XML 42 R26.htm IDEA: XBRL DOCUMENT v3.22.0.1
Benefit Plans
 12 Months Ended
Dec. 31, 2021
Retirement Benefits [Abstract]  
Benefit Plans Benefit Plans
Executive Benefit Plans

In addition to the Company’s Director Deferral Plan, the Company has four executive benefit plans: the Supplemental Savings Incentive Plan, the Long-Term Retention Plan, the Officer Retention Plan and the Long-Term Performance Plan. The Company also has a Long-Term Performance Equity Plan, as discussed in Note 2.

Pursuant to the Supplemental Savings Incentive Plan, as amended and restated effective November 1, 2011, and as further amended thereafter, eligible participants may elect to defer a portion of their annual salary and bonus. Participants are immediately vested in all deferred contributions they make and become fully vested in Company contributions upon completion of five years of service with the Company, termination of employment due to death or retirement or a change in control. Participant deferrals and Company contributions made in years prior to 2006 are invested in either a fixed benefit option or certain investment funds determined by the participant. Beginning in 2010, the Company may elect at its discretion to match up to 50% of the first 6% of salary, excluding bonuses, deferred by the participant. During 2021, 2020 and 2019, the Company matched 50% of the first 6% of salary, excluding bonuses, deferred by the participant. The Company may also make discretionary contributions to participants’ accounts.

Under the Director Deferral Plan, as amended and restated effective January 1, 2014, non-employee directors may defer payment of all or a portion of their annual retainer and meeting fees until they no longer serve on the Board of Directors. There is no Company matching contribution under the Director Deferral Plan. The liability under these two deferral plans was as follows:

(in thousands)December 31, 2021December 31, 2020
Current liabilities$10,111 $11,132 
Noncurrent liabilities84,664 80,890 
Total liability - Supplemental Savings Incentive Plan and Director Deferral Plan$94,775 $92,022 

Under the Long-Term Retention Plan, effective March 5, 2014, the Company accrues a defined amount each year for an eligible participant based upon an award schedule. Amounts awarded may earn an investment return based on certain investment funds specified by the Company. Benefits under the Long-Term Retention Plan are 50% vested until age 51. Beginning at age 51, the vesting percentage increases by 5% each year until the benefits are fully vested at age 60. Participants receive payments from the plan upon retirement or, in certain instances, upon termination of employment. Payments are made in the form of monthly installments over a period of 10, 15 or 20 years. The liability under this plan was as follows:

(in thousands)December 31, 2021December 31, 2020
Current liabilities$178 $137 
Noncurrent liabilities6,815 4,728 
Total liability - Long-Term Retention Plan$6,993 $4,865 

Under the Officer Retention Plan, as amended and restated effective January 1, 2007, eligible participants may elect to receive an annuity payable in equal monthly installments over a 10-, 15- or 20-year period commencing at retirement or, in certain instances, upon termination of employment. The benefits under the Officer Retention Plan increase with each year of participation as set forth in an agreement between the participant and the Company. Benefits under the Officer Retention Plan are 50% vested until age 51. Beginning at age 51, the vesting percentage increases by 5% each year until the benefits are fully vested at age 60. The liability under this plan was as follows:

(in thousands)December 31, 2021December 31, 2020
Current liabilities$4,036 $4,176 
Noncurrent liabilities37,008 38,605 
Total liability - Officer Retention Plan$41,044 $42,781 

Under the Long-Term Performance Plan, as amended and restated effective January 1, 2018, the Compensation Committee of the Board of Directors establishes dollar amounts to which a participant shall be entitled upon attainment of the applicable performance measures. Bonus awards under the Long-Term Performance Plan are made based on the relative achievement of performance
measures in terms of the Company-sponsored objectives or objectives related to the performance of the individual participant or of the subsidiary, division, department, region or function in which the participant is employed. The liability under this plan was as follows:

(in thousands)December 31, 2021December 31, 2020
Current liabilities$8,247 $8,515 
Noncurrent liabilities7,675 7,866 
Total liability - Long-Term Performance Plan$15,922 $16,381 

Pension Plans

There are two Company-sponsored pension plans. The Primary Plan was frozen as of June 30, 2006 and no benefits accrued to participants after that date. The Bargaining Plan is for certain employees under collective bargaining agreements. Benefits under the Bargaining Plan are determined in accordance with negotiated formulas for the respective participants. Contributions to the plans are based on actuarially determined amounts and are limited to the amounts currently deductible for income tax purposes. The Company updates its mortality assumptions used in the calculation of its pension liability each year using The Society of Actuaries’ latest mortality tables and mortality projection scales.

The following tables set forth pertinent information for the two Company-sponsored pension plans:

 Fiscal Year
(in thousands)20212020
Beginning balance - projected benefit obligation$368,245 $332,304 
Service cost7,529 6,331 
Interest cost9,846 10,957 
Actuarial (gain) loss(12,735)31,300 
Benefits paid(13,410)(12,647)
Ending balance - projected benefit obligation$359,475 $368,245 

Changes in Projected Benefit Obligation

The projected benefit obligations and the accumulated benefit obligations for both Company-sponsored pension plans were in excess of plan assets as of December 31, 2021 and December 31, 2020. The accumulated benefit obligation was $359.5 million on December 31, 2021 and $368.2 million on December 31, 2020.

The increase in the discount rates in 2021, as compared to 2020, was the primary driver of actuarial gains in 2021. The decrease in discount rates in 2020, as compared to 2019, was the primary driver of actuarial losses in 2020. The actuarial gains and losses, net of tax, were recorded in accumulated other comprehensive loss in the consolidated balance sheets.

Change in Plan Assets

 Fiscal Year
(in thousands)20212020
Beginning balance - plan assets at fair value$319,699 $276,699 
Actual return on plan assets16,427 40,680 
Employer contributions6,800 16,250 
Benefits and expenses paid(14,676)(13,930)
Ending balance - plan assets at fair value$328,250 $319,699 

Funded Status

(in thousands)December 31, 2021December 31, 2020
Projected benefit obligation$(359,475)$(368,245)
Plan assets at fair value328,250 319,699 
Net funded status$(31,225)$(48,546)
Amounts Recognized in the Consolidated Balance Sheets

(in thousands)December 31, 2021December 31, 2020
Current liabilities$— $— 
Noncurrent liabilities(31,225)(48,546)
Total liability - pension plans$(31,225)$(48,546)

Net Periodic Pension Cost

 Fiscal Year
(in thousands)202120202019
Service cost$7,529 $6,331 $4,853 
Interest cost9,846 10,957 12,299 
Expected return on plan assets(13,000)(13,617)(10,290)
Recognized net actuarial loss4,954 4,619 3,688 
Amortization of prior service cost3 19 22 
Net periodic pension cost$9,332 $8,309 $10,572 

Significant Assumptions

 Fiscal Year
 202120202019
Projected benefit obligation at the measurement date:
Discount rate - Primary Plan2.97 %2.66 %3.36 %
Discount rate - Bargaining Plan3.31 %3.12 %3.61 %
Weighted average rate of compensation increaseN/AN/AN/A
Net periodic pension cost for the fiscal year:
Discount rate - Primary Plan2.66 %3.36 %4.47 %
Discount rate - Bargaining Plan3.12 %3.61 %4.63 %
Weighted average expected long-term rate of return of plan assets - Primary Plan(1)
4.75 %5.50 %5.00 %
Weighted average expected long-term rate of return of plan assets - Bargaining Plan(1)
5.75 %6.25 %5.25 %
Weighted average rate of compensation increaseN/AN/AN/A

(1)The weighted average expected long-term rate of return assumption for the pension plan assets, which was used to compute net periodic pension cost, is based upon target asset allocation and is determined using forward-looking performance and duration assumptions set at the beginning of each fiscal year.

Cash Flows

(in thousands)Anticipated Future Pension Benefit
Payments for the Fiscal Years
2022$14,276 
202315,111 
202415,731 
202516,474 
202617,090 
2027 - 203192,221 

Contributions to the two Company-sponsored pension plans are expected to be in the range of $20 million to $30 million in 2022.

Plan Assets

All assets in the Company’s pension plans are invested in institutional investment funds managed by professional investment advisors which hold U.S. equities, international equities and debt securities. The objective of the Company’s investment philosophy is to earn the plans’ targeted rate of return over longer periods without assuming excess investment risk. The weighted average expected long-term rate of return assumption for the pension plan assets, which will be used to compute 2022 net periodic pension costs, is based
upon target asset allocation and is determined using forward-looking performance and duration assumptions in the context of historical returns and volatilities for each asset class. The Company evaluates the rate of return assumption on an annual basis. The Company’s pension plans target asset allocation for 2022, actual asset allocation at December 31, 2021 and December 31, 2020, and the weighted average expected long-term rate of return by asset category for the Primary Plan were as follows:

Percentage of Plan
Assets at Fiscal Year-End		Target
Allocation		Weighted Average Expected
Long-Term Rate of Return
 2021202020222022
U.S. debt securities87 %58 %98 %2.94 %
U.S. equity securities— %24 %— %— %
International debt securities10 %8 %— %— %
International equity securities— %8 %— %— %
Cash and cash equivalents3 %2 %2 %0.06 %
Total100 %100 %100 %3.00 %

The Company’s pension plans target asset allocation for 2022, actual asset allocation at December 31, 2021 and December 31, 2020, and the weighted average expected long-term rate of return by asset category for the Bargaining Plan were as follows:

Percentage of Plan
Assets at Fiscal Year-End		Target
Allocation		Weighted Average Expected
Long-Term Rate of Return
2021202020222022
U.S. debt securities46 %46 %41 %2.26 %
U.S. equity securities40 %39 %47 %2.59 %
International debt securities2 %2 %— %— %
International equity securities11 %12 %11 %0.59 %
Cash and cash equivalents1 %1 %1 %0.06 %
Total100 %100 %100 %5.50 %

Debt securities as of December 31, 2021 are comprised of investments in government and corporate bonds with a weighted average maturity of approximately 13 years for the Primary Plan and approximately 22 years for the Bargaining Plan. Both plans also hold an institutional high yield bond fund with a modified duration of approximately 3 years. U.S. equity securities include: (i) large-capitalization domestic equity funds as represented by the S&P 500 index, (ii) mid-capitalization domestic equity funds as represented by the Russell Mid Cap Growth and Value indexes, (iii) small-capitalization domestic equity funds as represented by the Russell Small Cap Growth and Value indexes and (iv) alternative investment funds as represented by the HFRX Global index and the MSCI US REIT index. International equity securities include companies from both developed and emerging markets outside the United States. Cash and cash equivalents have a weighted average duration of less than one year.

The following table summarizes the Company’s pension plan assets, which are classified as Level 1 and Level 2 for fair value measurement. The Company does not have any Level 3 pension plan assets. See Note 15 for additional information.

(in thousands)December 31, 2021December 31, 2020
Pension plan assets - fixed income$300,670 $205,812 
Pension plan assets - equity securities18,867 106,424 
Pension plan assets - cash and cash equivalents8,713 7,463 
Total pension plan assets$328,250 $319,699 

401(k) Savings Plan

The Company provides a 401(k) Savings Plan for substantially all of its employees who are not part of collective bargaining agreements and for certain employees under collective bargaining agreements. The Company’s matching contribution for employees who are not part of collective bargaining agreements is discretionary, with the option to match contributions for eligible participants up to 5% based on the Company’s financial results. For all years presented, the Company matched the maximum 5% of participants’ contributions. The Company’s matching contribution for employees who are part of collective bargaining agreements is determined in accordance with negotiated formulas for the respective employees. The total expense for the Company’s matching contributions to the 401(k) Savings Plan was $24.8 million in 2021, $22.7 million in 2020 and $21.7 million in 2019.
Postretirement Benefits

The Company provides postretirement benefits for employees meeting specified criteria. The Company recognizes the cost of postretirement benefits, which consist principally of medical benefits, during employees’ periods of active service. The Company does not prefund these benefits and has the right to modify or terminate certain of these benefits in the future.

The following tables set forth pertinent information for the Company’s postretirement benefit plan:

Reconciliation of Activity

 Fiscal Year
(in thousands)20212020
Benefit obligation at beginning of year$67,665 $62,056 
Service cost1,516 1,454 
Interest cost1,772 2,031 
Plan participants’ contributions930 753 
Actuarial (gain) loss(3,414)4,555 
Benefits paid(3,313)(3,184)
Benefit obligation at end of year$65,156 $67,665 

Reconciliation of Plan Assets Fair Value

 Fiscal Year
(in thousands)20212020
Fair value of plan assets at beginning of year$— $— 
Employer contributions2,383 2,431 
Plan participants’ contributions930 753 
Benefits paid(3,313)(3,184)
Fair value of plan assets at end of year$— $— 

Funded Status

(in thousands)December 31, 2021December 31, 2020
Current liabilities$(2,990)$(2,886)
Noncurrent liabilities(62,166)(64,779)
Total liability - postretirement benefits$(65,156)$(67,665)

Net Periodic Postretirement Benefit Cost

 Fiscal Year
(in thousands)202120202019
Service cost$1,516 $1,454 $1,496 
Interest cost1,772 2,031 2,750 
Recognized net actuarial loss682 383 730 
Amortization of prior service cost— — (1,293)
Net periodic postretirement benefit cost$3,970 $3,868 $3,683 
Significant Assumptions

 Fiscal Year
 202120202019
Benefit obligation discount rate at measurement date2.98 %2.70 %3.32 %
Net periodic postretirement benefit cost discount rate for fiscal year2.70 %3.32 %4.41 %
Postretirement benefit expense - Pre-Medicare:
Weighted average healthcare cost trend rate6.26 %6.53 %7.13 %
Trend rate graded down to ultimate rate4.50 %4.50 %4.50 %
Ultimate rate year202920282026
Postretirement benefit expense - Post-Medicare:
Weighted average healthcare cost trend rate6.54 %6.73 %7.11 %
Trend rate graded down to ultimate rate4.50 %4.50 %4.50 %
Ultimate rate year202920282026

Cash Flows

(in thousands)Anticipated Future Postretirement Benefit
Payments Reflecting Expected Future Service
2022$2,990 
20233,114 
20243,321 
20253,399 
20263,629 
2027 - 203120,356 

A reconciliation of the amounts in accumulated other comprehensive loss not yet recognized as components of net periodic benefit cost is as follows:

(in thousands)December 31,
2020		Actuarial
Loss		Reclassification
Adjustments		December 31,
2021
Pension Plans:
Actuarial loss$(147,664)$14,897 $4,954 $(127,813)
Prior service costs(7)— 3 (4)
Postretirement Benefits:
Actuarial loss(13,908)3,414 682 (9,812)
Total within accumulated other comprehensive loss$(161,579)$18,311 $5,639 $(137,629)

Multiemployer Pension Plans

Certain employees of the Company whose employment is covered under collective bargaining agreements participate in a multiemployer pension plan, the Employers-Teamsters Local Union Nos. 175 and 505 Pension Fund (the “Teamsters Plan”). The Company makes monthly contributions to the Teamsters Plan on behalf of such employees. The collective bargaining agreements covering the Teamsters Plan expire at various times through 2024. The Company expects these agreements will be re-negotiated.

Participating in the Teamsters Plan involves certain risks in addition to the risks associated with single employer pension plans, as contributed assets are pooled and may be used to provide benefits to employees of other participating employers. If a participating employer stops contributing to the Teamsters Plan, the unfunded obligations of the Teamsters Plan may be borne by the remaining participating employers. If the Company chooses to stop participating in the Teamsters Plan, the Company could be required to pay the Teamsters Plan a withdrawal liability based on the underfunded status of the Teamsters Plan. The Company does not anticipate withdrawing from the Teamsters Plan.

In 2015, the Company increased its contribution rates to the Teamsters Plan, with additional increases occurring annually, as part of a rehabilitation plan, which was incorporated into the renewal of collective bargaining agreements with the unions effective
April 28, 2014 and adopted by the Company as a rehabilitation plan effective January 1, 2015. This is a result of the Teamsters Plan being certified by its actuary as being in “critical” status for the plan year beginning January 1, 2013.

The Company’s participation in the Teamsters Plan is outlined in the table below. A red zone represents less than 80% funding and requires a financial improvement plan (“FIP”) or rehabilitation plan (“RP”).

 Fiscal Year
(in thousands)202120202019
Pension Protection Act Zone StatusRedRedRed
FIP or RP pending or implementedYesYesYes
Surcharge imposedYesYesYes
Contribution$933 $924 $987 

According to the Teamsters Plan’s Form 5500 for both the plan years ended December 31, 2020 and December 29, 2019, the Company was not listed as providing more than 5% of the total contributions. At the date these financial statements were issued, a Form 5500 was not available for the plan year ended December 31, 2021.

The Company has a liability recorded for withdrawing from a multiemployer pension plan in 2008 and is required to make payments of approximately $1 million to this multiemployer pension plan each year through 2028. As of December 31, 2021, the Company had $5.2 million remaining on this liability.