derivative instruments and hedging activities:

From time to time, the Company enters into commodity futures and foreign currency forward contracts. Commodity futures are intended and are effective as hedges of market price risks associated with the anticipated purchase of certain raw materials (primarily sugar). Foreign currency forward contracts are intended and are effective as hedges of the Company’s exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of products manufactured in Canada and sold in the United States, and periodic equipment purchases from foreign suppliers denominated in a foreign currency. The Company does not engage in trading or other speculative use of derivative instruments. Further information regarding derivative instruments and hedging activities is included in Note 10 of the Company’s Notes to Consolidated Financial Statements.

Inventories

Inventories:

Inventories are stated at lower of cost or net realizable value. The cost of substantially all of the Company’s inventories ($77,083 and $51,355 at December 31, 2022 and 2021, respectively) has been determined by the last-in, first-out (LIFO) method. The excess of current cost over LIFO cost of inventories approximates $34,898 and $21,348 at December 31, 2022 and 2021, respectively. The cost of certain foreign inventories ($7,183 and $4,150 at December 31, 2022 and 2021 respectively) has been determined by the first-in, first-out (FIFO) method. Rebates, discounts and other cash consideration received from vendors related to inventory purchases is reflected as a reduction in the cost of the related inventory item, and is, therefore, reflected in cost of sales when the related inventory item is sold.

Property, plant and equipment

Property, plant and equipment:

Depreciation is computed for financial reporting purposes by use of the straight-line method based on useful lives of 20 to 50 years for buildings and 5 to 20 years for machinery and equipment. Depreciation expense was $17,668, $17,570 and $18,184 in 2022, 2021 and 2020, respectively.

Carrying value of long-lived assets

Carrying value of long-lived assets:

The Company reviews long-lived assets to determine if there are events or circumstances indicating that the amount of the asset reflected in the Company’s balance sheet may not be recoverable. When such indicators are present, the Company compares the carrying value of the long-lived asset, or asset group, to the future undiscounted cash flows of the underlying assets to determine if impairment exists. If applicable, an impairment charge would be recorded to write down the carrying value to its fair value. The determination of fair value involves the use of estimates of future cash flows that involve considerable management judgment and are based upon assumptions about expected future operating performance. The actual cash flows could differ from management’s estimates due to changes in business conditions, operating performance, and economic conditions. No impairment charges of long-lived assets were recorded by the Company during 2022, 2021 or 2020.

Postretirement health care benefits

Postretirement health care benefits:

The Company provides certain postretirement health care benefits to a group of “grandfathered” corporate office and management employees. The cost of these postretirement benefits is accrued during the employees’ working careers. See Note 7 of the Company’s Notes to Consolidated Financial Statements for additional information. The Company also provided split dollar life benefits to an executive officer. The Company recorded an asset equal to the cumulative insurance premiums paid that will be recovered upon the death of the covered executive officer or earlier under the terms of the plan. During 2021, the Company received $2,514 of previously paid premiums on these insurance policies which was recorded as a reduction to this asset and has now fully recovered all the premiums under the terms of the plan. No premiums were paid in 2022, 2021 or 2020.

Goodwill and indefinite-lived intangible assets

Goodwill and indefinite-lived intangible assets:

In accordance with authoritative guidance, goodwill and intangible assets with indefinite lives are not amortized, but rather reviewed and tested for impairment at least annually unless certain interim triggering events or circumstances require more frequent testing. All trademarks have been assessed by management to have indefinite lives because they are expected to generate cash flows indefinitely. Management believes that all assumptions used for the impairment review and testing are consistent with those utilized by market participants performing similar valuations. No impairments of intangibles, including trademarks and goodwill, were recorded in 2022, 2021 or 2020.

Current accounting guidance provides entities an option of performing a qualitative assessment (a "step-zero" test) before performing a quantitative analysis. If the entity determines, on the basis of certain qualitative factors, that it is more-likely-than-not that the intangibles (goodwill and certain trademarks) are not impaired, the entity would not need to proceed to the two step impairment testing process (quantitative analysis) as prescribed in the guidance. During fourth quarter 2022 and 2021, the Company performed a “step zero” test of its goodwill and certain trademarks, and concluded that there was no impairment based on this guidance. For the fair value assessment of certain trademarks where the “step-zero” analysis was not considered appropriate, impairment testing was performed in fourth quarter 2022 and 2021 using discounted cash flows and estimated royalty rates. For these trademarks, holding all other assumptions constant at the test date in 2022, a 100 basis point increase in the discount rate or a 100 basis point decrease in the royalty rate would reduce the fair value of these trademarks by approximately 13% and 10%, respectively. Individually, a 100 basis point increase in the discount rate or a 100 basis point decrease in the royalty rate would not result in a potential impairment as of December 31, 2022. 

Income taxes

Income taxes:

Deferred income taxes are recorded and recognized for future tax effects of temporary differences between financial and income tax reporting. The Company records valuation allowances in situations where the realization of deferred tax assets is not more-likely-than-not. The Company periodically reviews assumptions and estimates of the Company’s probable tax obligations and effects on its liability for uncertain tax positions, using informed judgment which may include the use of third-party consultants, advisors and legal counsel, as well as historical experience.

Further information regarding income tax matters are included in Note 4 of the Company’s Notes to Consolidated Financial Statements.

Foreign currency translation

Foreign currency translation:

The U.S. dollar is used as the functional currency where a substantial portion of the subsidiary’s business is indexed to the U.S. dollar or where its manufactured products are principally sold in the U.S. All other foreign subsidiaries use the local currency as their functional currency. Where the U.S. dollar is used as the functional currency, foreign currency remeasurements are recorded as a charge or credit to other income, net in the statement of earnings. Where the foreign local currency is used as the functional currency, translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss).

Restricted cash

Restricted cash:

Restricted cash comprises certain cash deposits of the Company’s majority-owned Spanish subsidiary with international banks that are pledged as collateral for letters of credit and bank borrowings.

VEBA trust

VEBA trust:

The Company maintains a VEBA trust managed and controlled by the Company, to fund the estimated future costs of certain employee health, welfare and other benefits. The Company made a $5,000 contribution to the VEBA trust in 2022 but no contributions were made to the trust in 2021 or 2020. The Company will continue using the VEBA trust funds to pay the actual cost of such benefits through most or possibly all of 2023. At December 31, 2022 and 2021, the VEBA trust held $3,879 and $3,941, respectively, of aggregate cash and cash equivalents. This asset value is included in prepaid expenses and long-term other assets in the Company’s Consolidated Statement of Financial Position. These assets are categorized as Level 1 within the fair value hierarchy.

Bank loans

Bank loans:

Bank loans consist of short term (less than 120 days) borrowings by the Company’s Spanish subsidiary that are held by international banks. The weighted-average interest rate as of December 31, 2022 and 2021 was 3.1% and 3.1%, respectively.

Comprehensive earnings

Comprehensive earnings:

Comprehensive earnings include net earnings, foreign currency translation adjustments and unrealized gains/losses on commodity and/or foreign currency hedging contracts, available for sale securities and certain postretirement benefit obligations.

Earnings per share

Earnings per share:

A dual presentation of basic and diluted earnings per share is not required due to the lack of potentially dilutive securities under the Company’s simple capital structure. Therefore, all earnings per share amounts represent basic earnings per share.

The Class B common stock has essentially the same rights as common stock, except that each share of Class B common stock has ten votes per share (compared to one vote per share of common stock), is not traded on any exchange, is restricted as to transfer and is convertible on a share-for-share basis, at any time and at no cost to the holders, into shares of common stock which are traded on the New York Stock Exchange.

Use of estimates

Use of estimates:

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported. Estimates are used when accounting for sales discounts, allowances and incentives, product liabilities, assets recorded at fair value, income

taxes, depreciation, amortization, employee benefits, contingencies and intangible asset and liability valuations. Actual results may or may not differ from those estimates.

Recently Adopted Accounting Pronouncements

Recently adopted accounting pronouncements:

As of the date of this report, there are no recent accounting pronouncements that have not yet been adopted that Management believes would have a material impact on the Company’s consolidated financial statements.

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ACCRUED LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2022

ACCRUED LIABILITIES

Schedule of accrued liabilities

	December 31,
	2022		2021
Compensation	$	12,801	$	10,865
Other employee benefits		6,893		8,640
Taxes, other than income		4,078		3,574
Advertising and promotions		21,220		22,547
Other		9,452		8,270
	$	54,444	$	53,896

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INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2022

INCOME TAXES

Schedule of domestic and foreign components of pretax income

	2022		2021		2020
Domestic	$	84,286	$	77,434	$	69,211
Foreign		13,855		8,295		7,051
	$	98,141	$	85,729	$	76,262

Schedule of components of provision of income taxes

	2022		2021		2020
Current:
Federal	$	13,070	$	16,886	$	14,831
Foreign		4,110		1,983		1,029
State		2,605		2,822		1,763
		19,785		21,691		17,623
Deferred:
Federal		2,364		(2,069)		(1,006)
Foreign		81		39		1,316
State		19		760		(645)
		2,464		(1,270)		(335)
	$	22,249	$	20,421	$	17,288

Schedule of significant components of net deferred tax liability

	December 31,
	2022		2021
Deferred tax assets:
Accrued customer promotions	$	1,269	$	2,107
Deferred compensation		17,533		22,311
Postretirement benefits		2,466		3,324
Other accrued expenses		7,744		5,158
Foreign subsidiary tax loss carry forward		4,650		4,497
Outside basis difference in foreign subsidiary		359		365
Capitalized research and development costs		2,049		—
Deductible state tax depreciation		893		736
Tax credit carry forward		2,047		2,517
		39,010		41,015
Valuation allowances		(5,703)		(5,555)
Total deferred tax assets	$	33,307	$	35,460
Deferred tax liabilities:
Depreciation	$	27,153	$	23,342
Deductible goodwill and trademarks		37,608		38,255
Accrued export company commissions		4,580		4,615
Employee benefit plans		395		525
Inventory reserves		934		2,532
Prepaid insurance		1,016		965
Unrealized capital gains		(160)		3,874
Deferred foreign exchange gain		119		132
Deferred gain on sale of real estate		5,213		5,309
Total deferred tax liabilities	$	76,858	$	79,549
Net deferred tax liability	$	43,551	$	44,089

Schedule of reconciliation of statutory and effective income tax rate

	2022		2021		2020
U.S. statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net	2.3		2.4		2.1
Foreign income tax rates	1.0		0.2		1.0
Income tax credits and adjustments	(0.8)		(0.6)		(1.4)
Adjustment of deferred tax balances	(0.7)		0.6		(0.2)
Reserve for uncertain tax benefits	0.3		—		(0.8)
Other, net	(0.4)		0.2		1.0
Effective income tax rate	22.7	%	23.8	%	22.7	%

Schedule of reconciliation of beginning and ending balances of total amounts of unrecognized tax benefits

	2022		2021		2020
Unrecognized tax benefits at January 1	$	3,133	$	3,011	$	3,678
Increases in tax positions for the current year		393		700		377
Reductions in tax positions for lapse of statute of limitations		(134)		(578)		(501)
Reductions in tax positions for settlements and payments		—		—		(308)
Increases (decreases) in prior period unrecognized tax benefits due to change in judgment		—		—		(235)
Unrecognized tax benefits at December 31	$	3,392	$	3,133	$	3,011

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SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE (Tables)

12 Months Ended

Dec. 31, 2022

SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE

Schedule of changes in share capital and capital in excess of par value

										Capital in
				Class B						Excess
	Common Stock			Common Stock			Treasury Stock			of Par
	Shares	Amount		Shares	Amount		Shares	Amount		Value
	(000’s)			(000’s)			(000’s)
Balance at December 31, 2019	38,836		26,969	26,287		18,254	90		(1,992)		696,059
Issuance of 3% stock dividend	1,157		804	787		547	3		—		42,244
Conversion of Class B common shares to common shares	62		43	(62)		(43)	—		—		—
Purchase and retirement of common shares	(982)		(682)	—		—	—		—		(31,373)
Balance at December 31, 2020	39,073		27,134	27,012		18,758	93		(1,992)		706,930
Issuance of 3% stock dividend	1,163		807	810		562	3		—		32,495
Conversion of Class B common shares to common shares	29		20	(29)		(20)	—		—		—
Purchase and retirement of common shares	(921)		(639)	—		—	—		—		(29,545)
Balance at December 31, 2021	39,344		27,322	27,793		19,300	96		(1,992)		709,880
Issuance of 3% stock dividend	1,176		817	833		579	3		—		41,068
Conversion of Class B common shares to common shares	19		13	(19)		(13)	—		—		—
Purchase and retirement of common shares	(818)		(568)	—		—	—		—		(31,342)
Balance at December 31, 2022	39,721	$	27,584	28,607	$	19,866	99	$	(1,992)	$	719,606

Schedule of shares purchased and retired

	Total Number of Shares
Year	Purchased (000’s)	Average Price Paid Per Share
2022	818	$	38.98
2021	921	$	32.76
2020	982	$	32.59

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OTHER INCOME, NET (Tables)

12 Months Ended

Dec. 31, 2022

OTHER INCOME, NET

Schedule of other income, net

	2022		2021		2020
Interest and dividend income	$	2,641	$	2,740	$	4,005
Gains (losses) on trading securities relating to deferred compensation plans		(17,263)		14,207		12,519
Interest expense		(104)		(46)		(164)
Foreign exchange gains		1,307		667		534
Capital gains (losses)		121		(286)		(6)
Miscellaneous, net		684		1,314		1,130
	$	(12,614)	$	18,596	$	18,018

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EMPLOYEE BENEFIT PLANS (Tables)

12 Months Ended

Dec. 31, 2022

EMPLOYEE BENEFIT PLANS

Schedule of amounts recognized in accumulated other comprehensive loss (pre-tax)

Prior service credit	$	—
Net actuarial gain		(4,452)
Net amount recognized in accumulated other comprehensive loss	$	(4,452)

Schedule of changes in accumulated postretirement benefit obligation

	December 31,
	2022		2021
Benefit obligation, beginning of year	$	13,235	$	13,487
Service cost		241		270
Interest cost		336		291
Actuarial (gain)/loss		(3,323)		(326)
Benefits paid		(528)		(487)
Benefit obligation, end of year	$	9,961	$	13,235

Schedule of net periodic postretirement benefit cost (income)

	2022		2021		2020
Service cost—benefits attributed to service during the period	$	241	$	270	$	288
Interest cost on the accumulated postretirement benefit obligation		336		291		403
Net amortization		(826)		(1,405)		(1,349)
Net periodic postretirement benefit cost (income)	$	(249)	$	(844)	$	(658)

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SEGMENT AND GEOGRAPHIC INFORMATION (Tables)

12 Months Ended

Dec. 31, 2022

SEGMENT AND GEOGRAPHIC INFORMATION

Schedule of geographic data

	2022		2021		2020
Net product sales:
United States	$	622,817	$	514,437	$	431,024
Canada, Mexico and Other		58,623		51,606		36,403
	$	681,440	$	566,043	$	467,427
Long-lived assets:
United States	$	182,393	$	178,936	$	155,664
Canada		25,715		27,051		28,765
Mexico and Other		3,935		2,919		2,899
	$	212,043	$	208,906	$	187,328

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FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2022

FAIR VALUE MEASUREMENTS

Schedule of financial assets and liabilities measured at fair value

	Estimated Fair Value December 31, 2022
	Total		Input Levels Used
	Fair Value		Level 1		Level 2		Level 3
Cash and equivalents	$	53,270	$	53,270	$	—	$	—
Available for sale securities		272,448		1,889		270,559		—
Foreign currency derivatives		(282)		—		(282)		—
Commodity derivatives		10		10		—		—
Trading securities		71,208		56,049		15,159		—
Total assets measured at fair value	$	396,654	$	111,218	$	285,436	$	—

	Estimated Fair Value December 31, 2021
	Total		Input Levels Used
	Fair Value		Level 1		Level 2		Level 3
Cash and equivalents	$	105,840	$	105,840	$	—	$	—
Available for sale securities		241,407		1,282		240,125		—
Foreign currency derivatives		426		—		426		—
Commodity derivatives		124		124		—		—
Trading securities		89,736		76,196		13,540		—
Total assets measured at fair value	$	437,533	$	183,442	$	254,091	$	—

Summary of the aggregate fair value, gross unrealized gains, gross unrealized losses, realized losses and amortized cost basis of investment portfolio by major security type

	December 31, 2022
	Amortized		Fair		Unrealized
Available for Sale:	Cost		Value		Gains		Losses
Municipal bonds	$	41	$	40	$	—	$	(1)
Variable rate demand notes		4,800		4,800		—		—
Corporate bonds		276,148		264,575		—		(11,573)
Government securities		1,924		1,889		—		(35)
Certificates of deposit		1,157		1,144		—		(13)
	$	284,070	$	272,448	$	—	$	(11,622)

	December 31, 2021
	Amortized		Fair		Unrealized
Available for Sale:	Cost		Value		Gains		Losses
Municipal bonds	$	542	$	536	$	—	$	(6)
Variable rate demand notes		—		—		—		—
Corporate bonds		238,045		236,332		—		(1,713)
Government securities		1,271		1,282		11		—
Certificates of deposit		3,246		3,257		11		—
	$	243,104	$	241,407	$	22	$	(1,719)

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DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)

12 Months Ended

Dec. 31, 2022

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Summary of the Company's outstanding derivative contracts and their effects on the Consolidated Statements of Financial Position

	December 31, 2022
	Notional
	Amounts		Assets		Liabilities
Derivatives designated as hedging instruments:
Foreign currency derivatives	$	7,264	$	—	$	(282)
Commodity derivatives		189		10		—
Total derivatives			$	10	$	(282)

	December 31, 2021
	Notional
	Amounts		Assets		Liabilities
Derivatives designated as hedging instruments:
Foreign currency derivatives	$	6,729	$	426	$	—
Commodity derivatives		6,012		231		(107)
Total derivatives			$	657	$	(107)

Effects of derivative instruments on the Consolidated Statement of Earnings and Retained Earnings, and the Condensed Consolidated Statement of Comprehensive Earnings

	For Year Ended December 31, 2022
					Gain (Loss)
			Gain (Loss)		on Amount Excluded
	Gain (Loss)		Reclassified from		from Effectiveness
	Recognized		Accumulated OCI		Testing Recognized
	in OCI		into Earnings		in Earnings
Foreign currency derivatives	$	(484)	$	223	$	—
Commodity derivatives		233		347		—
Total	$	(251)	$	570	$	—

	For Year Ended December 31, 2021
					Gain (Loss)
			Gain (Loss)		on Amount Excluded
	Gain (Loss)		Reclassified from		from Effectiveness
	Recognized		Accumulated OCI		Testing Recognized
	in OCI		into Earnings		in Earnings
Foreign currency derivatives	$	93	$	445	$	—
Commodity derivatives		1,330		2,148		—
Total	$	1,423	$	2,593	$	—

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)

12 Months Ended

Dec. 31, 2022

ACCUMULATED OTHER COMPREHENSIVE LOSS

Schedule of accumulated other comprehensive earnings (loss):

											Accumulated
	Foreign				Foreign				Postretirement		Other
	Currency				Currency		Commodity		and Pension		Comprehensive
	Translation		Investments		Derivatives		Derivatives		Benefits		Earnings (Loss)
Balance at December 31, 2020	$	(24,581)	$	1,992	$	589	$	713	$	1,472	$	(19,815)
Other comprehensive earnings (loss) before reclassifications		(301)		(3,205)		70		1,009		332		(2,095)
Reclassifications from accumulated other comprehensive loss		—		(73)		(337)		(1,628)		(1,065)		(3,103)
Other comprehensive earnings (loss) net of tax		(301)		(3,278)		(267)		(619)		(733)		(5,198)
Balance at December 31, 2021	$	(24,882)	$	(1,286)	$	322	$	94	$	739	$	(25,013)
Other comprehensive earnings (loss) before reclassifications		1,087		(7,511)		(368)		177		2,529		(4,086)
Reclassifications from accumulated other comprehensive loss		—		(12)		(169)		(263)		(626)		(1,070)
Other comprehensive earnings (loss) net of tax		1,087		(7,523)		(537)		(86)		1,903		(5,156)
Balance at December 31, 2022	$	(23,795)	$	(8,809)	$	(215)	$	8	$	2,642	$	(30,169)

Amount reclassified from accumulated other comprehensive income (loss)

Details about Accumulated Other	Year to Date Ended
Comprehensive Income Components	December 31, 2022		December 31, 2021		Location of (Gain) Loss Recognized in Earnings
Investments	$	(16)	$	(96)	Other income, net
Foreign currency derivatives		(223)		(445)	Other income, net
Commodity derivatives		(347)		(2,148)	Product cost of goods sold
Postretirement and pension benefits		(826)		(1,405)	Other income, net
Total before tax		(1,412)		(4,094)
Tax expense (benefit)		342		991
Net of tax	$	(1,070)	$	(3,103)

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GOODWILL AND INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2022

GOODWILL AND INTANGIBLE ASSETS

Schedule of changes in carrying amount of trademarks

	2022		2021
Original cost	$	193,767	$	193,767
Accumulated impairment losses as of January 1		(18,743)		(18,743)
Balance at January 1	$	175,024	$	175,024
Current year impairment losses		—		—
Balance at December 31	$	175,024	$	175,024
Accumulated impairment losses as of December 31	$	(18,743)	$	(18,743)

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SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue Recognition
Selling, marketing and administrative expenses	$ 121,976	$ 132,108	$ 112,117
Royalty income (as a percent)	0.10%
Rental income (as a percent)	1.00%
Cash and cash equivalents:
Cash and cash equivalents	$ 53,270	105,840
Inventories:
Inventories at cost, last-in, first-out (LIFO) method	77,083	51,355
Excess of current cost over LIFO cost of inventories	34,898	21,348
Foreign inventories at cost, first-in, first-out (FIFO) method	7,183	4,150
Foreign Banks
Cash and cash equivalents:
Cash and cash equivalents	$ 5,191	4,577
Minimum
Investments:
Marketable securities, maturity period	3 years
Maximum
Investments:
Marketable securities, maturity period	5 years
Shipping and Handling
Revenue Recognition
Selling, marketing and administrative expenses	$ 67,342	$ 55,289	$ 42,593

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SIGNIFICANT ACCOUNTING POLICIES - Property (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, plant and equipment:
Depreciation expense	$ 17,668	$ 17,570	$ 18,184
Impairment charges of long-lived assets	$ 0	$ 0	$ 0
Buildings | Minimum
Property, plant and equipment:
Useful lives	20 years
Buildings | Maximum
Property, plant and equipment:
Useful lives	50 years
Machinery and equipment | Minimum
Property, plant and equipment:
Useful lives	5 years
Machinery and equipment | Maximum
Property, plant and equipment:
Useful lives	20 years

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SIGNIFICANT ACCOUNTING POLICIES - Benefits and Investment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
SIGNIFICANT ACCOUNTING POLICIES
Amount of previously paid premiums received		$ 2,514	$ 23,527
Premium paid for split dollar life insurance agreements	$ 0	$ 0	$ 0

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SIGNIFICANT ACCOUNTING POLICIES - Invest, VEBA, NP (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
VEBA trust
Contribution by entity to VEBA trust		$ 5,000	$ 0	$ 0
Cash and cash equivalents held by VEBA trust	$ 105,840	$ 53,270	$ 105,840
Bank loans
Weighted interest rate (as a percent)	3.10%	3.10%	3.10%
Goodwill and indefinite-lived intangible assets:
Impairments of intangibles		$ 0	$ 0	$ 0
Trademarks
Goodwill and indefinite-lived intangible assets:
Number of basis points increase in discount rate	100.00%
Number of basis points decrease in royalty rate	100.00%
Percentage of reduction of fair value due to increase in discount rate	13.00%
Percentage of reduction of fair value due to decrease in royalty rate	10.00%
VEBA Trust | Level 1
VEBA trust
Cash and cash equivalents held by VEBA trust	$ 3,941	$ 3,879	$ 3,941

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SIGNIFICANT ACCOUNTING POLICIES - EPS (Details)	12 Months Ended
	Dec. 31, 2022 item
Common Stock
Earnings per share:
Voting right per share (in votes per share)	1
Class B Common Stock
Earnings per share:
Voting right per share (in votes per share)	10

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ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
ACCRUED LIABILITIES
Compensation	$ 12,801	$ 10,865
Other employee benefits	6,893	8,640
Taxes, other than income	4,078	3,574
Advertising and promotions	21,220	22,547
Other	9,452	8,270
Total accrued liabilities	$ 54,444	$ 53,896

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INDUSTRIAL DEVELOPMENT BONDS (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
INDUSTRIAL DEVELOPMENT BONDS
Industrial development bonds, average floating interest rate (as a percent)	1.30%	0.70%

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INCOME TAXES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Domestic and foreign components of pretax income
Domestic	$ 84,286	$ 77,434	$ 69,211
Foreign	13,855	8,295	7,051
Earnings before income taxes	98,141	85,729	76,262
Current:
Federal	13,070	16,886	14,831
Foreign	4,110	1,983	1,029
State	2,605	2,822	1,763
Total current	19,785	21,691	17,623
Deferred:
Federal	2,364	(2,069)	(1,006)
Foreign	81	39	1,316
State	19	760	(645)
Total deferred	2,464	(1,270)	(335)
Total provision for income taxes	22,249	20,421	$ 17,288
Deferred tax assets:
Accrued customer promotions	1,269	2,107
Deferred compensation	17,533	22,311
Postretirement benefits	2,466	3,324
Other accrued expenses	7,744	5,158
Foreign subsidiary tax loss carry forward	4,650	4,497
Outside basis difference in foreign subsidiary	359	365
Capitalized research and development costs	2,049
Deductible state tax depreciation	893	736
Tax credit carry forward	2,047	2,517
Deferred tax assets, gross	39,010	41,015
Valuation allowance	(5,703)	(5,555)
Total deferred tax assets	33,307	35,460
Deferred tax liabilities:
Depreciation	27,153	23,342
Deductible goodwill and trademarks	37,608	38,255
Accrued export company commissions	4,580	4,615
Employee benefit plans	395	525
Inventory reserves	934	2,532
Prepaid insurance	1,016	965
Unrealized capital gains	(160)	3,874
Deferred foreign exchange gain	119	132
Deferred gain on sale of real estate	5,213	5,309
Total deferred tax liabilities	76,858	79,549
Net deferred tax liability	43,551	44,089
State tax credit carry-forwards expiring in 2028	50
State tax credit carry-forwards expiring in 2029	130
State tax credit carry-forwards expiring in 2030	212
State tax credit carry-forwards expiring in 2031	225
State tax credit carry-forwards expiring in 2032	238
State tax credit carry-forwards expiring in 2033	211
State tax credit carry-forwards expiring in 2034	235
State tax credit carry-forwards expiring in 2035	274
State tax credit carry-forwards expiring in 2036	235
State tax credit carry-forwards expiring in 2037	237
Valuation allowance for the expired amounts	$ 1,053	$ 924

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INCOME TAXES - Effective tax rate - (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Effective income tax rate differs from the statutory rate
U.S. statutory rate (as a percent)	21.00%	21.00%	21.00%
State income taxes, net (as a percent)	2.30%	2.40%	2.10%
Foreign income tax rates (as a percent)	1.00%	0.20%	1.00%
Income tax credits and adjustments (as a percent)	(0.80%)	(0.60%)	(1.40%)
Adjustment of deferred tax balances (as a percent)	(0.70%)	0.60%	(0.20%)
Reserve for uncertain tax benefits (as a percent)	0.30%		(0.80%)
Other, net (as a percent)	(0.40%)	0.20%	1.00%
Effective income tax rate (as a percent)	22.70%	23.80%	22.70%
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2026	$ 270
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2027	57
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2028	171
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2029	98
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2030	296
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2031	394
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2032	297
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2033	120
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2034	415
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2035	524
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2036	761
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2037	388
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2038	186
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2039	151
Tax benefits of foreign subsidiary tax loss carry forwards expiring in 2040	369
Unrecognized tax benefits	3,392	$ 3,133	$ 3,011
Portion of unrecognized tax benefits that, if recognized, would favorably affect annual effective income tax rate	1,734	1,547
Interest and penalties included in liability for uncertain tax positions	355	282
Reconciliation of the beginning and ending balances of the total amounts of unrecognized tax benefits
Unrecognized tax benefits at the beginning of the period	3,133	3,011	3,678
Increases in tax positions for the current year	393	700	377
Reductions in tax positions for lapse of statute of limitations	(134)	(578)	(501)
Reductions in tax positions for settlements and payments			(308)
Increases (decreases) in prior period unrecognized tax benefits due to change in judgment			(235)
Unrecognized tax benefits at the end of the period	$ 3,392	$ 3,133	$ 3,011

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SHARE CAPITAL AND CAPITAL IN EXCESS OF PAR VALUE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Changes in share capital and capital in excess of par value
Balance at the beginning of the period	$ 768,797
Balance at the beginning of the period (in shares)	96
Balance at the end of the period	$ 782,882	$ 768,797
Balance at the end of the period (in shares)	99	96
Total Number of Shares Purchased	818	921	982
Average Price Paid Per Share (in dollars per share)	$ 38.98	$ 32.76	$ 32.59
Stock dividends (as a percent)	3.00%	3.00%	3.00%
Common Stock.
Changes in share capital and capital in excess of par value
Balance at the beginning of the period	$ 27,322	$ 27,134	$ 26,969
Balance at the beginning of the period (in shares)	39,344	39,073	38,836
Issuance of 3% stock dividend	$ 817	$ 807	$ 804
Issuance of 3% stock dividend (in shares)	1,176	1,163	1,157
Conversion of Class B common shares to common shares	$ 13	$ 20	$ 43
Conversion of Class B common shares to common shares (in shares)	19	29	62
Purchase and retirement of common shares	$ (568)	$ (639)	$ (682)
Purchase and retirement of common shares (in shares)	(818)	(921)	(982)
Balance at the end of the period	$ 27,584	$ 27,322	$ 27,134
Balance at the end of the period (in shares)	39,721	39,344	39,073
Treasury Stock
Changes in share capital and capital in excess of par value
Balance at the beginning of the period	$ (1,992)	$ (1,992)	$ (1,992)
Balance at the beginning of the period (in shares)	96	93	90
Issuance of 3% stock dividend (in shares)	3	3	3
Balance at the end of the period	$ (1,992)	$ (1,992)	$ (1,992)
Balance at the end of the period (in shares)	99	96	93
Capital in Excess of Par Value
Changes in share capital and capital in excess of par value
Balance at the beginning of the period	$ 709,880	$ 706,930	$ 696,059
Issuance of 3% stock dividend	41,068	32,495	42,244
Purchase and retirement of common shares	(31,342)	(29,545)	(31,373)
Balance at the end of the period	719,606	709,880	706,930
Class B Common Stock | Common Stock.
Changes in share capital and capital in excess of par value
Balance at the beginning of the period	$ 19,300	$ 18,758	$ 18,254
Balance at the beginning of the period (in shares)	27,793	27,012	26,287
Issuance of 3% stock dividend	$ 579	$ 562	$ 547
Issuance of 3% stock dividend (in shares)	833	810	787
Conversion of Class B common shares to common shares	$ (13)	$ (20)	$ (43)
Conversion of Class B common shares to common shares (in shares)	(19)	(29)	(62)
Balance at the end of the period	$ 19,866	$ 19,300	$ 18,758
Balance at the end of the period (in shares)	28,607	27,793	27,012

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OTHER INCOME, NET (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
OTHER INCOME, NET
Interest and dividend income	$ 2,641	$ 2,740	$ 4,005
Gains (losses) on trading securities relating to deferred compensation plans	(17,263)	14,207	12,519
Interest expense	(104)	(46)	(164)
Foreign exchange gains	1,307	667	534
Capital gains (losses)	121	(286)	(6)
Miscellaneous, net	684	1,314	1,130
Total other income, net	$ (12,614)	$ 18,596	$ 18,018

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EMPLOYEE BENEFIT PLANS (Details) - Multi-employer defined benefit pension plan - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Defined Contribution Plan Disclosure [Line Items]
Credited service period	1 year
Pension expense	$ 2,682	$ 3,010	$ 2,772
Employer contributions to profit sharing and retirement savings-investment plan	$ 3,265	$ 3,201	$ 2,766

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EMPLOYEE BENEFIT PLANS - Multi-employer (Details) - Multi-employer defined benefit pension plan - USD ($) $ in Thousands		12 Months Ended
	Jun. 12, 2012	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Pension Plans
Pension expense		$ 2,682	$ 3,010	$ 2,772
Consenting agreement entered with local bargaining union
Pension Plans
Percentage of funded status			48.50%
Employer contributions to multi-employer defined benefit pension plans		$ 3,508	$ 3,118	2,850
Insolvent period		20 years
Estimated liability upon withdrawal from plan			104,300	99,300	$ 99,800
Percentage of annual compounded surcharge for rehabilitation		5.00%
Percentage of interim surcharge	5.00%
Pension expense		$ 3,510	3,156	2,866
Surcharges		$ 1,237	$ 1,112	$ 1,010

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EMPLOYEE BENEFIT PLANS - Deferred compensation (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) item	Dec. 31, 2021 USD ($)
Deferred compensation
Number of deferred compensation plans | item	3
Trading securities | $	$ 71,208	$ 89,736

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EMPLOYEE BENEFIT PLANS - Postretirement (Details) - Postretirement benefit plans - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Postretirement benefit plan disclosure
Assumed ultimate health care cost trend rate (as a percent)	3.00%
Accumulated benefit obligation after plan amendment	$ 9,961	$ 13,235
Amounts recognized in accumulated other comprehensive loss (pre-tax)
Net actuarial gain	(4,452)
Net amount recognized in accumulated other comprehensive loss	(4,452)
Changes in the accumulated postretirement benefit obligation
Benefit obligation, beginning of the period	13,235	13,487
Service cost	241	270	$ 288
Interest cost	336	291	403
Actuarial (gain)/loss	(3,323)	(326)
Benefits paid	(528)	(487)
Benefit obligation, end of the period	9,961	13,235	13,487
Net periodic postretirement benefit cost
Service cost-benefits attributed to service during the period	241	270	288
Interest cost on the accumulated postretirement benefit obligation	336	291	403
Net amortization	(826)	(1,405)	(1,349)
Net periodic postretirement benefit cost (income)	$ (249)	$ (844)	$ (658)

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EMPLOYEE BENEFIT PLANS - Expected future benefit payments (Details) - Postretirement benefit plans $ in Thousands	Dec. 31, 2022 USD ($)
Estimated future benefit payments
2023	$ 658
2024	663
2025	677
2026	688
2027	696
2028 through 2032	$ 3,543

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SEGMENT AND GEOGRAPHIC INFORMATION (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
SEGMENT AND GEOGRAPHIC INFORMATION
Revenue	$ 686,970	$ 570,776	$ 471,063
Long-lived assets:	212,043	208,906	187,328
United States
SEGMENT AND GEOGRAPHIC INFORMATION
Long-lived assets:	182,393	178,936	155,664
Canada
SEGMENT AND GEOGRAPHIC INFORMATION
Long-lived assets:	25,715	27,051	28,765
Mexico and Other
SEGMENT AND GEOGRAPHIC INFORMATION
Long-lived assets:	3,935	2,919	2,899
Product
SEGMENT AND GEOGRAPHIC INFORMATION
Revenue	681,440	566,043	467,427
Product | United States
SEGMENT AND GEOGRAPHIC INFORMATION
Revenue	622,817	514,437	431,024
Product | Canada, Mexico, and Other
SEGMENT AND GEOGRAPHIC INFORMATION
Revenue	$ 58,623	$ 51,606	$ 36,403

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SEGMENT AND GEOGRAPHIC INFORMATION - Concentration (Details) - item	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Wal-Mart | Sales Revenue | A major customer
Concentration of Risk
Percentage of concentration risk	23.00%	22.70%	23.50%
Dollar Tree | Sales Revenue | A major customer
Concentration of Risk
Percentage of concentration risk	12.40%	12.10%	11.70%
McLane | Sales Revenue | A major customer
Concentration of Risk
Percentage of concentration risk	20.40%	21.00%	22.10%
Three Largest Customers | Accounts receivable
Concentration of Risk
Number of customers	3	3
Three Largest Customers | Accounts receivable | A major customer
Concentration of Risk
Percentage of concentration risk	37.00%	36.00%

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FAIR VALUE MEASUREMENTS - Bonds (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair value on a recurring basis
Industrial revenue development bonds, carrying amount, approximates fair value	$ 7,500	$ 7,500
Cost Basis | Level 2
Fair value on a recurring basis
Industrial revenue development bonds, carrying amount, approximates fair value	$ 7,500	$ 7,500

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FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair value measurements
Cash and cash equivalents	$ 53,270	$ 105,840
Available for sale securities	272,448	241,407
Trading securities	71,208	89,736
Fair value measured on a recurring basis
Fair value measurements
Cash and cash equivalents	53,270	105,840
Available for sale securities	272,448	241,407
Trading securities	71,208	89,736
Total assets measured at fair value	396,654	437,533
Fair value measured on a recurring basis | Foreign currency derivatives.
Fair value measurements
Derivative instruments, net	(282)	426
Fair value measured on a recurring basis | Commodity derivatives
Fair value measurements
Derivative instruments, net	10	124
Fair value measured on a recurring basis | Level 1
Fair value measurements
Cash and cash equivalents	53,270	105,840
Available for sale securities	1,889	1,282
Trading securities	56,049	76,196
Total assets measured at fair value	111,218	183,442
Fair value measured on a recurring basis | Level 1 | Commodity derivatives
Fair value measurements
Derivative instruments, net	10	124
Fair value measured on a recurring basis | Level 2
Fair value measurements
Available for sale securities	270,559	240,125
Trading securities	15,159	13,540
Total assets measured at fair value	285,436	254,091
Fair value measured on a recurring basis | Level 2 | Foreign currency derivatives.
Fair value measurements
Derivative instruments, net	$ (282)	$ 426

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FAIR VALUE MEASUREMENTS AFS (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Available for Sale:
Amortized Cost	$ 284,070	$ 243,104
Fair Value	272,448	241,407
Unrealized Gains		22
Unrealized Losses	(11,622)	(1,719)
Municipal bonds
Available for Sale:
Amortized Cost	41	542
Fair Value	40	536
Unrealized Losses	(1)	(6)
Variable rate demand notes
Available for Sale:
Amortized Cost	4,800
Fair Value	4,800
Corporate bonds
Available for Sale:
Amortized Cost	276,148	238,045
Fair Value	264,575	236,332
Unrealized Losses	(11,573)	(1,713)
Government securities
Available for Sale:
Amortized Cost	1,924	1,271
Fair Value	1,889	1,282
Unrealized Gains		11
Unrealized Losses	(35)
Certificates of deposit
Available for Sale:
Amortized Cost	1,157	3,246
Fair Value	1,144	3,257
Unrealized Gains		$ 11
Unrealized Losses	$ (13)

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DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative contracts
Assets		$ 10	$ 657
Liabilities		(282)	(107)
Derivatives designated as hedging instruments: | Foreign currency derivatives.
Derivative contracts
Notional Amounts		7,264	6,729
Assets			426
Liabilities		(282)
Derivatives designated as hedging instruments: | Commodity derivatives
Derivative contracts
Notional Amounts		189	6,012
Assets		$ 10	231
Liabilities			$ (107)
Forecast
Derivative contracts
Accumulated comprehensive gain to be reclassified	$ 10
Forecast | Foreign currency derivatives.
Derivative contracts
Accumulated other comprehensive loss to be reclassified	$ (282)

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DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - OCI (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Effect of derivative instruments on earnings
Gain (Loss) Recognized in OCI	$ (251)	$ 1,423	$ 1,259
Reclassified from Accumulated OCI into Earnings
Effect of derivative instruments on earnings
Gain (Loss) Reclassified from Accumulated OCI into Earnings	570	2,593
Foreign currency derivatives.
Effect of derivative instruments on earnings
Gain (Loss) Recognized in OCI	(484)	93
Foreign currency derivatives. | Reclassified from Accumulated OCI into Earnings
Effect of derivative instruments on earnings
Gain (Loss) Reclassified from Accumulated OCI into Earnings	223	445
Commodity derivatives
Effect of derivative instruments on earnings
Gain (Loss) Recognized in OCI	233	1,330
Commodity derivatives | Reclassified from Accumulated OCI into Earnings
Effect of derivative instruments on earnings
Gain (Loss) Reclassified from Accumulated OCI into Earnings	$ 347	$ 2,148

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	$ 769,042
Balance at the end of the period	783,171	$ 769,042
Foreign Currency Translation Adjustment
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	(24,882)	(24,581)
Other comprehensive earnings (loss) before reclassifications	1,087	(301)
Other comprehensive earnings (loss) net of tax	1,087	(301)
Balance at the end of the period	(23,795)	(24,882)
Investments
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	(1,286)	1,992
Other comprehensive earnings (loss) before reclassifications	(7,511)	(3,205)
Reclassifications from accumulated other comprehensive loss	(12)	(73)
Other comprehensive earnings (loss) net of tax	(7,523)	(3,278)
Balance at the end of the period	(8,809)	(1,286)
Foreign Currency Derivatives
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	322	589
Other comprehensive earnings (loss) before reclassifications	(368)	70
Reclassifications from accumulated other comprehensive loss	(169)	(337)
Other comprehensive earnings (loss) net of tax	(537)	(267)
Balance at the end of the period	(215)	322
Commodity Derivatives
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	94	713
Other comprehensive earnings (loss) before reclassifications	177	1,009
Reclassifications from accumulated other comprehensive loss	(263)	(1,628)
Other comprehensive earnings (loss) net of tax	(86)	(619)
Balance at the end of the period	8	94
Postretirement and Pension Benefits
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	739	1,472
Other comprehensive earnings (loss) before reclassifications	2,529	332
Reclassifications from accumulated other comprehensive loss	(626)	(1,065)
Other comprehensive earnings (loss) net of tax	1,903	(733)
Balance at the end of the period	2,642	739
Accumulated Other Comprehensive Earnings (Loss).
Accumulated other comprehensive earnings (loss), net of tax
Balance at the beginning of the period	(25,013)	(19,815)
Other comprehensive earnings (loss) before reclassifications	(4,086)	(2,095)
Reclassifications from accumulated other comprehensive loss	(1,070)	(3,103)
Other comprehensive earnings (loss) net of tax	(5,156)	(5,198)
Balance at the end of the period	$ (30,169)	$ (25,013)

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ACCUMULATED OTHER COMPREHENSIVE LOSS - Reclassification from AOCI (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Other income, net	$ 12,614	$ (18,596)	$ (18,018)
Cost of goods sold	454,239	371,535	300,702
Total before tax	(98,141)	(85,729)	(76,262)
Tax (expense) benefit	22,249	20,421	17,288
Net of tax	(75,892)	(65,308)	$ (58,974)
Reclassified from Accumulated OCI into Earnings
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Total before tax	(1,412)	(4,094)
Tax (expense) benefit	342	991
Net of tax	(1,070)	(3,103)
Investments | Reclassified from Accumulated OCI into Earnings
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Other income, net	(16)	(96)
Foreign Currency Derivatives | Reclassified from Accumulated OCI into Earnings
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Other income, net	(223)	(445)
Commodity Derivatives | Reclassified from Accumulated OCI into Earnings
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Cost of goods sold	$ (347)	$ (2,148)
Type of Cost, Good or Service [Extensible List]	Product	Product
Postretirement and Pension Benefits | Reclassified from Accumulated OCI into Earnings
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Other income, net	$ (826)	$ (1,405)

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GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Changes in carrying amount of trademarks
Accumulated impairment losses of goodwill	$ 0
Trademarks
Changes in carrying amount of trademarks
Original cost	193,767	$ 193,767
Accumulated impairment losses, balance at the beginning of the period	(18,743)	(18,743)
Carrying amount, balance at the beginning of the period	175,024	175,024
Current year impairment losses
Carrying amount, balance at the end of the period	175,024	175,024
Accumulated impairment losses, balance at the end of the period	$ (18,743)	$ (18,743)

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LEASES (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2022	Dec. 31, 2021
Lessee, Lease, Description [Line Items]
Operating lease cost		$ 979	$ 1,068
Operating lease right-of-use assets		4,703	7,419
Operating lease liabilities		$ 4,743	$ 7,419
Weighted average remaining lease term		15 years 10 months 24 days	16 years 10 months 24 days
Weighted average discount rate		3.30%	2.30%
2023		$ 654
2024		154
2025		159
2026		153
2027 through 2041		$ 3,623
Lessor, Operating Lease, Existence of Option to Extend [true false]		true
Property, Plant and Equipment, Gross		$ 641,182	$ 621,402
Lease income	$ 4,934		4,223
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease term		19 years
Commercial real estate leased to third parties
Lessee, Lease, Description [Line Items]
Property, Plant and Equipment, Gross		$ 51,370	51,384
Depreciation		$ 16,903	$ 15,844
Commercial real estate leased to third parties | Maximum
Lessee, Lease, Description [Line Items]
Lessor, renewal term		58 years